TRUSTMARK CORP (TRMK)
SIC breadcrumb: Finance, Insurance, And Real Estate > Depository Institutions > SIC 6021 National Commercial Banks
SEC company page: https://www.sec.gov/edgar/browse/?CIK=36146. Latest filing source: 0001193125-26-064009.
Informational only - descriptive public-record data, not investment advice.
Business
Read TRMK's verbatim Item 1 Business section from its latest 10-K: Business.
Risk Factors
Read TRMK's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.
Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
|---|---|---|---|---|
| Revenue | 948,622,000 | USD | 2025 | 2026-02-23 |
| Net income | 224,135,000 | USD | 2025 | 2026-02-23 |
| Assets | 18,925,211,000 | USD | 2025 | 2026-02-23 |
Financials
Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-23. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000036146.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.
| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | 412,080,000 | 449,795,000 | 485,612,000 | 510,492,000 | 468,335,000 | 442,511,000 | 541,833,000 | 878,832,000 | 960,330,000 | 948,622,000 |
| Net income | 108,411,000 | 105,630,000 | 149,584,000 | 150,460,000 | 160,025,000 | 147,365,000 | 71,887,000 | 165,489,000 | 223,009,000 | 224,135,000 |
| Diluted EPS | 1.60 | 1.56 | 2.21 | 2.32 | 2.51 | 2.34 | 1.17 | 2.70 | 3.63 | 3.70 |
| Operating cash flow | 148,337,000 | 206,607,000 | 239,198,000 | 116,447,000 | 65,346,000 | 348,771,000 | 296,516,000 | 196,887,000 | 116,929,000 | 243,902,000 |
| Capital expenditures | 10,208,000 | 13,219,000 | 14,644,000 | 17,327,000 | 22,577,000 | 27,360,000 | 26,624,000 | 40,082,000 | 23,493,000 | 11,949,000 |
| Dividends paid | 62,666,000 | 62,795,000 | 62,425,000 | 59,804,000 | 58,769,000 | 58,085,000 | 56,679,000 | 56,653,000 | 56,790,000 | 58,456,000 |
| Share buybacks | 750,000 | 0.00 | 62,421,000 | 56,615,000 | 27,538,000 | 61,799,000 | 24,604,000 | 0.00 | 7,499,000 | 80,036,000 |
| Assets | 13,352,333,000 | 13,797,953,000 | 13,286,460,000 | 13,497,877,000 | 16,551,840,000 | 17,595,636,000 | 18,015,478,000 | 18,722,189,000 | 18,152,422,000 | 18,925,211,000 |
| Liabilities | 11,832,125,000 | 12,226,252,000 | 11,695,007,000 | 11,837,175,000 | 14,810,723,000 | 15,854,325,000 | 16,523,210,000 | 17,060,342,000 | 16,190,095,000 | 16,803,534,000 |
| Stockholders' equity | 1,520,208,000 | 1,571,701,000 | 1,591,453,000 | 1,660,702,000 | 1,741,117,000 | 1,741,311,000 | 1,492,268,000 | 1,661,847,000 | 1,962,327,000 | 2,121,677,000 |
| Free cash flow | 138,129,000 | 193,388,000 | 224,554,000 | 99,120,000 | 42,769,000 | 321,411,000 | 269,892,000 | 156,805,000 | 93,436,000 | 231,953,000 |
Ratios
| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|
| Net margin | 26.31% | 23.48% | 30.80% | 29.47% | 34.17% | 33.30% | 13.27% | 18.83% | 23.22% | 23.63% |
| Return on equity | 7.13% | 6.72% | 9.40% | 9.06% | 9.19% | 8.46% | 4.82% | 9.96% | 11.36% | 10.56% |
| Return on assets | 0.81% | 0.77% | 1.13% | 1.11% | 0.97% | 0.84% | 0.40% | 0.88% | 1.23% | 1.18% |
| Liabilities / equity | 7.78 | 7.78 | 7.35 | 7.13 | 8.51 | 9.10 | 11.07 | 10.27 | 8.25 | 7.92 |
Industry Peer Context
Net margin peer context
ROE peer context
ROA peer context
Financial Bridges
Free cash flow = operating cash flow - capital expenditures
Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0001193125-26-064009; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0001193125-26-064009; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0001193125-26-064009; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment
Financial Charts
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: Assets. Source concepts: us-gaap:Assets.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: Liabilities. Source concepts: us-gaap:Liabilities.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.
Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001193125-26-064009; filed 2026-02-23. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.
Quarterly
Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-06. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000036146.json.
| Quarter | End Date | Revenue | Net Income | Diluted EPS | Method |
|---|---|---|---|---|---|
| 2022-Q2 | 2022-06-30 | 0.56 | reported discrete quarter | ||
| 2022-Q3 | 2022-09-30 | 0.69 | reported discrete quarter | ||
| 2023-Q1 | 2023-03-31 | 0.82 | reported discrete quarter | ||
| 2023-Q2 | 2023-03-31 | 50,300,000 | reported discrete quarter | ||
| 2023-Q2 | 2023-06-30 | 218,528,000 | 0.74 | reported discrete quarter | |
| 2023-Q3 | 2023-06-30 | 45,037,000 | reported discrete quarter | ||
| 2023-Q3 | 2023-09-30 | 228,522,000 | 0.56 | reported discrete quarter | |
| 2023-Q4 | 2023-12-31 | 232,882,000 | 36,123,000 | derived Q4 = FY annual - nine-month YTD | |
| 2024-Q1 | 2024-03-31 | 229,840,000 | 41,535,000 | 0.68 | reported discrete quarter |
| 2024-Q2 | 2024-03-31 | 41,535,000 | reported discrete quarter | ||
| 2024-Q2 | 2024-06-30 | 239,151,000 | 1.20 | reported discrete quarter | |
| 2024-Q3 | 2024-06-30 | 73,832,000 | reported discrete quarter | ||
| 2024-Q3 | 2024-09-30 | 251,592,000 | 0.84 | reported discrete quarter | |
| 2024-Q4 | 2024-12-31 | 239,747,000 | 56,312,000 | derived Q4 = FY annual - nine-month YTD | |
| 2025-Q1 | 2025-03-31 | 229,147,000 | 53,633,000 | 0.88 | reported discrete quarter |
| 2025-Q2 | 2025-03-31 | 53,633,000 | reported discrete quarter | ||
| 2025-Q2 | 2025-06-30 | 237,428,000 | 0.92 | reported discrete quarter | |
| 2025-Q3 | 2025-06-30 | 55,841,000 | reported discrete quarter | ||
| 2025-Q3 | 2025-09-30 | 242,717,000 | 0.94 | reported discrete quarter | |
| 2025-Q4 | 2025-12-31 | 239,330,000 | 57,874,000 | derived Q4 = FY annual - nine-month YTD | |
| 2026-Q1 | 2026-03-31 | 232,070,000 | 56,115,000 | 0.95 | reported discrete quarter |
Quarterly Charts
Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001193125-26-209195; filed 2026-05-06. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.
Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001193125-26-209195; filed 2026-05-06. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.
Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001193125-26-209195; filed 2026-05-06. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.
Macro Cross-References
- CPIAUCSL - Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- UNRATE - Unemployment Rate
- FEDFUNDS - Federal Funds Effective Rate
- CES0500000003 - Average Hourly Earnings of All Employees, Total Private
- DFEDTARU - Federal Funds Target Range - Upper Limit
- DFEDTARL - Federal Funds Target Range - Lower Limit
- DGS3MO - Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- DGS2 - Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- DGS10 - Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- DGS30 - Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- T10Y2Y - 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- CPILFESL - Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- CPIUFDSL - Consumer Price Index for All Urban Consumers: Food
- CPIENGSL - Consumer Price Index for All Urban Consumers: Energy
- CUSR0000SAH1 - Consumer Price Index for All Urban Consumers: Shelter
- PCEPI - Personal Consumption Expenditures: Chain-type Price Index
- PCEPILFE - Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- PPIACO - Producer Price Index by Commodity: All Commodities
- T10YIE - 10-Year Breakeven Inflation Rate
- U6RATE - Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- PAYEMS - All Employees, Total Nonfarm
- CIVPART - Labor Force Participation Rate
- EMRATIO - Employment-Population Ratio
- UNEMPLOY - Unemployed
- CE16OV - Employment Level
- ICSA - Initial Claims
- JTSJOL - Job Openings: Total Nonfarm
- JTSQUR - Quits: Total Nonfarm
- GDPC1 - Real Gross Domestic Product
- A191RL1Q225SBEA - Real Gross Domestic Product: Percent Change from Preceding Period
- INDPRO - Industrial Production: Total Index
- TCU - Capacity Utilization: Total Index
- HOUST - New Privately-Owned Housing Units Started: Total Units
- PERMIT - New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- RSAFS - Advance Retail Sales: Retail Trade
- PCE - Personal Consumption Expenditures
- DSPIC96 - Real Disposable Personal Income
- PSAVERT - Personal Saving Rate
- M2SL - M2
- BOPGSTB - U.S. International Trade in Goods and Services: Balance
- MSPUS - Median Sales Price of Houses Sold for the United States
- HSN1F - New One Family Houses Sold: United States
- RHORUSQ156N - Homeownership Rate in the United States
- TTLCONS - Total Construction Spending: Total Construction in the United States
- RRVRUSQ156N - Rental Vacancy Rate in the United States
- TOTALSL - Total Consumer Credit Owned and Securitized
- REVOLSL - Revolving Consumer Credit Owned and Securitized
- DRCCLACBS - Delinquency Rate on Credit Card Loans, All Commercial Banks
- GDP - Gross Domestic Product
- GPDI - Gross Private Domestic Investment
- GCE - Government Consumption Expenditures and Gross Investment
- PCEC - Personal Consumption Expenditures
- NETEXP - Net Exports of Goods and Services
- GFDEBTN - Federal Debt: Total Public Debt
- GFDEGDQ188S - Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- FYFSD - Federal Surplus or Deficit
- FGRECPT - Federal Government Current Receipts
- FGEXPND - Federal Government: Current Expenditures
- MANEMP - All Employees, Manufacturing
- USCONS - All Employees, Construction
- USTRADE - All Employees, Retail Trade
- USFIRE - All Employees, Financial Activities
- USGOVT - All Employees, Government
- AWHAETP - Average Weekly Hours of All Employees, Total Private
- DGORDER - Manufacturers' New Orders: Durable Goods
- NEWORDER - Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- BUSINV - Total Business Inventories
- EXPGS - Exports of Goods and Services
- IMPGS - Imports of Goods and Services
- IR - Import Price Index (End Use): All Commodities
- PPIFIS - Producer Price Index by Commodity: Final Demand
Latest quarter (10-Q)
Latest 10-Q source: 0001193125-26-209195.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following provides a narrative discussion and analysis of Trustmark Corporation’s (Trustmark) financial condition and results of operations. This discussion should be read in conjunction with the unaudited consolidated financial statements and the supplemental financial data included in Part I. Item 1. – Financial Statements of this report.
Description of Business
Trustmark, a Mississippi business corporation incorporated in 1968, is a bank holding company headquartered in Jackson, Mississippi. Trustmark’s principal subsidiary is Trustmark Bank (TB), a Mississippi-chartered banking corporation. TB is a member bank of the Federal Reserve System and is supervised by the Federal Reserve Bank of Atlanta (FRBA) and the Mississippi Department of Banking and Consumer Finance (MDBCF). In addition, as a large provider of consumer financial services, TB remains subject to regulation, supervision, enforcement and examination by the Consumer Financial Protection Bureau (CFPB). As a Mississippi state-chartered banking corporation, TB must obtain the approval of the MDBCF prior to declaring or paying a dividend on its common stock. Dividends from TB are Trustmark’s principal source of cash. At March 31, 2026, TB had total assets of $18.985 billion, which represented 99.99% of the consolidated assets of Trustmark.
Through TB and its other subsidiaries, Trustmark operates as a financial services organization providing banking and other financial solutions through offices and 2,530 full-time equivalent associates (measured at March 31, 2026) located in the states of Alabama, Florida (primarily in the northwest or “Panhandle” region of that state, which is referred to herein as Trustmark’s Florida market), Georgia (primarily in Atlanta, which is referred to herein as Trustmark's Georgia market), Mississippi, Tennessee (in the Memphis and Northern Mississippi regions, which are collectively referred to herein as Trustmark’s Tennessee market), and Texas (primarily in Houston, which is referred to herein as Trustmark’s Texas market). Trustmark’s operations are managed along two operating segments: General Banking Segment and Wealth Management Segment. For a complete overview of Trustmark’s business, see the section captioned “The Corporation” included in Part I. Item 1. – Business of Trustmark’s Annual Report on Form 10-K for its fiscal year ended December 31, 2025 (2025 Annual Report).
Executive Overview
Trustmark's financial results for the first three months of 2026 reflected diversified growth in loans held for investment (LHFI), stable credit quality and cost-effective core deposit growth. Trustmark's capital position remained solid, reflecting the consistent profitability of its diversified financial services businesses. Trustmark continued to implement organic growth initiatives and make investments to capitalize on opportunities in its marketplace. With robust capital, liquidity and profitability, Trustmark is well-positioned to continue to compete in changing economic conditions and create long-term value for its shareholders. On April 28, 2026, Trustmark’s Board of Directors declared a quarterly cash dividend of $0.25 per share. The dividend is payable June 15, 2026, to shareholders of record on June 1, 2026. Trustmark’s payment of the dividend will be fully funded by a dividend from TB to Trustmark, which the MDBCF approved on April 28, 2026.
Recent Economic and Industry Developments
Economic activity during the first quarter of 2026 was characterized by a rebound in growth following a weak end to 2025, driven by robust artificial intelligence (AI) related business investments and consumer spending, though this was tempered by a significant geopolitical shock at the end of the quarter. While labor markets remained tight, escalating energy prices and geopolitical volatility, particularly in the Middle East, slowed momentum late in the quarter, forcing the Federal Reserve Board (FRB) to pause rate cuts it might have otherwise approved. Economic concerns remain as a result of the cumulative weight of uncertainty regarding the potential economic impact of geopolitical developments, such as the conflicts in Ukraine and the Middle East, the current United States presidential administration's policies, inflationary and broader pricing pressures, volatility in energy prices and other economic and industry volatility. Concerns surrounding the direction of global markets and the potential impact on the United States economy are expected to persist for the near term. While Trustmark's customer base is wholly domestic, international economic conditions affect domestic economic conditions, and thus may have an impact upon Trustmark's financial condition or results of operations.
Beginning with the September 2025 meeting of the FRB's Federal Open Market Committee, the FRB noted increases in unemployment and inflation shifting the balance of risks to achieving its goals. As a result, the FRB decreased the target federal funds rate and the rate it pays on reserves multiple times during the fourth quarter of 2025, lowering the target federal funds rate to a range of 3.50% to 3.75% and the rate it pays on reserves to 3.65% as of December 2025. The FRB determined to leave the target federal funds rate and the rate it pays on reserves unchanged during the first three months of 2026, noting that while economic activity expanded at a solid pace and there was little change in the unemployment rate, inflationary concerns and implications of developments in the Middle East for the U.S. economy are uncertain. Prior period rate increases increased the competitive pressures on Trustmark's deposit cost of funds. While
53
rate cuts potentially reduced those competitive pressures, they increased pressure on Trustmark's net interest margin, a key component to its financial results. It is not possible to predict the direction, pace or magnitude of further changes, if any, in interest rates, or the impact any such rate changes will have on Trustmark's results of operations.
In the February and April 2026 “Summary of Commentary on Current Economic Conditions by Federal Reserve District,” the twelve Federal Reserve Districts’ (Districts) reports suggested that during the reporting periods (covering the periods from January 6, 2026 through February 23, 2026 and February 24, 2026 through April 6, 2026) overall economic activity increased at a slight to modest pace in eight of the twelve Districts, while the remaining Districts reported economic activity was flat or declining. Reports by the twelve Districts noted the following during the reporting periods:
•
On balance, consumer spending increased slightly despite harsh winter weather in some regions and higher fuel prices. Many Districts continued to report signs of consumer financial strain, increased price sensitivity and rising demand at food banks and other social service organizations, while spending among higher-income consumers was resilient. Auto sales were mostly down for Districts that report on them, with many citing affordability issues.
•
Manufacturing activity rose at a slight to moderate pace. Manufacturing contacts in many Districts reported increases in new orders, and several cited boosts in demand from data centers, and energy infrastructure. Energy activity was up slightly as oil prices rose, though many producers remained cautious about increasing drilling due to uncertainty about the persistence of higher prices. Agricultural and transportation activity were mixed across Districts.
•
Banking sector activity was generally steady with loan demand stable to up moderately, with commercial lending being the primary area of strength. Housing market activity softened across several Districts as heightened uncertainty and rising mortgage rates dampened buyer demand. Commercial real estate markets improved, with strength in industrial properties, especially data center projects. Office markets saw solid demand for Class A space, but weaker demand for lower-tier properties. For most Districts, residential real estate and construction sales and activity decreased slightly, with low inventories and affordability remaining key issues.
•
Business outlooks varied amid widespread uncertainty about future conditions. The conflict in the Middle East was cited as a major source of uncertainty that complicated decision-making around hiring, pricing and capital investment, with many firms adopting a "wait-and-see" posture.
•
Employment levels were generally stable to up slightly and demand for labor was generally stable, with low turnover, minimal layoffs and hiring mostly for replacement. Several Districts noted increased demand for temporary or contract workers, as firms remained cautious about committing to permanent hires. Labor availability improved, although difficulty finding some skilled workers, especially in the skilled trades, persisted. While most Districts indicated that AI had not yet significantly impacted overall staffing levels, some noted that AI-driven productivity improvements had enable firms in certain segments to delay or reduce hiring. Wages generally continued to rise at a modest to moderate pace. Some Districts noted continued wage pressures for some roles in health care and the skilled trades, though overall wage competition remained muted.
•
Price growth remained mostly moderate overall. Generally, input cost increases outpaced selling price growth, compressing margins. Energy and fuel prices rose sharply in all Districts, attributable to the Middle East conflict, leading to higher freight and shipping costs and higher prices for plastics, fertilizers and other petroleum-based products. Input cost pressures beyond energy-related increases were also widespread. Several Districts reported rising prices for metals due to tariffs, such as steel, copper and aluminum. Technology costs rose for both hardware and software. Insurance premiums and health care costs also continued to climb.
Reports by the Federal Reserve’s Sixth District, Atlanta (which includes Trustmark’s Alabama, Florida, Georgia and Mississippi market regions), Eighth District, St. Louis (which includes Trustmark’s Tennessee market region), and Eleventh District, Dallas (which includes Trustmark’s Texas market region), noted similar findings for the reporting period as those discussed above. The Federal Reserve's Sixth District reported overall loan growth was moderate, most types of lending expanded with the exception of credit card lending, auto lending posted the largest percentage increase as higher vehicle prices prompted consumers to seek extended loan terms and commercial lending declined driven by a pullback in small business lending amid tighter lending standards, increased concerns over credit quality and new U.S. citizenship requirements for Small Business Administration (SBA) loans. The Federal Reserve’s Eighth District noted that banking activity remained unchanged, with some banking contacts reporting signs of improvement in the commercial loan pipeline largely fueled by opportunities in commercial real estate and ongoing business transactions, stable credit quality overall, though some early-stage weaknesses had emerged, particularly for small business borrowers whose risk is closely tied to input costs and fuel prices, and an uptick in overdraft frequency signaling that many households are facing tighter budgets and reduced discretionary spending. The Federal Reserve’s Eleventh District reported that loan volume and loan demand increased in March 2026, driven by commercial real estate loans, credit standards and terms tightened slightly, loan pricing continued to decline and loan performance ticked down. The Federal Reserve’s Eleventh District also noted that bankers reported general business activity declined and outlooks were less optimistic,
5
[Excerpt truncated for page length; source filing is linked above.]
Latest 10-K MD&A
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following provides a narrative discussion and analysis of Trustmark’s financial condition and results of operations. This discussion should be read in conjunction with the consolidated financial statements and the supplemental financial data included in Part II. Item 8. – Financial Statements and Supplementary Data of this report. Further discussion and analysis of Trustmark’s financial condition and results of operations for the years ended December 31, 2024 and 2023 are included in the respective sections within Part II. Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of Trustmark’s Annual Report filed on Form 10-K for the year ended December 31, 2024.
Executive Overview
Trustmark has been committed to meeting the banking and financial needs of its customers and communities for over 130 years and remains focused on providing support, advice and solutions to its customers' unique needs. Trustmark achieved record earnings in 2025, reflecting significant achievement across its diverse financial services businesses. During 2025, Trustmark's traditional banking business drove continued loan and deposit growth, a strong net interest margin and solid credit quality. Trustmark's mortgage banking business increased production and achieved significant improvement in profitability during 2025, while revenue from its wealth management business reached an all-time high.
These accomplishments are the result of focused efforts to enhance Trustmark's long-term performance and competitiveness. Trustmark continues to implement technology and streamline processes to enhance its ability to grow and serve customers. Trustmark is well-positioned to compete in changing economic conditions and create long-term value for its shareholders. The Board of Directors of Trustmark announced a 4.2% increase in its regular quarterly cash dividend to $0.25 per share from $0.24 per share, reflecting Trustmark's profitability and financial strength. The dividend is payable March 15, 2026, to shareholders of record on March 1, 2026. Trustmark’s payment of the dividend will be funded fully by a dividend from TB to Trustmark, which the MDBCF approved on January 28, 2026.
Financial Highlights
Quarter Ended December 31, 2025
Trustmark reported net income of $57.9 million, or basic and diluted EPS of $0.97, for the fourth quarter of 2025, compared to net income of $56.3 million, or basic and diluted EPS of $0.92, for the fourth quarter of 2024. Trustmark’s reported performance during the quarter ended December 31, 2025, produced a return on average tangible equity of 12.82%, a return on average assets of 1.23%, an average equity to average assets ratio of 11.35% and a dividend payout ratio of 24.74%, compared to a return on average tangible equity
32
of 13.68%, a return on average assets of 1.23%, an average equity to average assets ratio of 10.82% and a dividend payout ratio of 25.00% during the quarter ended December 31, 2024.
The increase in net income when the fourth quarter of 2025 is compared to the fourth quarter of 2024 was principally due to an increase in revenue and a decrease in the PCL, LHFI, partially offset by increases in noninterest expense and income taxes. Revenue totaled $204.1 million for the quarter ended December 31, 2025 compared to $196.8 million for the quarter ended December 31, 2024, an increase of $7.3 million, or 3.7%. The increase in revenue for the fourth quarter of 2025 compared to the same time period in 2024 primarily resulted from an increase in net interest income, principally due to a decline in interest expense on deposits.
Net interest income for the fourth quarter of 2025 totaled $162.9 million, an increase of $7.0 million, or 4.5%, when compared to the fourth quarter of 2024. Interest income totaled $239.3 million for the fourth quarter of 2025, a decrease of $417 thousand, or 0.2%, when compared to the same time period in 2024, principally due to a decline in other interest income primarily due to a decline in the average balance held at the FRBA and the FRB's decision to lower the rate it pays on reserves, partially offset by a slight increase in interest and fees on LHFS and LHFI. Interest expense totaled $76.4 million for the fourth quarter of 2025, a decrease of $7.5 million, or 8.9%, when compared to the same time period in 2024, primarily due to a decline in interest on deposits. Interest expense on deposits totaled $67.7 million for the fourth quarter of 2025, a decline of $8.2 million, or 10.9%, when compared to the fourth quarter of 2024 primarily due to declines in interest expense on brokered and personal certificates of deposit (CDs), all categories of money market demand deposit accounts (MMDA) and commercial interest checking accounts, primarily reflecting a decline in interest rates.
Noninterest income (loss) for the fourth quarter of 2025 totaled $41.2 million, an increase of $285 thousand, or 0.7%, when compared to the fourth quarter of 2024, principally due to an increase in wealth management largely offset by a decline in other, net. Wealth management totaled $11.1 million for the fourth quarter of 2025, an increase of $1.8 million, or 19.5%, when compared to the same time period in 2024, principally due to an increase in income from brokerage and trust management services. Other, net totaled $2.7 million for the fourth quarter of 2025, a decrease of $1.6 million, or 36.1%, when compared to the same time period in 2024, principally due to a decrease in income from other partnership investments and an increase in amortization of tax credit partnerships.
Noninterest expense for the fourth quarter of 2025 totaled $132.2 million, an increase of $7.7 million, or 6.2%, when compared to the fourth quarter of 2024, principally due to an increase in salaries and employee benefits. Salaries and employee benefits totaled $75.1 million for the fourth quarter of 2025, an increase of $5.9 million, or 8.5%, when compared to the fourth quarter of 2024 primarily due to increases in salaries expense, principally due to general merit increases and new associates added during 2025, annual management performance incentive compensation expense and broker commissions expense.
Trustmark’s PCL, LHFI for the three months ended December 31, 2025 totaled a negative $550 thousand compared to $7.0 million for the three months ended December 31, 2024, a decrease of $7.5 million, primarily due to positive credit migration partially offset by loan growth and changes in the macroeconomic forecast. The PCL, off-balance sheet credit exposures totaled $1.8 million for the three months ended December 31, 2025 compared to $502 thousand for the three months ended December 31, 2024, an increase of $1.3 million, primarily due to increases in the total reserve rate and unfunded commitments partially offset by positive credit migration. Please see the section captioned “Provision for Credit Losses,” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
Year Ended December 31, 2025
For the year ended December 31, 2025, Trustmark reported net income of $224.1 million, or basic and diluted EPS of $3.72 and $3.70, respectively, compared to $223.0 million, or basic and diluted EPS of $3.65 and $3.63, respectively, for the year ended December 31, 2024 and $165.5 million, or basic and diluted EPS of $2.71 and $2.70, respectively, for the year ended December 31, 2023. Trustmark’s reported performance for the year ended December 31, 2025, produced a return on average tangible equity of 12.97%, a return on average assets of 1.21% and a dividend payout ratio of 25.81%, compared to a return on average tangible equity of 15.20%, a return on average assets of 1.20% and a dividend payout ratio of 25.21% for the year ended December 31, 2024 and a return on average tangible equity of 14.04%, a return on average assets of 0.89% and a dividend payout ratio of 33.95% for the year ended December 31, 2023. Trustmark’s average equity to average assets ratio was 11.16%, 9.84% and 8.41% for the years ended December 31, 2025, 2024 and 2023, respectively.
Trustmark completed the sale of FBBI during the second quarter of 2024. As such, financial results for the years ended December 31, 2024 and 2023, consist of both continuing and discontinued operations. The discontinued operations include the financial results of FBBI prior to the sale as well as the net gain on the sale. Trustmark reported net income from continuing operations of $45.2 million and $153.3 million for the years ended December 31, 2024 and 2023, respectively. Trustmark's reported performance from continuing operations for the year ended December 31, 2024 produced a return on average tangible equity of 3.04%, a return on average assets of 0.24% and a dividend payout ratio of 124.32%, compared to a return on average tangible equity of 12.43%, a return on average assets of 0.82% and a dividend payout ratio of 36.65% for the year ended December 31, 2023. The increase in net income from continuing
33
operations when 2025 is compared to 2024 was principally due to an increase in revenue and a decline in PCL, LHFI, partially offset by increases in income taxes and noninterest expense.
Revenue totaled $799.8 million for the year ended December 31, 2025, compared to $561.0 million and $701.3 million for the years ended December 31, 2024 and 2023, respectively, an increase of $238.8 million, or 42.6%, and a decrease of $140.3 million, or 20.0%, respectively. The increase in revenue for 2025 compared to 2024 was principally due to (i) an increase in noninterest income (loss), primarily as a result of the loss on the sale of available for sale securities during the second quarter of 2024 and increases in mortgage banking, net and wealth management, partially offset by a decrease in other, net, and (ii) an increase in net interest income, primarily resulting from a decline in total interest expense and an increase in interest on securities, partially offset by declines in interest and fees from LHFS and LHFI and other interest income.
Net interest income for the year ended December 31, 2025 totaled $636.1 million, an increase of $51.7 million, or 8.8%, when compared to the year ended December 31, 2024. Interest income totaled $948.6 million for the year ended December 31, 2025, a decrease of $11.7 million, or 1.2%, when compared to the year ended December 31, 2024, reflecting declines in interest and fees on LHFS and LHFI, primarily due to a decrease in interest rates, and other interest income, primarily due to a decline in the average balance held at the FRBA and the FRB's decision to lower the rate it pays on reserves, partially offset by an increase in interest on securities, primarily as a result of higher yielding securities purchased during 2025 and the restructuring of the available for sale securities portfolio during the second quarter of 2024. Interest expense totaled $312.5 million for the year ended December 31, 2025, a decrease of $63.4 million, or 16.9%, when compared to the year ended December 31, 2024, reflecting declines in all categories of interest expense. Interest on deposits totaled $274.7 million for 2025, a decrease of $54.7 million, or 16.6%, when compared to 2024, primarily reflecting declines in interest on brokered and personal CDs, personal and commercial MMDA and public and commercial interest checking accounts, principally due to declines in interest rates. Other interest expense for 2025 totaled $20.3 million, a decrease of $6.1 million, or 23.0%, when compared to 2024, primarily due to a decline in interest expense on FHLB advances, principally due to a decline in rates on short-term FHLB advances, partially offset by an increase in subordinated debt issuance cost as a result of the $175.0 million of subordinated notes issued during the fourth quarter of 2025. Interest on federal funds purchased and securities purchased under repurchase agreements totaled $17.5 million for 2025, a decrease of $2.6 million, or 13.0%, when compared to 2024, primarily reflecting declines in the target federal funds rate by the FRB.
Noninterest income (loss) for 2025 totaled $163.6 million, an increase of $187.1 million when compared to 2024, principally due to the $182.8 million loss on the sale of available for sale securities during the second quarter of 2024, and increases in mortgage banking, net and wealth management, partially offset by a decrease in other, net. Mortgage banking, net totaled $33.1 million for 2025, an increase of $6.5 million, or 24.2%, when compared to 2024, primarily reflecting a decrease in the net negative hedge ineffectiveness and increases in the gain on sales of loans, net and mortgage servicing income, net, partially offset by an increase in the run-off of the MSR. Wealth management totaled $40.1 million for 2025, an increase of $2.9 million, or 7.7%, when compared to 2024, primarily due to increases in income from brokerage and trust management services. Other, net totaled $13.4 million for 2025, a decrease of $4.4 million, or 24.7%, when compared to 2024, principally due to the $8.1 million Visa C shares fair value adjustment during the second quarter of 2024 as well as an increase in amortization of tax credit partnerships, partially offset by the $4.8 million noncredit-related loss on the sale of 1-4 family mortgage loans recorded during the second quarter of 2024.
Noninterest expense totaled $512.2 million for 2025, an increase of $26.5 million, or 5.5%, when compared to 2024, principally due to increases in salaries and employee benefits and services and fees. Salaries and employee benefits totaled $283.4 million for the year ended December 31, 2025, an increase of $17.1 million, or 6.4%, when compared to the year ended December 31, 2024, principally due to increases in salaries expense, primarily due to general merit increases and new associates added during 2025, annual management performance incentives, medical insurance expense, commission expense due to the increase in mortgage originations and other salaries expense. Services and fees totaled $109.4 million for 2025, an increase of $7.8 million, or 7.7%, when compared to 2024, principally due to increases in data processing charges related to software, business process outsourcing fees, advertising expense and legal expense.
The PCL, LHFI for 2025 totaled $14.3 million compared to a total PCL, LHFI of $45.9 million for 2024. The PCL, LHFI for 2024 included an $8.6 million PCL, LHFI sale of 1-4 family mortgage loans for the credit-related portion of the loss on the sale of the 1-4 family mortgage loans. The PCL, LHFI, excluding the PCL, LHFI sale of 1-4 family mortgage loans, for 2024 totaled $37.3 million. The PCL, LHFI, excluding the PCL, LHFI sale of 1-4 family mortgage loans, decreased $23.0 million, or 61.6%, when 2025 is compared to 2024, primarily due to positive credit migration, the resolution of the External Factor – Credit Quality Review qualitative reserve factor and changes to specific reserves associated with individually analyzed credits, partially offset by increases in required reserves related to loan growth, changes in macroeconomic forecasts and updates to other qualitative reserve factors. The PCL, off-balance sheet credit exposures totaled a negative $1.4 million for 2025 compared to a negative $4.7 million for 2024, a decrease in the negative provision of $3.2 million, or 69.1%, primarily due to increases in the total reserve rate and unfunded commitments, partially offset by positive credit migration and the resolution of the External Factor – Credit Quality Review qualitative reserve factor. Please see the section captioned “Provision for Credit Losses” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
34
LHFI totaled $13.674 billion at December 31, 2025, an increase of $584.3 million, or 4.5%, compared to December 31, 2024. The increase in LHFI during 2025 was primarily due to net growth in other commercial loans and leases, commercial and industrial LHFI, LHFI secured by real estate and state and other political subdivision LHFI. For additional information regarding changes in LHFI and comparative balances by loan category, see the section captioned “LHFI.”
At December 31, 2025, nonperforming assets totaled $91.3 million, an increase of $5.3 million, or 6.2%, compared to December 31, 2024, reflecting increases in both nonaccrual LHFI and other real estate. Total nonaccrual LHFI were $84.4 million at December 31, 2025, an increase of $4.3 million, or 5.3%, relative to December 31, 2024, primarily as a result of mortgage loans placed on nonaccrual in the Mississippi market region, largely offset by the resolution of three large nonaccrual commercial credits in the Alabama and Texas market regions which were reserved for in a prior period. Trustmark's mortgage loans are primarily included in the Mississippi market region because these loans are centrally analyzed and approved as part of the mortgage line of business, which is located in Jackson, Mississippi. The percentage of total loans (LHFS and LHFI) that are 30 days or more past due or classified as nonaccrual increased in 2025 to 1.85% compared to 1.62% in 2024. Other real estate totaled $7.0 million at December 31, 2025, an increase of $1.0 million, or 17.6%, when compared to December 31, 2024, primarily reflecting property foreclosed in the Mississippi and Alabama market regions, largely offset by foreclosed properties sold in the Mississippi, Texas and Alabama market regions.
Management has continued its practice of maintaining excess funding capacity to provide Trustmark with adequate liquidity for its ongoing operations. In this regard, Trustmark benefits from its strong deposit base, its investment portfolio and its access to funding from a variety of external funding sources such as upstream federal funds lines, FHLB advances and brokered deposits. See the section captioned “Capital Resources and Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Total deposits were $15.500 billion at December 31, 2025, an increase of $391.6 million, or 2.6%, compared to December 31, 2024. During 2025, noninterest-bearing deposits decreased $37.1 million, or 1.2%, primarily due to a decline in public demand deposit accounts partially offset by increases in commercial and personal demand deposit accounts. Interest-bearing deposits increased $428.7 million, or 3.6%, during 2025, primarily due to growth in all categories of CDs and MMDA as well as commercial interest checking accounts, partially offset by declines in public and consumer interest checking accounts.
Federal funds purchased and securities sold under repurchase agreements totaled $445.0 million at December 31, 2025 compared to $324.0 million at December 31, 2024, an increase of $121.0 million, or 37.3%, principally due to an increase in upstream federal funds purchased. Trustmark had $445.0 million of upstream federal funds purchased at December 31, 2025, compared to $285.0 million at December 31, 2024. Other borrowings totaled $364.8 million at December 31, 2025, an increase of $63.2 million, or 21.0%, when compared with $301.5 million at December 31, 2024, principally due to increases in Government National Mortgage Association (GNMA) loans eligible for repurchase and outstanding short-term FHLB advances obtained from the FHLB of Dallas.
Subordinated notes totaled $172.0 million at December 31, 2025, compared to $123.7 million at December 31, 2024, an increase of $48.3 million, or 39.0%, as a result of the issuance of $175.0 million of new subordinated notes and the pay-off of $125.0 million of outstanding subordinated notes. During the fourth quarter of 2025, Trustmark issued and sold $175.0 million aggregate principal amount of its 6.00% Fixed-to-Floating Rate Subordinated Notes (the 2025 Notes) due December 1, 2035. The 2025 Notes were sold at an underwriting discount of 1.1%, resulting in net proceeds to Trustmark of $173.1 million before deducting offering expenses. Trustmark used the net proceeds from the offering, after the payment of offering expenses, to repay the outstanding $125.0 million of aggregate principal amount of the subordinated notes issued in 2020 plus accrued interest and for general corporate purposes. See the section captioned "Subordinated Notes" for additional information regarding Trustmark's subordinated debt.
Critical Accounting Policies and Accounting Estimates
Trustmark’s consolidated financial statements are prepared in accordance with GAAP and follow general practices within the financial services industry. Application of these accounting principles requires Management to make estimates, assumptions and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates, assumptions and judgments are based on historical experience, current information and other factors deemed relevant as of the date of the consolidated financial statements; accordingly, as this information changes, actual financial results could differ from those estimates.
Certain policies inherently have a greater reliance on the use of estimates, assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. An accounting estimate is considered critical if the accounting estimate requires Management to make assumptions about matters with a significant level of uncertainty and if the accounting estimate, or changes to the accounting estimate that are reasonably likely to occur from period to period, have had or are reasonable likely to have a material impact to the consolidated financial statements.
For additional information regarding the accounting policies discussed below, please see Note 1 – Significant Accounting Policies set forth in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
35
ACL on LHFI and Off-Balance Sheet Credit Exposures
LHFI
The ACL, LHFI is a valuation account, calculated in accordance with FASB ASC Topic 326, that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. The ACL, LHFI represents Management’s best estimate of current expected credit losses on Trustmark’s existing LHFI portfolio considering available information, from internal and external sources, relevant to assessing exposure to credit loss over the contractual term of the instrument. The ACL, LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The credit loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Trustmark’s overall ACL methodology incorporates various qualitative factors, including economic conditions and concentrations of credit, nature and volume of the portfolio, performance trends and external factors. The economic conditions and concentrations of credit qualitative factor was created for the loans secured by NFNR properties and the loans secured by other real estate loan class, two of Trustmark’s largest loan classes, to address changes in the economic conditions of metropolitan areas and apply additional pool level reserves based on third-party market data and forecast trends. The performance trend qualitative reserve factor is utilized to incorporate changes in credit quality and is based on migration analyses that allocate additional ACL to non-pass/delinquent loans within each loan pool. The nature and volume of the portfolio qualitative factor applies to a sub-pool of the LHFI secured by 1-4 family residential properties and utilizes a weighted average remaining maturity (WARM) methodology that uses industry data for the PD and LGD assumptions to support the qualitative adjustment. During the first quarter of 2025, Management elected to utilize Trustmark's historical data to develop a PD based on the credit score ranges initially established as well as the same LGD value from the mortgage sale that occurred in the second quarter of 2024 along with the same weighted average life assumption utilized to determine the credit mark on this portfolio. The external factors qualitative factor is Management’s best judgment on the loan or pool level impact of all factors that affect the portfolio that are not accounted for using any other part of the ACL methodology. During the third quarter of 2024, Trustmark activated the External Factor – Credit Quality Review qualitative factor. This qualitative factor ensures reserve adequacy for collectively evaluated commercial loans that may not have been identified and downgraded timely for various reasons. This qualitative factor population is all commercial loans risk rated 1-5. These loans are then applied to the historical average of the Watch/Special Mention rated percentage. Then the balance of these loans are applied additional reserves based on the same reserve rates utilized in the performance trends qualitative factor for Watch/Special Mention rated loans. During the third quarter of 2025, Management determined that the risk related to delayed identification and downgrading of commercial loans had sufficiently diminished and, as a result, resolved the External Factor – Credit Quality Review qualitative factor and released the associated reserves.
Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL, LHFI is complex and requires judgment by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL, LHFI is dependent upon a variety of factors beyond its controls, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL for LHFI. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology for LHFI, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for the LHFI portfolio, please see Note 4 – LHFI and ACL, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which are not unconditionally cancellable. The ACL on off-balance sheet credit exposures is a liability account calculated in accordance with FASB ASC Topic 326 and presented in the accompanying consolidated balance sheets. Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures.
Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. In addition to the unfunded balances, Trustmark uses a funding rate for loan pools that are considered open-ended. In order to mitigate volatility and incorporate historical experience in the funding rate, Trustmark uses a twelve-quarter moving average. For the closed-ended loan pools, Trustmark takes a conservative approach and uses a 100% funding rate. The expected funding rate is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected
36
to be funded based upon historical levels. In addition to the funding rate being applied to the unfunded commitment balance, a reserve rate is applied that is loan pool specific and is applied to the unfunded amount, which includes both quantitative and a majority of the qualitative aspects of the current period's expected credit loss rate. During 2024, Management implemented a performance trends qualitative factor for unfunded commitments and an External Factor – Credit Quality Review qualitative factor for unfunded commitments. For both qualitative factors, the same assumptions are applied in the unfunded commitment calculation that are used in the funded balance calculation with the only difference being the unfunded commitment calculation includes the funding rates for the unfunded commitments. The reserves for these two qualitative factors are added to the other calculated reserve to get a total reserve for off-balance sheet credit exposures. During the third quarter of 2025, Management determined that the risk related to delayed identification and downgrading of commercial loans had sufficiently diminished and, as a result, resolved the External Factor – Credit Quality Review qualitative factor and released the associated reserves.
Evaluations of the unfunded commitments are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL on off-balance sheet credit exposures is complex and requires judgment by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL on off-balance sheet credit exposures is dependent upon a variety of factors beyond its control, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of off-balance sheet credit exposures, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL on off-balance sheet credit exposures. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology for off-balance sheet credit exposures, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for off-balance sheet credit exposures, please see the section captioned “ACL on Off-Balance Sheet Credit Exposures” in Note 16 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
MSR
Trustmark recognizes as assets the rights to service mortgage loans based on the estimated fair value of the MSR when loans are sold and the associated servicing rights are retained. Trustmark has elected to account for the MSR at fair value.
The fair value of the MSR is determined using a valuation model administered by a third party that calculates the present value of estimated future net servicing income. The model incorporates assumptions that market participants use in estimating future net servicing income, including estimates of prepayment speeds, discount rate, escrow account earnings and contractual servicing fee income and costs. Management reviews all significant assumptions at least quarterly. Mortgage loan prepayment speeds, a key assumption in the model, is the annual rate at which borrowers are forecasted to repay their mortgage loan principal. The discount rate used to determine the present value of estimated future net servicing income, another key assumption in the model, is an estimate of the required rate of return investors in the market would require for an asset with similar risk. Both assumptions can, and generally will, change as market conditions and interest rates change.
By way of example, an increase in either the prepayment speed or discount rate assumption may result in a decrease in the fair value of the MSR, while a decrease in either assumption may result in an increase in the fair value of the MSR. In recent years, there have been significant market-driven fluctuations in loan prepayment speeds and discount rates. These fluctuations can be rapid and may continue to be significant. Therefore, estimating prepayment speeds and/or discount rates within ranges that market participants would use in determining the fair value of the MSR requires significant management judgment.
At December 31, 2025, the MSR fair value was $131.3 million. The impact on the MSR fair value of either a 10% adverse change in prepayment speeds or a 100 basis point increase in discount rates at December 31, 2025, would be a decline in fair value of approximately $5.1 million and $5.2 million, respectively. Changes of equal magnitude in the opposite direction would produce similar increases in fair value in the respective amounts. See the section captioned “MSR” in Note 6 – Mortgage Banking included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for additional information regarding the valuation of the MSR.
Recent Legislative and Regulatory Developments
For information regarding legislation and regulation applicable to Trustmark, see the section captioned “Supervision and Regulation” included in Part I. Item 1. – Business of this report.
37
Non-GAAP Financial Measures
In addition to capital ratios defined by GAAP and banking regulators, Trustmark utilizes various tangible common equity measures when evaluating capital utilization and adequacy. Tangible common equity, as defined by Trustmark, represents common equity less goodwill and identifiable intangible assets. Trustmark’s Common Equity Tier 1 capital includes common stock, capital surplus and retained earnings, and is reduced by goodwill and other intangible assets, net of associated net deferred tax liabilities as well as disallowed deferred tax assets and threshold deductions as applicable.
Trustmark believes these measures are important because they reflect the level of capital available to withstand unexpected market conditions. Additionally, presentation of these measures allows readers to compare certain aspects of Trustmark’s capitalization to other organizations. These ratios differ from capital measures defined by banking regulators principally in that the numerator excludes shareholders’ equity associated with preferred securities, the nature and extent of which varies across organizations. In Management’s experience, many stock analysts use tangible common equity measures in conjunction with more traditional bank capital ratios to compare capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, typically stemming from the use of the purchase accounting method in accounting for mergers and acquisitions.
These calculations are intended to complement the capital ratios defined by GAAP and banking regulators. Because GAAP does not include these capital ratio measures, Trustmark believes there are no comparable GAAP financial measures to these tangible common equity ratios. Despite the importance of these measures to Trustmark, there are no standardized definitions for them and, as a result, Trustmark’s calculations may not be comparable with other organizations. Also, there may be limits in the usefulness of these measures to investors. As a result, Trustmark encourages readers to consider its audited consolidated financial statements and the notes related thereto in their entirety and not to rely on any single financial measure.
38
The following table reconciles Trustmark’s calculation of these measures to amounts reported under GAAP for the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | |||||||||||
| TANGIBLE EQUITY | |||||||||||||
| AVERAGE BALANCES | |||||||||||||
| Total shareholders' equity | $ | 2,062,924 | $ | 1,825,627 | $ | 1,570,098 | |||||||
| Less: Goodwill | (334,605 | ) | (334,605 | ) | (334,605 | ) | |||||||
| Identifiable intangible assets | (62 | ) | (182 | ) | (325 | ) | |||||||
| Total average tangible equity | $ | 1,728,257 | $ | 1,490,840 | $ | 1,235,168 | |||||||
| PERIOD END BALANCES | |||||||||||||
| Total shareholders' equity | $ | 2,121,677 | $ | 1,962,327 | $ | 1,661,847 | |||||||
| Less: Goodwill | (334,605 | ) | (334,605 | ) | (334,605 | ) | |||||||
| Identifiable intangible assets | — | (126 | ) | (236 | ) | ||||||||
| Total tangible equity | (a) | $ | 1,787,072 | $ | 1,627,596 | $ | 1,327,006 | ||||||
| TANGIBLE ASSETS | |||||||||||||
| Total assets | $ | 18,925,211 | $ | 18,152,422 | $ | 18,722,189 | |||||||
| Less: Goodwill | (334,605 | ) | (334,605 | ) | (334,605 | ) | |||||||
| Identifiable intangible assets | — | (126 | ) | (236 | ) | ||||||||
| Total tangible assets | (b) | $ | 18,590,606 | $ | 17,817,691 | $ | 18,387,348 | ||||||
| Risk-weighted assets | (c) | $ | 15,483,472 | $ | 14,990,258 | $ | 15,153,263 | ||||||
| NET INCOME ADJUSTED FOR INTANGIBLE AMORTIZATION | |||||||||||||
| Net income (loss) from continuing operations | $ | 224,135 | $ | 45,210 | $ | 153,290 | |||||||
| Plus: Intangible amortization net of tax from continuing operations | 96 | 81 | 217 | ||||||||||
| Net income (loss) from continuing operations adjusted for intangible amortization | $ | 224,231 | $ | 45,291 | $ | 153,507 | |||||||
| Period end shares outstanding | (d) | 59,012,423 | 61,008,023 | 61,071,173 | |||||||||
| TANGIBLE EQUITY MEASUREMENTS | |||||||||||||
| Return on average tangible equity from continuing operations (1) | 12.97 | % | 3.04 | % | 12.43 | % | |||||||
| Tangible equity/tangible assets | (a)/(b) | 9.61 | % | 9.13 | % | 7.22 | % | ||||||
| Tangible equity/risk-weighted assets | (a)/(c) | 11.54 | % | 10.86 | % | 8.76 | % | ||||||
| Tangible book value | (a)/(d)*1,000 | $ | 30.28 | $ | 26.68 | $ | 21.73 | ||||||
| COMMON EQUITY TIER 1 CAPITAL (CET1) | |||||||||||||
| Total shareholders' equity | $ | 2,121,677 | $ | 1,962,327 | $ | 1,661,847 | |||||||
| CECL transition adjustment | — | 6,500 | 13,000 | ||||||||||
| AOCI-related adjustments | 13,625 | 83,659 | 219,723 | ||||||||||
| CET1 adjustments and deductions: | |||||||||||||
| Goodwill net of associated deferred tax liabilities (DTLs) | (320,754 | ) | (320,756 | ) | (370,212 | ) | |||||||
| Other adjustments and deductions for CET1 (2) | (253 | ) | (2,058 | ) | (2,693 | ) | |||||||
| CET1 capital | (e) | 1,814,295 | 1,729,672 | 1,521,665 | |||||||||
| Additional Tier 1 capital instruments plus related surplus | 60,000 | 60,000 | 60,000 | ||||||||||
| Tier 1 capital | $ | 1,874,295 | $ | 1,789,672 | $ | 1,581,665 | |||||||
| CET1 risk-based capital ratio | (e)/(c) | 11.72 | % | 11.54 | % | 10.04 | % |
(1)
Calculated using net income from continuing operations adjusted for intangible amortization divided by total average tangible equity.
(2)
Includes other intangible assets, net of DTLs, disallowed deferred tax assets and threshold deductions, as applicable.
Significant Non-routine Transactions
Trustmark discloses certain non-GAAP financial measures, including net income adjusted for significant non-routine transactions, because Management uses these measures for business planning purposes, including to manage Trustmark’s business against internal projected results of operations and to measure Trustmark’s performance. Trustmark views net income adjusted for significant non-routine transactions as a measure of its core operating business, which excludes the impact of the items detailed below, as these items are generally not operational in nature. This non-GAAP measure also provides another basis for comparing period-to-period results as presented in the accompanying selected financial data table and the audited consolidated financial statements by excluding potential differences caused by non-operational and unusual or non-recurring items. Readers are cautioned that these adjustments are not permitted under GAAP. Trustmark encourages readers to consider its audited consolidated financial statements and the notes related
39
thereto, included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, in their entirety, and not to rely on any single financial measure.
The following table presents adjustments to net income (loss) from continuing operations and select financial ratios as reported in accordance with GAAP resulting from significant non-routine items occurring during the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||
| Net income (loss) from continuing operations (GAAP) | $ | 224,135 | $ | 45,210 | $ | 153,290 | ||||||
| Significant non-routine transactions (net of taxes): | ||||||||||||
| PCL, LHFI sale of 1-4 family mortgage loans | — | 6,475 | — | |||||||||
| Loss on sale of 1-4 family mortgage loans | — | 3,598 | — | |||||||||
| Visa C shares fair value adjustment | — | (6,042 | ) | — | ||||||||
| Securities losses from portfolio restructuring | — | 137,094 | — | |||||||||
| Reduction in force expense | — | — | 1,055 | |||||||||
| Litigation settlement expense | — | — | 4,875 | |||||||||
| Net income from continuing operations adjusted for significant non-routine transactions (Non-GAAP) | $ | 224,135 | $ | 186,335 | $ | 159,220 | ||||||
| Diluted EPS from adjusted continuing operations | $ | 3.70 | $ | 3.04 | $ | 2.60 | ||||||
| Financial Ratios - Reported (GAAP) | ||||||||||||
| Return on average equity from continuing operations | 10.86 | % | 2.48 | % | 9.76 | % | ||||||
| Return on average tangible equity from continuing operations | 12.97 | % | 3.04 | % | 12.43 | % | ||||||
| Return on average assets from continuing operations | 1.21 | % | 0.24 | % | 0.82 | % | ||||||
| Financial Ratios - Adjusted (Non-GAAP) | ||||||||||||
| Return on average equity from adjusted continuing operations | n/a | 10.34 | % | 10.17 | % | |||||||
| Return on average tangible equity from adjusted continuing operations | n/a | 12.71 | % | 12.95 | % | |||||||
| Return on average assets from adjusted continuing operations | n/a | 1.01 | % | 0.86 | % |
n/a - Not applicable.
Sale of 1-4 Family Mortgage Loans
During the second quarter of 2024, Trustmark sold a portfolio of 1-4 family mortgage loans that were at least three payments delinquent and/or nonaccrual at the time of selection totaling $56.2 million, which resulted in a loss of $13.4 million ($10.1 million, net of taxes). The portion of the loss related to credit totaled $8.6 million ($6.5 million, net of taxes) and was recorded as adjustments to charge-offs and the PCL, LHFI. The noncredit-related portion of the loss totaled $4.8 million ($3.6 million, net of taxes) and was recorded to noninterest income (loss) in other, net.
Visa Shares Conversion
On April 8, 2024, Visa commenced an initial exchange offer expiring on May 3, 2024, for any and all outstanding shares of Visa Class B-1 common stock (Visa B-1 shares). Holders participating in the exchange offer would receive a combination of Visa Class B-2 common stock (Visa B-2 shares) and Visa Class C common stock (Visa C shares) in exchange for Visa B-1 shares that were validly tendered and accepted for exchange by Visa. TB tendered its 38.7 thousand Visa B-1 shares, which were accepted by Visa. In exchange for each Visa B-1 share that was validly tendered and accepted for exchange by Visa, TB received 50.0% of a newly issued Visa B-2 share and newly issued Visa C shares equivalent in value to 50.0% of a Visa B-1 share. The Visa C shares that were received by TB were recognized at fair value, which resulted in a gain of $8.1 million ($6.0 million, net of taxes) and was recorded to noninterest income (loss) in other, net during the second quarter of 2024. During the third quarter of 2024, TB sold all of the Visa C shares for approximately the same carrying value as of June 30, 2024. The Visa B-2 shares were recorded at their nominal carrying value.
Securities Portfolio Restructuring
During the second quarter of 2024, Trustmark restructured its investment securities portfolio by selling $1.561 billion of available for sale securities with an average yield of 1.36%, which generated a loss of $182.8 million ($137.1 million, net of taxes) and was recorded to noninterest income (loss) in securities gains (losses), net. Trustmark also purchased $1.378 billion of available for sale securities with an average yield of 4.85%.
40
Reduction in Force Expense
During the fourth quarter 2023, Trustmark incurred reduction in force expenses of $1.4 million related to various restructuring initiatives.
Litigation Settlement Expense
On October 9, 2023, Trustmark entered into a settlement agreement that resolved all current and potential future claims relating to litigation involving Adams/Madison Timber. As a result of this settlement, Trustmark recognized a one-time charge of $6.5 million of litigation settlement expense during the third quarter of 2023.
On January 13, 2023, TB entered into a settlement agreement relating to the litigation involving the Stanford Financial Group. As a result of this settlement, Trustmark recognized a one-time charge of $100.0 million of litigation settlement expense as well as an additional $750 thousand of legal fees during the fourth quarter of 2022.
Results of Operations
Net Interest Income
Net interest income is the principal component of Trustmark’s income stream and represents the difference, or spread, between interest and fee income generated from earning assets and the interest expense paid on deposits and borrowed funds. Fluctuations in interest rates, as well as volume and mix changes in earning assets and interest-bearing liabilities, can materially impact net interest income. The net interest margin is computed by dividing fully taxable equivalent (FTE) net interest income by average interest-earning assets and measures how effectively Trustmark utilizes its interest-earning assets in relationship to the interest cost of funding them. The accompanying Yield/Rate Analysis Table shows the average balances for all assets and liabilities of Trustmark and the interest income or expense associated with earning assets and interest-bearing liabilities. The yields and rates have been computed based upon interest income and expense adjusted to a FTE basis using the federal statutory corporate tax rate in effect for each of the periods shown. Loans on nonaccrual have been included in the average loan balances, and interest collected prior to these loans having been placed on nonaccrual has been included in interest income. Loan fees included in interest associated with the average LHFS and LHFI balances are immaterial.
Net interest income-FTE for the year ended December 31, 2025 increased $50.2 million, or 8.4%, when compared with the year ended December 31, 2024. The increase in net interest income-FTE when 2025 is compared to 2024 was attributable to declines in all categories of interest expense, with the exception of interest on subordinated notes, and an increase in interest on securities available for sale-taxable partially offset by declines in interest and fees on LHFS and LHFI-FTE and other interest income. The net interest margin-FTE for 2025 increased 29 basis points to 3.80% when compared to 2024. The increase in the net interest margin-FTE for 2025 was principally due to declines in the costs of interest-bearing deposits and other short-term borrowings as well as an increase in the yield on securities available for sale, partially offset by declines in yields on LHFS and LHFI and other earning assets.
Average interest-earning assets for 2025 were $17.037 billion compared to $17.010 billion for 2024, an increase of $26.2 million, or 0.2%, reflecting growth in average loans (LHFS and LHFI) partially offset by declines in average securities and average other earning assets. Average loans (LHFS and LHFI) increased $324.9 million, or 2.4%, when 2025 is compared to 2024, primarily attributable to an increase in the average balance of the LHFI portfolio of $302.9 million, or 2.3%. The increase in the average LHFI portfolio when the balances at December 31, 2025 are compared to December 31, 2024 was principally due to net growth in average LHFI secured by real estate and average other commercial loans and leases. See the sections captioned "LHFS" and "LHFI" for additional information regarding changes in the LHFS and LHFI portfolios. Average total securities declined $135.1 million, or 4.3%, when 2025 is compared to 2024, principally due to calls, maturities and pay-downs of the loans underlying GSE guaranteed securities partially offset by purchases of available for sale securities. Average other earning assets decreased $163.6 million, or 29.8%, when 2025 is compared to 2024, primarily due to a decrease in the average balance held at the FRBA.
Interest income-FTE totaled $959.7 million for 2025, a decrease of $13.2 million, or 1.4%, while the yield on total earning assets decreased 9 basis points to 5.63% when compared to 2024. The decrease in interest income-FTE in 2025 primarily reflected declines in interest and fees on LHFS and LHFI-FTE and other interest income, partially offset by an increase in interest on securities available for sale-taxable. During 2025, interest and fees on LHFS and LHFI-FTE decreased $19.9 million, or 2.3%, when compared to 2024, while the yield on loans (LHFS and LHFI) decreased to 6.15% compared to 6.45% reflecting lower interest rates partially offset by the increase in the average balance of the LHFI portfolio. During 2025, other interest income decreased $12.9 million, or 43.4%, when compared to 2024, while the yield on other earning assets decreased to 4.36% compared to 5.41%, primarily due to a decline in the average balance held at the FRBA as well as the FRB's decision to lower the rate it pays on reserves. During 2025, interest on securities available for sale-taxable increased $22.1 million, or 39.5%, when compared to 2024, while the yield on taxable securities available for sale increased to 4.44% compared to 3.13% principally due to higher yielding securities purchased in 2025 as well as the restructuring of the available for sale securities portfolio during the second quarter of 2024.
41
Average interest-bearing liabilities for 2025 totaled $13.042 billion compared to $13.159 billion for 2024, a decrease of $116.9 million, or 0.9%. The decrease in average interest-bearing liabilities was primarily the result of declines in average interest-bearing deposits and average other borrowings. Average interest-bearing deposits for 2025 decreased $59.2 million, or 0.5%, when compared to 2024, reflecting declines in average interest-bearing demand deposits and average savings deposits partially offset by growth in average time deposits. Average other borrowings for 2025 decreased $79.3 million, or 20.4%, when compared to 2024, principally due to a decrease in average short-term FHLB advances outstanding during the year partially offset by an increase in average GNMA loans eligible for repurchase.
Interest expense for 2025 totaled $312.5 million, a decrease of $63.4 million, or 16.9%, when compared with 2024, while the rate on total interest-bearing liabilities decreased to 2.40% compared to 2.86%. The decrease in interest expense for 2025 was principally due to decreases in interest on deposits, interest on other borrowings and interest on federal funds purchased and securities sold under repurchase agreements, partially offset by an increase in interest on subordinated notes. Interest on deposits decreased $54.7 million, or 16.6%, while the rate on interest-bearing deposits decreased to 2.26% compared to 2.70% when 2025 is compared to 2024, primarily due to declines in interest on brokered and personal CDs, personal and commercial MMDA and public and commercial interest checking accounts, principally due to declines in interest rates. Interest on other borrowings decreased $7.4 million, or 43.1%, while the rate on other borrowings decreased to 3.16% compared to 4.42%, when 2025 is compared to 2024, principally due to a decrease in interest expense on FHLB advances, principally due to a decline in rates on short-term FHLB advances. Interest on federal funds purchased and securities sold under repurchase agreements decreased $2.6 million, or 13.0%, while the rate on federal funds purchased and securities sold under repurchase agreements decreased to 4.26% compared to 5.05%, when 2025 is compared to 2024, principally due to a decline in interest expense on upstream federal funds purchased, reflecting declines in the federal funds target rate by the FRB. Interest on subordinated notes increased $1.9 million, or 39.9%, while the rate on subordinated notes increased to 4.99% from 3.84% when 2025 is compared to 2024, primarily due to the accelerated amortization of capitalized costs related to the subordinated notes issued in 2020 which were repaid fully during the fourth quarter of 2025. See the section captioned "Subordinated Notes" for additional information regarding changes in the subordinated notes.
42
The following table provides the tax equivalent basis yield or rate for each component of the tax equivalent net interest margin for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||||||||||||||||||||||||||
| Average | Yield/ | Average | Yield/ | Average | Yield/ | |||||||||||||||||||||||||||||||
| Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | ||||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||||||
| Interest-earning assets: | ||||||||||||||||||||||||||||||||||||
| Securities available for sale: | ||||||||||||||||||||||||||||||||||||
| Taxable | $ | 1,757,402 | $ | 78,004 | 4.44 | % | $ | 1,789,685 | $ | 55,932 | 3.13 | % | $ | 2,090,201 | $ | 35,359 | 1.69 | % | ||||||||||||||||||
| Nontaxable | — | — | — | — | — | — | 4,657 | 182 | 3.91 | % | ||||||||||||||||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||||||||||||||
| Taxable | 1,285,795 | 27,533 | 2.14 | % | 1,388,531 | 29,989 | 2.16 | % | 1,454,450 | 30,741 | 2.11 | % | ||||||||||||||||||||||||
| Nontaxable | — | — | — | 112 | 5 | 4.46 | % | 1,854 | 81 | 4.37 | % | |||||||||||||||||||||||||
| Loans (LHFS and LHFI) | 13,608,688 | 837,358 | 6.15 | % | 13,283,829 | 857,307 | 6.45 | % | 12,801,531 | 788,719 | 6.16 | % | ||||||||||||||||||||||||
| Other earning assets | 384,775 | 16,780 | 4.36 | % | 548,336 | 29,667 | 5.41 | % | 729,673 | 37,215 | 5.10 | % | ||||||||||||||||||||||||
| Total interest-earning assets | 17,036,660 | 959,675 | 5.63 | % | 17,010,493 | 972,900 | 5.72 | % | 17,082,366 | 892,297 | 5.22 | % | ||||||||||||||||||||||||
| Other assets | 1,616,700 | 1,685,971 | 1,718,058 | |||||||||||||||||||||||||||||||||
| Allowance for credit losses | (163,826 | ) | (148,564 | ) | (125,942 | ) | ||||||||||||||||||||||||||||||
| Total Assets | $ | 18,489,534 | $ | 18,547,900 | $ | 18,674,482 | ||||||||||||||||||||||||||||||
| Liabilities and Shareholders' Equity | ||||||||||||||||||||||||||||||||||||
| Interest-bearing liabilities: | ||||||||||||||||||||||||||||||||||||
| Interest-bearing demand deposits (1) | $ | 7,805,426 | 146,053 | 1.87 | % | $ | 7,838,499 | 178,470 | 2.28 | % | $ | 7,565,894 | 149,142 | 1.97 | % | |||||||||||||||||||||
| Savings deposits (1) | 980,744 | 512 | 0.05 | % | 1,016,373 | 539 | 0.05 | % | 1,144,874 | 601 | 0.05 | % | ||||||||||||||||||||||||
| Time deposits | 3,341,039 | 128,091 | 3.83 | % | 3,331,543 | 150,372 | 4.51 | % | 2,691,682 | 96,208 | 3.57 | % | ||||||||||||||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 410,984 | 17,526 | 4.26 | % | 398,884 | 20,154 | 5.05 | % | 410,945 | 20,419 | 4.97 | % | ||||||||||||||||||||||||
| Other borrowings | 308,980 | 9,760 | 3.16 | % | 388,266 | 17,146 | 4.42 | % | 984,315 | 50,441 | 5.12 | % | ||||||||||||||||||||||||
| Subordinated notes | 133,106 | 6,647 | 4.99 | % | 123,584 | 4,751 | 3.84 | % | 123,364 | 4,751 | 3.85 | % | ||||||||||||||||||||||||
| Junior subordinated debt securities | 61,856 | 3,895 | 6.30 | % | 61,856 | 4,477 | 7.24 | % | 61,856 | 4,392 | 7.10 | % | ||||||||||||||||||||||||
| Total interest-bearing liabilities | 13,042,135 | 312,484 | 2.40 | % | 13,159,005 | 375,909 | 2.86 | % | 12,982,930 | 325,954 | 2.51 | % | ||||||||||||||||||||||||
| Noninterest-bearing demand deposits | 3,152,297 | 3,179,641 | 3,532,134 | |||||||||||||||||||||||||||||||||
| Other liabilities | 232,178 | 383,627 | 589,320 | |||||||||||||||||||||||||||||||||
| Shareholders' equity | 2,062,924 | 1,825,627 | 1,570,098 | |||||||||||||||||||||||||||||||||
| Total Liabilities and Shareholders' Equity | $ | 18,489,534 | $ | 18,547,900 | $ | 18,674,482 | ||||||||||||||||||||||||||||||
| Net Interest Margin | 647,191 | 3.80 | % | 596,991 | 3.51 | % | 566,343 | 3.32 | % | |||||||||||||||||||||||||||
| Less tax equivalent adjustments: | ||||||||||||||||||||||||||||||||||||
| Investments | — | 1 | 55 | |||||||||||||||||||||||||||||||||
| Loans | 11,053 | 12,569 | 13,410 | |||||||||||||||||||||||||||||||||
| Net Interest Margin per Consolidated Statements of Income | $ | 636,138 | $ | 584,421 | $ | 552,878 |
(1) During the first quarter of 2025, Trustmark ceased the daily sweep from low transaction interest-bearing demand deposits to savings deposits. Prior periods have been reclassified accordingly.
43
The table below shows the change from year to year for each component of the tax equivalent net interest margin in the amount generated by volume changes and the amount generated by changes in the yield or rate (tax equivalent basis) for the periods presented ($ in thousands):
| 2025 Compared to 2024 | 2024 Compared to 2023 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Increase (Decrease) Due To: | Increase (Decrease) Due To: | |||||||||||||||||||||||
| Yield/ | Yield/ | |||||||||||||||||||||||
| Volume | Rate | Net | Volume | Rate | Net | |||||||||||||||||||
| Interest earned on: | ||||||||||||||||||||||||
| Securities available for sale: | ||||||||||||||||||||||||
| Taxable | $ | (1,025 | ) | $ | 23,097 | $ | 22,072 | $ | (5,721 | ) | $ | 26,294 | $ | 20,573 | ||||||||||
| Nontaxable | — | — | — | (91 | ) | (91 | ) | (182 | ) | |||||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||
| Taxable | (2,183 | ) | (273 | ) | (2,456 | ) | (1,449 | ) | 697 | (752 | ) | |||||||||||||
| Nontaxable | (2 | ) | (3 | ) | (5 | ) | (78 | ) | 2 | (76 | ) | |||||||||||||
| Loans, net of unearned income (LHFS and LHFI) | 20,591 | (40,540 | ) | (19,949 | ) | 30,490 | 38,098 | 68,588 | ||||||||||||||||
| Other earning assets | (7,807 | ) | (5,080 | ) | (12,887 | ) | (9,700 | ) | 2,152 | (7,548 | ) | |||||||||||||
| Total interest-earning assets | 9,574 | (22,799 | ) | (13,225 | ) | 13,451 | 67,152 | 80,603 | ||||||||||||||||
| Interest paid on: | ||||||||||||||||||||||||
| Interest-bearing demand deposits (1) | (743 | ) | (31,674 | ) | (32,417 | ) | 5,464 | 23,864 | 29,328 | |||||||||||||||
| Savings deposits (1) | (27 | ) | — | (27 | ) | (62 | ) | — | (62 | ) | ||||||||||||||
| Time deposits | 427 | (22,708 | ) | (22,281 | ) | 25,699 | 28,465 | 54,164 | ||||||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 597 | (3,225 | ) | (2,628 | ) | (596 | ) | 331 | (265 | ) | ||||||||||||||
| Other borrowings | (3,082 | ) | (4,304 | ) | (7,386 | ) | (27,163 | ) | (6,132 | ) | (33,295 | ) | ||||||||||||
| Subordinated notes | 388 | 1,508 | 1,896 | 10 | (10 | ) | — | |||||||||||||||||
| Junior subordinated debt securities | — | (582 | ) | (582 | ) | — | 85 | 85 | ||||||||||||||||
| Total interest-bearing liabilities | (2,440 | ) | (60,985 | ) | (63,425 | ) | 3,352 | 46,603 | 49,955 | |||||||||||||||
| Change in net interest income on a tax equivalent basis | $ | 12,014 | $ | 38,186 | $ | 50,200 | $ | 10,099 | $ | 20,549 | $ | 30,648 |
(1) During the first quarter of 2025, Trustmark ceased the daily sweep from low transaction interest-bearing demand deposits to savings deposits. Prior periods have been reclassified accordingly.
The change in interest due to both volume and yield or rate has been allocated to change due to volume and change due to yield or rate in proportion to the absolute value of the change in each. Tax-exempt income has been adjusted to a tax equivalent basis using the federal statutory corporate tax rate in effect for each of the three years presented. The balances of nonaccrual loans and the related income recognized have been included for purposes of these computations.
Provision for Credit Losses
The PCL, LHFI is the amount necessary to maintain the ACL, LHFI at the amount of expected credit losses inherent within the LHFI portfolio. The amount of PCL and the related ACL for LHFI are based on Trustmark’s ACL methodology. The PCL, LHFI totaled $14.3 million for 2025, compared to a PCL, LHFI, excluding the PCL, LHFI sale of 1-4 family mortgage loans, of $37.3 million for 2024 and a PCL, LHFI of $27.4 million for 2023. The PCL, LHFI for 2025 primarily reflected an increase in required reserves as a result of loan growth, changes in the macroeconomic forecast and updates to various qualitative reserve factors, partially offset by a decrease in specific reserves for individually analyzed credits, positive credit migration and reserves released associated with the resolution of the External Factor – Credit Quality Review qualitative factor.
FASB ASC Topic 326 requires Trustmark to estimate expected credit losses for off-balance sheet credit exposures which are not unconditionally cancellable by Trustmark. Trustmark maintains a separate ACL for off-balance sheet credit exposures, including unfunded commitments and letters of credit. Adjustments to the ACL on off-balance sheet credit exposures are recorded to the PCL, off-balance sheet credit exposures. The PCL, off-balance sheet credit exposures totaled a negative $1.4 million for 2025 compared to a negative $4.7 million for 2024, and a negative $2.8 million for 2023. The release in PCL on off-balance sheet credit exposures for 2025 primarily reflected a decrease in required reserves as a result of positive credit migration and reserves released associated with the resolution of the External Factor – Credit Quality Review qualitative factor, partially offset by an increase in required reserves as a result of changes in the total reserve rate.
44
See the section captioned “Allowance for Credit Losses” for information regarding Trustmark’s ACL methodology as well as further analysis of the PCL.
Noninterest Income (Loss)
The following table provides the comparative components of noninterest income (loss) for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Service charges on deposit accounts | $ | 43,656 | -1.6 | % | $ | 44,382 | 2.2 | % | $ | 43,416 | 3.0 | % | ||||||||||||
| Bank card and other fees | 33,382 | 0.2 | % | 33,301 | -0.4 | % | 33,439 | -7.4 | % | |||||||||||||||
| Mortgage banking, net | 33,082 | 24.2 | % | 26,626 | 1.6 | % | 26,216 | -7.4 | % | |||||||||||||||
| Wealth management | 40,112 | 7.7 | % | 37,251 | 6.2 | % | 35,092 | 0.2 | % | |||||||||||||||
| Other, net | 13,408 | -24.7 | % | 17,813 | 74.1 | % | 10,231 | 4.0 | % | |||||||||||||||
| Securities gains (losses), net | — | 100.0 | % | (182,792 | ) | n/m | 39 | n/m | ||||||||||||||||
| Total noninterest income (loss) | $ | 163,640 | n/m | $ | (23,419 | ) | n/m | $ | 148,433 | -2.0 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
Changes in various components of noninterest income (loss) for the year ended December 31, 2025 are discussed in further detail below. For analysis of Trustmark’s wealth management income, please see the section captioned “Results of Segment Operations.”
Mortgage Banking, Net
The following table illustrates the components of mortgage banking, net included in noninterest income (loss) for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Mortgage servicing income, net | $ | 28,896 | 2.4 | % | $ | 28,215 | 3.7 | % | $ | 27,196 | 3.4 | % | ||||||||||||
| Change in fair value-MSR from runoff | (13,240 | ) | -13.7 | % | (11,645 | ) | -16.1 | % | (10,030 | ) | 28.5 | % | ||||||||||||
| Gain on sales of loans, net | 19,988 | 3.7 | % | 19,278 | 25.6 | % | 15,345 | -24.0 | % | |||||||||||||||
| Mortgage banking income before net hedge ineffectiveness | 35,644 | -0.6 | % | 35,848 | 10.3 | % | 32,511 | 0.2 | % | |||||||||||||||
| Change in fair value-MSR from market changes | (9,840 | ) | n/m | 5,801 | n/m | (1,489 | ) | n/m | ||||||||||||||||
| Change in fair value of derivatives | 7,278 | n/m | (15,023 | ) | n/m | (4,806 | ) | 88.6 | % | |||||||||||||||
| Net hedge ineffectiveness | (2,562 | ) | 72.2 | % | (9,222 | ) | -46.5 | % | (6,295 | ) | -52.5 | % | ||||||||||||
| Mortgage banking, net | $ | 33,082 | 24.2 | % | $ | 26,626 | 1.6 | % | $ | 26,216 | -7.4 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
The increase in mortgage banking, net when 2025 is compared to 2024 was principally due to a decrease in the net negative hedge ineffectiveness and increases in the gain on sales of loans, net and mortgage servicing income, net, partially offset by an increase in the run-off of the MSR. Mortgage loan production totaled $1.528 billion for 2025, an increase of $109.9 million, or 7.8%, when compared to 2024. Loans serviced for others totaled $8.956 billion at December 31, 2025, compared with $8.763 billion at December 31, 2024, and $8.477 billion at December 31, 2023.
Representing a significant component of mortgage banking income is gain on sales of loans, net. The increase in the gain on sales of loans, net when 2025 is compared to 2024 was primarily the result of an increase in the mortgage valuation adjustment. Loan sales increased $16.2 million, or 1.4%, during 2025 to total $1.158 billion compared to an increase of $5.3 million, or 0.5%, during 2024 to total $1.141 billion.
45
Other, Net
The following table illustrates the components of other, net included in noninterest income (loss) for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Partnership amortization for tax credit purposes | $ | (9,026 | ) | -18.3 | % | $ | (7,627 | ) | 4.5 | % | $ | (7,988 | ) | -28.6 | % | |||||||||
| Increase in life insurance cash surrender value | 7,663 | 2.5 | % | 7,478 | 6.6 | % | 7,018 | 5.2 | % | |||||||||||||||
| Loss on sale of 1-4 family mortgage loans | — | 100.0 | % | (4,798 | ) | n/m | — | — | ||||||||||||||||
| Visa C shares fair value adjustment | — | -100.0 | % | 8,056 | n/m | — | — | |||||||||||||||||
| Other miscellaneous income | 14,771 | 0.5 | % | 14,704 | 31.3 | % | 11,201 | 19.4 | % | |||||||||||||||
| Total other, net | $ | 13,408 | -24.7 | % | $ | 17,813 | 74.1 | % | $ | 10,231 | 4.0 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
The decrease in other, net when 2025 is compared to 2024 was principally due to the $8.1 million Visa C shares fair value adjustment during the second quarter of 2024 as well as an increase in amortization of tax credit partnerships, partially offset by the $4.8 million noncredit-related loss on the sale of 1-4 family mortgage loans recorded during the second quarter of 2024.
Noninterest Expense
The following table illustrates the comparative components of noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Salaries and employee benefits | $ | 283,377 | 6.4 | % | $ | 266,239 | -0.8 | % | $ | 268,270 | 5.5 | % | ||||||||||||
| Services and fees | 109,391 | 7.7 | % | 101,590 | -5.8 | % | 107,805 | 3.8 | % | |||||||||||||||
| Net occupancy-premises | 30,501 | 4.7 | % | 29,128 | 2.2 | % | 28,507 | 1.9 | % | |||||||||||||||
| Equipment expense | 25,802 | 3.6 | % | 24,915 | -3.6 | % | 25,844 | 7.0 | % | |||||||||||||||
| Litigation settlement expense | — | — | — | -100.0 | % | 6,500 | -93.5 | % | ||||||||||||||||
| Other expense | 63,159 | -1.0 | % | 63,818 | 8.6 | % | 58,770 | 10.7 | % | |||||||||||||||
| Total noninterest expense | $ | 512,230 | 5.5 | % | $ | 485,690 | -2.0 | % | $ | 495,696 | -12.1 | % |
Changes in the various components of noninterest expense for the year ended December 31, 2025 are discussed in further detail below. Management considers disciplined expense management a key area of focus in the support of improving shareholder value.
Salaries and Employee Benefits
The increase in salaries and employee benefits when 2025 is compared to 2024 was principally due to increases in salaries expense, primarily due to general merit increases and new associates added during 2025, annual management performance incentives, medical insurance expense, commission expense due to the increase in mortgage originations and other salaries expense.
Services and Fees
The increase in services and fees when 2025 is compared to 2024 was principally due to increases in data processing charges related to software, business process outsourcing fees, advertising expense and legal expense.
46
Other Expense
The following table illustrates the comparative components of other noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Loan expense | $ | 12,881 | 11.2 | % | $ | 11,580 | 4.2 | % | $ | 11,114 | -9.3 | % | ||||||||||||
| Amortization of intangibles | 126 | 14.5 | % | 110 | -62.1 | % | 290 | -70.6 | % | |||||||||||||||
| FDIC assessment expense | 15,705 | -18.2 | % | 19,211 | 42.0 | % | 13,529 | 83.2 | % | |||||||||||||||
| Other real estate expense, net | 3,044 | -3.8 | % | 3,164 | n/m | 119 | -89.9 | % | ||||||||||||||||
| Other miscellaneous expense | 31,403 | 5.5 | % | 29,753 | -11.8 | % | 33,718 | 7.7 | % | |||||||||||||||
| Total other expense | $ | 63,159 | -1.0 | % | $ | 63,818 | 8.6 | % | $ | 58,770 | 10.7 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
The decrease in other expense when 2025 is compared to 2024 was principally due to a decrease in FDIC assessment expense, primarily due to a decrease in the assessment rate, which was largely offset by increases in loan expense and other miscellaneous expenses.
Results of Segment Operations
Trustmark’s operations are managed along two operating segments: General Banking and Wealth Management. A description of each segment and the methodologies used to measure financial performance and financial information by reportable segment are included in Note 20 – Segment Information located in Part II. Item 8. – Financial Statements and Supplementary Data of this report. The Insurance Segment is included in discontinued operations for all periods presented in the accompanying consolidated balance sheets and the consolidated statements of income (loss). For additional information about discontinued operations, please see Note 2 – Discontinued Operations included in Part I. Item 1. – Financial Statements of this report.
The following table provides the net income by reportable segment for the periods presented ($ in thousands):
| Years Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | |||||||||
| General banking | $ | 212,206 | $ | 37,409 | $ | 145,332 | |||||
| Wealth management | 11,929 | 7,801 | 7,958 | ||||||||
| Consolidated net income from continuing operations | $ | 224,135 | $ | 45,210 | $ | 153,290 |
General Banking
Net interest income for the General Banking Segment for 2025 increased $47.9 million, or 8.3%, when compared with 2024, primarily resulting from declines in all categories of interest expense as well as an increase in interest on securities, partially offset by decreases in interest and fees from LHFS and LHFI and other interest income. The PCL (LHFI and off-balance sheet credit exposures) for the General Banking Segment for 2025 totaled $12.9 million compared to a PCL of $41.1 million during 2024 and a PCL of $26.7 million during 2023. For more information on these net interest income items, please see the sections captioned “Financial Highlights” and “Results of Operations.”
Noninterest income (loss) for the General Banking Segment increased $183.9 million during 2025, primarily due to the net loss on the sale of available for sale securities and the noncredit-related loss on the sale of 1-4 family mortgage loans during the second quarter of 2024, as well as increases in mortgage banking, net and gain on sale on premises and equipment, partially offset by the gain on the conversion of Visa Class B-1 shares to Visa Class C shares during the second quarter of 2024 and a decrease in cash management service fees and an increase in the amortization of tax credit partnerships. Noninterest income (loss) for the General Banking Segment represented 16.4% of total revenue for 2025, a negative 11.7% for 2024 and 17.2% for 2023. Noninterest income (loss) for the General Banking Segment includes service charges on deposit accounts; wealth management; bank card and other fees; mortgage banking, net; other, net and securities gains (losses), net. For more information on these noninterest income (loss) items, please see the analysis included in the section captioned “Noninterest Income (Loss).”
Noninterest expense for the General Banking Segment increased $25.0 million, or 5.5%, during 2025, principally due to increases in salaries and employee benefits, data processing expenses related to software, outside services and fees, business process outsourcing expense, net occupancy-premise expenses, loan expenses and advertising expense, partially offset by a decrease in FDIC assessment
47
expense. For more information on these noninterest expense items, please see the analysis included in the section captioned “Noninterest Expense.”
Wealth Management
During 2025, net income for the Wealth Management Segment increased $4.1 million, or 52.9%, principally due to increases in net interest income and noninterest income partially offset by an increase in noninterest expense. Net interest income for the Wealth Management Segment increased $3.8 million, or 63.4%, when 2025 is compared to 2024. The increase in net interest income for the Wealth Management Segment when 2025 is compared to 2024 was principally due to an increase in earnings credit on liabilities net of cost of funds on assets as well as an increase in interest on loans partially offset by an increase in interest on deposits generated by the Private Banking Group. The PCL for the Wealth Management Segment for 2025 totaled a negative $26 thousand compared to a PCL of $154 thousand during 2024 and a negative PCL of $2.1 million during 2023. Noninterest income for the Wealth Management Segment, which includes income related to investment management, trust and brokerage services, increased $3.1 million, or 8.4%, during 2025, principally due to increases in income from brokerage and trust management services. Noninterest expense increased $1.6 million, or 4.8%, when 2025 is compared to 2024, principally due to an increase in salaries and employee benefits, primarily related to broker commissions, other salaries expense, general merit increases and annual portfolio manager incentives partially offset by a decline in trust commissions.
At December 31, 2025 and 2024, Trustmark held assets under management and administration of $10.931 billion and $9.423 billion and brokerage assets of $2.582 billion and $2.638 billion, respectively.
Income Taxes
For the year ended December 31, 2025, Trustmark’s combined effective tax rate from continuing operations was 18.4% compared to a negative 32.7% in 2024 and 15.3% in 2023. The negative effective tax rate from continuing operations for the year ended December 31, 2024 was principally due to the significant non-routine transactions that occurred during the second quarter of 2024. Excluding the significant non-routine transactions, Trustmark’s combined effective tax rate from continuing operations for 2024 was 16.1%. Trustmark’s effective tax rate continues to be less than the statutory rate primarily due to various tax-exempt income items and its utilization of income tax credit programs. Trustmark invests in partnerships that provide income tax credits on a Federal and/or State basis (i.e., new market tax credits, low income housing tax credits or historical tax credits). The income tax credits related to these partnerships are utilized as specifically allowed by income tax law and are recorded as a reduction in income tax expense.
Financial Condition
Earning assets serve as the primary revenue streams for Trustmark and are comprised of securities, loans and other earning assets. Average earning assets totaled $17.037 billion, or 92.1% of total average assets, at December 31, 2025, compared with $17.010 billion, or 91.7% of total average assets, at December 31, 2024, an increase of $26.2 million, or 0.2%.
Securities
The securities portfolio is utilized by Management to manage interest rate risk, generate interest income, provide liquidity and use as collateral for public and wholesale funding. Risk and return can be adjusted by altering duration, composition and/or balance of the portfolio. The weighted-average life of the portfolio at December 31, 2025 and 2024 was 4.3 and 4.8 years, respectively.
When compared with December 31, 2024, total investment securities increased by $56.4 million, or 1.9%, during 2025. This increase resulted primarily from purchases of available for sale securities and an increase in the fair market value of the available for sale securities, partially offset by calls, maturities and pay-downs of the loans underlying GSE guaranteed securities. Trustmark sold no securities during 2025, compared to $1.561 billion of available for sale securities sold during 2024, generating a loss of $182.8 million.
During 2022, Trustmark reclassified approximately $766.0 million of securities available for sale to securities held to maturity to mitigate the potential adverse impact of a rising interest rate environment on the fair value of the available for sale securities and the related impact on tangible common equity. At the date of these transfers, the net unrealized holding loss on the available for sale securities totaled approximately $91.9 million ($68.9 million net of tax). The resulting net unrealized holding losses are being amortized over the remaining life of the securities as a yield adjustment in a manner consistent with the amortization or accretion of the original purchase premium or discount on the associated security.
At December 31, 2025, the net unamortized, unrealized loss on all transferred securities included in accumulated other comprehensive income (loss) (AOCI) in the accompanying consolidated balance sheets totaled $36.3 million compared to $46.6 million at December 31, 2024.
48
Available for sale securities are carried at their estimated fair value with unrealized gains or losses recognized, net of taxes, in AOCI, a separate component of shareholders’ equity. At December 31, 2025, available for sale securities totaled $1.877 billion, which represented 60.9% of the securities portfolio, compared to $1.693 billion, or 55.9%, at December 31, 2024. At December 31, 2025, unrealized gains, net on available for sale securities totaled $34.4 million compared to unrealized losses, net of $27.0 million at December 31, 2024. At December 31, 2025, available for sale securities consisted of U.S. Treasury securities, direct obligations of government agencies and GSE guaranteed mortgage-related securities.
Held to maturity securities are carried at amortized cost and represent those securities that Trustmark both intends and has the ability to hold to maturity. At December 31, 2025, held to maturity securities totaled $1.207 billion and represented 39.1% of the total securities portfolio, compared with $1.335 billion, or 44.1%, at December 31, 2024.
The following table details the weighted-average yield for each range of maturities of securities available for sale and held to maturity using the amortized cost at December 31, 2025 (tax equivalent basis):
| Maturing | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Within One Year | After One, But Within Five Years | After Five, But Within Ten Years | After Ten Years | Total | ||||||||||||||||
| Securities Available for Sale | ||||||||||||||||||||
| U.S. Treasury securities | 4.64 | % | 4.47 | % | 4.22 | % | — | 4.33 | % | |||||||||||
| U.S. Government agency obligations | — | — | 4.07 | % | — | 4.07 | % | |||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | 0.87 | % | 3.07 | % | — | 4.30 | % | 4.29 | % | |||||||||||
| Issued by FNMA and FHLMC | 2.72 | % | 1.68 | % | 2.33 | % | 4.55 | % | 4.37 | % | ||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | 4.79 | % | 5.26 | % | 5.34 | % | 5.19 | % | |||||||||||
| Total securities available for sale | 4.64 | % | 4.54 | % | 4.45 | % | 4.54 | % | 4.51 | % | ||||||||||
| Securities Held to Maturity | ||||||||||||||||||||
| U.S. Treasury securities | — | 1.04 | % | — | — | 1.04 | % | |||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | — | — | — | 4.40 | % | 4.40 | % | |||||||||||||
| Issued by FNMA and FHLMC | — | 1.84 | % | 1.59 | % | 1.70 | % | 1.70 | % | |||||||||||
| Other residential mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | — | 1.93 | % | 1.94 | % | 1.93 | % | ||||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | 0.11 | % | 2.04 | % | 2.41 | % | 2.41 | % | 2.09 | % | ||||||||||
| Total securities held to maturity | 0.11 | % | 1.98 | % | 2.31 | % | 1.81 | % | 1.95 | % |
Mortgage-backed securities and collateralized mortgage obligations are included in maturity categories based on their stated maturity date. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations.
Management continues to focus on asset quality as one of the strategic goals of the securities portfolio, which is evidenced by the investment of 100.0% of the portfolio in U.S. Treasury securities, GSE-backed obligations and other Aaa-rated securities as determined by Moody’s Investors Services (Moody’s). None of the securities owned by Trustmark are collateralized by assets which are considered sub-prime. Furthermore, outside of stock ownership in the FHLB of Dallas and FRBA, Trustmark does not hold any other equity investment in a GSE.
At December 31, 2025, Trustmark did not hold securities of any one issuer with a carrying value exceeding 10% of total shareholders’ equity, other than certain GSEs which are exempt from inclusion. Management continues to closely monitor the credit quality as well as the ratings of the debt and mortgage-backed securities issued by the GSEs and held in Trustmark’s securities portfolio.
49
The following tables present Trustmark’s securities portfolio by amortized cost and estimated fair value and by credit rating, as determined by Moody’s, at December 31, 2025 and 2024 ($ in thousands):
| December 31, 2025 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost | Estimated Fair Value | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Securities Available for Sale | ||||||||||||||||
| Aaa | $ | 39,647 | 2.2 | % | $ | 41,029 | 2.2 | % | ||||||||
| Aa1 to Aa3 | $ | 1,802,797 | 97.8 | % | $ | 1,835,801 | 97.8 | % | ||||||||
| Total securities available for sale | $ | 1,842,444 | 100.0 | % | $ | 1,876,830 | 100.0 | % | ||||||||
| Securities Held to Maturity | ||||||||||||||||
| Aaa | $ | 52,405 | 4.3 | % | $ | 50,363 | 4.3 | % | ||||||||
| Aa1 to Aa3 | $ | 1,155,049 | 95.7 | % | $ | 1,130,206 | 95.7 | % | ||||||||
| Total securities held to maturity | $ | 1,207,454 | 100.0 | % | $ | 1,180,569 | 100.0 | % |
| December 31, 2024 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost | Estimated Fair Value | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Securities Available for Sale | ||||||||||||||||
| Aaa | $ | 1,719,537 | 100.0 | % | $ | 1,692,534 | 100.0 | % | ||||||||
| Total securities available for sale | $ | 1,719,537 | 100.0 | % | $ | 1,692,534 | 100.0 | % | ||||||||
| Securities Held to Maturity | ||||||||||||||||
| Aaa | $ | 1,335,385 | 100.0 | % | $ | 1,259,107 | 100.0 | % | ||||||||
| Total securities held to maturity | $ | 1,335,385 | 100.0 | % | $ | 1,259,107 | 100.0 | % |
The table above presenting the credit rating of Trustmark’s securities is formatted to show the securities according to the credit rating category, and not by category of the underlying security. As noted in the tables above, a significant portion of Trustmark's investment portfolio moved from the Aaa credit rating to the Aa1 to Aa3 credit rating as of December 31, 2025. The change in the credit rating of Trustmark's investment portfolio was the result of Moody's downgrade of the United States' credit rating from Aaa to Aa1 during the second quarter of 2025. The downgrade was primarily due to concerns about the rising federal debt, increasing interest costs and a perceived weakening of the government's ability to respond to future economic shocks.
LHFS
At December 31, 2025, LHFS totaled $278.8 million, consisting of $142.5 million of residential real estate mortgage loans in the process of being sold to third parties and $136.3 million of GNMA optional repurchase loans. At December 31, 2024, LHFS totaled $200.3 million, consisting of $102.7 million of residential real estate mortgage loans in the process of being sold to third parties and $97.6 million of GNMA optional repurchase loans. Please refer to the nonperforming assets table that follows for information on GNMA loans eligible for repurchase which are past due 90 days or more.
Trustmark did not exercise its buy-back option on any delinquent loans serviced for GNMA during 2025 or 2024.
For additional information regarding the GNMA optional repurchase loans, please see the section captioned “Past Due LHFS” included in Note 4 – LHFI and ACL, LHFI of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
50
LHFI
The table below provides the carrying value of the LHFI portfolio by loan class for the years ended December 31, 2025 and 2024 ($ in thousands):
| December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Loans secured by real estate: | ||||||||||||||||
| Construction, land development and other land | $ | 549,353 | 4.0 | % | $ | 587,244 | 4.5 | % | ||||||||
| Other secured by 1-4 family residential properties | 704,514 | 5.1 | % | 650,550 | 5.0 | % | ||||||||||
| Secured by nonfarm, nonresidential properties | 3,304,523 | 24.2 | % | 3,533,282 | 27.0 | % | ||||||||||
| Other real estate secured | 2,124,272 | 15.5 | % | 1,633,830 | 12.5 | % | ||||||||||
| Other loans secured by real estate: | ||||||||||||||||
| Other construction | 595,238 | 4.4 | % | 829,904 | 6.3 | % | ||||||||||
| Secured by 1-4 family residential properties | 2,351,675 | 17.2 | % | 2,298,993 | 17.6 | % | ||||||||||
| Commercial and industrial loans | 1,999,464 | 14.6 | % | 1,840,722 | 14.0 | % | ||||||||||
| Consumer loans | 163,754 | 1.2 | % | 156,569 | 1.2 | % | ||||||||||
| State and other political subdivision loans | 1,061,584 | 7.8 | % | 969,836 | 7.4 | % | ||||||||||
| Other commercial loans and leases | 819,856 | 6.0 | % | 589,012 | 4.5 | % | ||||||||||
| LHFI | $ | 13,674,233 | 100.0 | % | $ | 13,089,942 | 100.0 | % |
LHFI at December 31, 2025 increased $584.3 million, or 4.5%, compared to December 31, 2024. The increase in LHFI during 2025 was primarily due to net growth in other commercial loans and leases, commercial and industrial LHFI, LHFI secured by real estate and state and other political subdivision LHFI.
LHFI secured by real estate (loans secured by real estate and other loans secured by real estate) increased $95.8 million, or 1.0%, during 2025, reflecting net growth in other real estate secured LHFI, other LHFI secured by 1-4 family residential properties and LHFI secured by 1-4 family residential properties, partially offset by net declines in other construction LHFI, LHFI secured by nonfarm, nonresidential properties (NFNR LHFI) and construction, land development and other land LHFI. Other real estate secured LHFI increased $490.4 million, or 30.0%, during 2025, primarily due to other construction loans that moved to LHFI secured by multi-family residential properties in the Alabama, Texas, Mississippi and Georgia market regions. Excluding other construction loan reclassifications, other real estate secured LHFI declined by $516.6 million, or 31.6%, during 2025, primarily due to declines in LHFI secured by multi-family residential properties in the Alabama and Texas market regions partially offset by growth in LHFI secured by multi-family residential properties in the Georgia and Mississippi market regions. Other LHFI secured by 1-4 family residential properties, which primarily consists of revolving home equity lines of credit, increased $54.0 million, or 8.3%, during 2025 reflecting growth in the Mississippi, Alabama, Florida, Tennessee and Texas market regions. LHFI secured by 1-4 family residential properties increased $52.7 million, or 2.3%, during 2025 primarily due to an increase in mortgage loan originations in the Mississippi market region. LHFI secured by 1-4 family residential properties are primarily included in the Mississippi market region because they are centrally analyzed and approved as part of a specific line of business located at Trustmark's headquarters in Jackson, Mississippi. Other construction loans decreased $234.7 million, or 28.3%, during 2025 primarily due to other construction loans moved to other loan categories upon the completion of the related construction project partially offset by new construction loans in the Alabama, Georgia, Mississippi, Texas and Florida market regions. During 2025, $1.165 billion loans were moved from other construction to other loan categories, including $1.007 billion to multi-family residential loans, $107.6 million to nonowner-occupied loans and $50.5 million to owner-occupied loans. Excluding all reclassifications between loan categories, growth in other construction loans totaled $928.8 million during 2025. NFNR LHFI decreased $228.8 million, or 6.5%, during 2025, principally due to declines in nonowner-occupied loans in all six market regions as well as owner-occupied loans in the Alabama and Florida market region, partially offset by other construction loans that moved to NFNR LHFI in the Mississippi, Alabama, Georgia, Texas and Florida market regions as well as growth in owner-occupied loans in the Mississippi, Texas and Tennessee market regions. Excluding other construction loan reclassifications, the NFNR LHFI portfolio decreased $386.9 million, or 11.0%, during 2025. LHFI secured by construction, land development and other land decreased $37.9 million, or 6.5%, during 2025 principally due to declines in land development loans in Trustmark's Alabama and Texas market regions, unimproved land loans in the Texas, Mississippi, Florida and Tennessee market regions, and 1-4 family construction loans in the Mississippi and Texas market regions.
Other commercial loans and leases increased $230.8 million, or 39.2%, during 2025, principally due to increases in equipment finance leases in the Georgia market region and other commercial loans in the Mississippi, Georgia and Texas market regions, partially offset by declines in other commercial loans in the Alabama and Tennessee market regions. Trustmark's equipment finance leases are primarily reported in the Georgia market region because these leases are centrally analyzed and approved as part of the Equipment Finance line of business which is located in Atlanta, Georgia. Commercial and industrial LHFI increased $158.7 million, or 8.6%, during 2025, primarily due to growth in the Georgia, Alabama and Tennessee market regions, partially offset by a decline in the Mississippi market
51
region. State and other political subdivision LHFI increased $91.7 million, or 9.5%, during 2025, reflecting growth in the Mississippi, Texas, Georgia and Tennessee market regions, partially offset by declines in the Alabama and Florida market regions. For additional information regarding the equipment finance leases, please see the sections captioned “Lessor Arrangements” included in Note 1 – Significant Accounting Policies and Note 9 – Leases of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
The following table provides information regarding Trustmark’s home equity loans and home equity lines of credit which are included in the LHFI secured by 1-4 family residential properties at December 31, 2025 and 2024 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||||
| Home equity loans | $ | 72,895 | $ | 72,183 | ||||
| Home equity lines of credit | 497,937 | 458,327 | ||||||
| Percentage of loans and lines for which Trustmark holds first lien | 44.5 | % | 46.7 | % | ||||
| Percentage of loans and lines for which Trustmark does not hold first lien | 55.5 | % | 53.3 | % |
Due to the increased risk associated with second liens, loan terms and underwriting guidelines differ from those used for products secured by first liens. Loan amounts and loan-to-value ratios are limited and are lower for second liens than first liens. Also, interest rates and maximum amortization periods are adjusted accordingly. In addition, regardless of lien position, the passing credit score for approval of all home equity lines of credit is higher than that of term loans. The ACL on LHFI is also reflective of the increased risk related to second liens through application of a greater loss factor to this portion of the portfolio.
In the following tables, LHFI reported by region (along with related nonperforming assets and net charge-offs) are associated with location of origination except for loans secured by 1-4 family residential properties (representing traditional mortgages) credit cards and equipment finance loans and leases. Loans secured by 1-4 family residential properties and credit cards are included in the Mississippi region because they are centrally analyzed and approved as part of a specific line of business located at Trustmark’s headquarters in Jackson, Mississippi. The equipment finance loans and leases are primarily reported in the Georgia market region because they are centrally analyzed and approved as part of the Equipment Finance line of business which is located in Atlanta, Georgia.
52
The following table presents the LHFI composition by region at December 31, 2025 and reflects a diversified mix of loans by region ($ in thousands):
| December 31, 2025 | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Georgia | Mississippi | Tennessee | Texas | |||||||||||||||||||||
| LHFI Composition by Region | |||||||||||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||||||||||
| Construction, land development and other land | $ | 549,353 | $ | 252,689 | $ | 25,280 | $ | 17,360 | $ | 120,572 | $ | 36,231 | $ | 97,221 | |||||||||||||
| Other secured by 1-4 family residential properties | 704,514 | 167,686 | 66,790 | — | 338,997 | 88,620 | 42,421 | ||||||||||||||||||||
| Secured by nonfarm, nonresidential properties | 3,304,523 | 800,973 | 179,726 | 58,886 | 1,527,022 | 127,681 | 610,235 | ||||||||||||||||||||
| Other real estate secured | 2,124,272 | 861,247 | 1,621 | 222,998 | 613,766 | 7,231 | 417,409 | ||||||||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||||||||||
| Other construction | 595,238 | 185,108 | — | 158,284 | 130,483 | 338 | 121,025 | ||||||||||||||||||||
| Secured by 1-4 family residential properties | 2,351,675 | — | — | — | 2,349,721 | 1,954 | — | ||||||||||||||||||||
| Commercial and industrial loans | 1,999,464 | 545,831 | 21,092 | 352,448 | 697,450 | 139,002 | 243,641 | ||||||||||||||||||||
| Consumer loans | 163,754 | 20,999 | 7,248 | — | 95,871 | 13,412 | 26,224 | ||||||||||||||||||||
| State and other political subdivision loans | 1,061,584 | 48,938 | 56,720 | 4,690 | 826,565 | 26,563 | 98,108 | ||||||||||||||||||||
| Other commercial loans and leases | 819,856 | 22,596 | 4,334 | 440,254 | 244,990 | 50,819 | 56,863 | ||||||||||||||||||||
| LHFI | $ | 13,674,233 | $ | 2,906,067 | $ | 362,811 | $ | 1,254,920 | $ | 6,945,437 | $ | 491,851 | $ | 1,713,147 | |||||||||||||
| Construction, Land Development and Other Land Loans by Region | |||||||||||||||||||||||||||
| Lots | $ | 74,904 | $ | 33,841 | $ | 7,462 | $ | — | $ | 14,027 | $ | 2,437 | $ | 17,137 | |||||||||||||
| Development | 84,030 | 37,633 | 264 | — | 18,518 | 11,600 | 16,015 | ||||||||||||||||||||
| Unimproved land | 82,353 | 20,122 | 7,654 | — | 19,775 | 5,770 | 29,032 | ||||||||||||||||||||
| 1-4 family construction | 308,066 | 161,093 | 9,900 | 17,360 | 68,252 | 16,424 | 35,037 | ||||||||||||||||||||
| Construction, land development and other land loans | $ | 549,353 | $ | 252,689 | $ | 25,280 | $ | 17,360 | $ | 120,572 | $ | 36,231 | $ | 97,221 | |||||||||||||
| Loans Secured by NFNR Properties by Region | |||||||||||||||||||||||||||
| Nonowner-occupied: | |||||||||||||||||||||||||||
| Retail | $ | 243,503 | $ | 88,620 | $ | 12,965 | $ | — | $ | 58,166 | $ | 19,036 | $ | 64,716 | |||||||||||||
| Office | 225,849 | 82,704 | 17,475 | — | 85,278 | 2,704 | 37,688 | ||||||||||||||||||||
| Hotel/motel | 234,897 | 120,008 | 40,827 | — | 52,033 | 22,029 | — | ||||||||||||||||||||
| Mini-storage | 176,575 | 46,991 | 1,325 | 40,886 | 86,352 | 569 | 452 | ||||||||||||||||||||
| Industrial and warehouses | 508,016 | 88,654 | 17,670 | 18,000 | 246,846 | 2,442 | 134,404 | ||||||||||||||||||||
| Health care | 122,128 | 97,895 | 655 | — | 21,249 | 311 | 2,018 | ||||||||||||||||||||
| Convenience stores | 19,803 | 2,012 | 372 | — | 11,378 | 160 | 5,881 | ||||||||||||||||||||
| Nursing homes/senior living | 233,004 | 13,948 | — | — | 142,465 | 3,452 | 73,139 | ||||||||||||||||||||
| Other | 107,145 | 25,212 | 8,111 | — | 57,375 | 6,899 | 9,548 | ||||||||||||||||||||
| Total nonowner-occupied loans | 1,870,920 | 566,044 | 99,400 | 58,886 | 761,142 | 57,602 | 327,846 | ||||||||||||||||||||
| Owner-occupied: | |||||||||||||||||||||||||||
| Office | 149,500 | 46,947 | 29,863 | — | 37,653 | 10,382 | 24,655 | ||||||||||||||||||||
| Churches | 47,039 | 9,824 | 3,661 | — | 25,619 | 2,676 | 5,259 | ||||||||||||||||||||
| Industrial and warehouses | 239,567 | 16,480 | 7,044 | — | 70,279 | 10,079 | 135,685 | ||||||||||||||||||||
| Health care | 118,783 | 4,732 | 14,528 | — | 90,210 | 2,114 | 7,199 | ||||||||||||||||||||
| Convenience stores | 101,177 | 7,107 | 2,748 | — | 55,207 | — | 36,115 | ||||||||||||||||||||
| Retail | 77,138 | 10,424 | 13,318 | — | 39,525 | 7,070 | 6,801 | ||||||||||||||||||||
| Restaurants | 66,834 | 2,482 | 2,254 | — | 32,102 | 24,011 | 5,985 | ||||||||||||||||||||
| Auto dealerships | 30,680 | 2,614 | 145 | — | 14,239 | 13,682 | — | ||||||||||||||||||||
| Nursing homes/senior living | 482,783 | 118,407 | — | — | 338,597 | — | 25,779 | ||||||||||||||||||||
| Other | 120,102 | 15,912 | 6,765 | — | 62,449 | 65 | 34,911 | ||||||||||||||||||||
| Total owner-occupied loans | 1,433,603 | 234,929 | 80,326 | — | 765,880 | 70,079 | 282,389 | ||||||||||||||||||||
| Loans secured by NFNR properties | $ | 3,304,523 | $ | 800,973 | $ | 179,726 | $ | 58,886 | $ | 1,527,022 | $ | 127,681 | $ | 610,235 |
53
Trustmark’s variable rate LHFI are based primarily on various prime and SOFR interest rate bases. The following table provides information regarding Trustmark’s LHFI maturities by loan class and interest rate terms at December 31, 2025 ($ in thousands):
| Maturing | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| One Year | Five Years | ||||||||||||||||||
| Within | Through | Through | After | ||||||||||||||||
| One Year | Five | Fifteen | Fifteen | ||||||||||||||||
| or Less | Years | Years | Years | Total | |||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 358,976 | $ | 161,873 | $ | 14,036 | $ | 14,468 | $ | 549,353 | |||||||||
| Other secured by 1-4 family residential properties | 63,915 | 244,223 | 376,773 | 19,603 | 704,514 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 975,303 | 1,999,259 | 320,946 | 9,015 | 3,304,523 | ||||||||||||||
| Other real estate secured | 1,239,490 | 866,298 | 18,469 | 15 | 2,124,272 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 91,417 | 482,505 | 19,477 | 1,839 | 595,238 | ||||||||||||||
| Secured by 1-4 family residential properties | 40,424 | 257,026 | 1,168,669 | 885,556 | 2,351,675 | ||||||||||||||
| Commercial and industrial loans | 261,842 | 1,532,136 | 205,486 | — | 1,999,464 | ||||||||||||||
| Consumer loans | 51,041 | 107,901 | 4,812 | — | 163,754 | ||||||||||||||
| State and other political subdivision loans | 148,924 | 455,261 | 433,921 | 23,478 | 1,061,584 | ||||||||||||||
| Other commercial loans and leases | 113,890 | 481,946 | 223,609 | 411 | 819,856 | ||||||||||||||
| LHFI | $ | 3,345,222 | $ | 6,588,428 | $ | 2,786,198 | $ | 954,385 | $ | 13,674,233 | |||||||||
| Loans with Fixed Interest Rates | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 48,895 | $ | 28,200 | $ | 13,441 | $ | 14,468 | $ | 105,004 | |||||||||
| Other secured by 1-4 family residential properties | 37,428 | 120,726 | 46,326 | 861 | 205,341 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 348,131 | 803,252 | 72,103 | 2,758 | 1,226,244 | ||||||||||||||
| Other real estate secured | 130,339 | 63,979 | 7,564 | 15 | 201,897 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 4,421 | 4,841 | 14,157 | — | 23,419 | ||||||||||||||
| Secured by 1-4 family residential properties | 2,461 | 37,313 | 189,769 | 877,613 | 1,107,156 | ||||||||||||||
| Commercial and industrial loans | 34,503 | 620,515 | 149,472 | — | 804,490 | ||||||||||||||
| Consumer loans | 32,392 | 100,900 | 4,812 | — | 138,104 | ||||||||||||||
| State and other political subdivision loans | 147,605 | 432,914 | 417,627 | 12,814 | 1,010,960 | ||||||||||||||
| Other commercial loans and leases | 54,951 | 244,051 | 222,738 | 115 | 521,855 | ||||||||||||||
| LHFI | $ | 841,126 | $ | 2,456,691 | $ | 1,138,009 | $ | 908,644 | $ | 5,344,470 | |||||||||
| Loans with Variable Interest Rates | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 310,081 | $ | 133,673 | $ | 595 | $ | — | $ | 444,349 | |||||||||
| Other secured by 1-4 family residential properties | 26,487 | 123,497 | 330,447 | 18,742 | 499,173 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 627,172 | 1,196,007 | 248,843 | 6,257 | 2,078,279 | ||||||||||||||
| Other real estate secured | 1,109,151 | 802,319 | 10,905 | — | 1,922,375 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 86,996 | 477,664 | 5,320 | 1,839 | 571,819 | ||||||||||||||
| Secured by 1-4 family residential properties | 37,963 | 219,713 | 978,900 | 7,943 | 1,244,519 | ||||||||||||||
| Commercial and industrial loans | 227,339 | 911,621 | 56,014 | — | 1,194,974 | ||||||||||||||
| Consumer loans | 18,649 | 7,001 | — | — | 25,650 | ||||||||||||||
| State and other political subdivision loans | 1,319 | 22,347 | 16,294 | 10,664 | 50,624 | ||||||||||||||
| Other commercial loans and leases | 58,939 | 237,895 | 871 | 296 | 298,001 | ||||||||||||||
| LHFI | $ | 2,504,096 | $ | 4,131,737 | $ | 1,648,189 | $ | 45,741 | $ | 8,329,763 |
54
ACL on LHFI and Off-Balance Sheet Credit Exposures
LHFI
Trustmark’s ACL methodology for LHFI is based upon guidance within FASB ASC Subtopic 326-20, “Financial Instruments – Credit Losses – Measured at Amortized Cost,” as well as regulatory guidance from its primary regulator. The ACL is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Credit quality within the LHFI portfolio is continuously monitored by Management and is reflected within the ACL for loans. The ACL is an estimate of expected losses inherent within Trustmark’s existing LHFI portfolio. The ACL on LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The loan loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations.
During the second quarter of 2024, Trustmark executed a sale on a portfolio of 1-4 family mortgage loans that were at least three payments delinquent and/or nonaccrual at the time of selection. As a result of this sale, a credit mark was established for a sub-pool of the loans in the sale. Due to the lack of historical experience and the use of industry data for this sub-pool, management elected to use the credit mark for reserving purposes on a go forward basis for this sub-pool that meet the same credit criteria of being three payments delinquent and/or nonaccrual. All loans of the sub-pool that meet the above credit criteria will be removed from the 1-4 family residential properties pool and placed into a separate pool with the credit mark reserve applied to the total balance.
The econometric models currently in production reflect segment or pool level sensitivities of probability of default (PD) to changes in macroeconomic variables. By measuring the relationship between defaults and changes in the economy, the quantitative reserve incorporates reasonable and supportable forecasts of future conditions that will affect the value of its assets, as required by FASB ASC Topic 326. Under stable forecasts, these linear regressions will reasonably predict a pool’s PD. However, due to the COVID-19 pandemic, the macroeconomic variables used for reasonable and supportable forecasting changed rapidly. At the macroeconomic levels experienced during the COVID-19 pandemic, it was not clear that the models in production would produce reasonably representative results since the models were originally estimated using data beginning in 2004 through 2019. During this period, a traditional, albeit severe, economic recession occurred. Thus, econometric models are sensitive to similar future levels of PD.
In order to prevent the econometric models from extrapolating beyond reasonable boundaries of their input variables, Trustmark chose to establish an upper and lower limit process when applying the periodic forecasts. In this way, Management will not rely upon unobserved and untested relationships in the setting of the quantitative reserve. This approach applies to all input variables, including: Southern Unemployment, National Unemployment, National Gross Domestic Product (GDP), National Home Price Index (HPI), National Commercial Real Estate (CRE) Price Index and the BBB 7-10 Year US Corporate Bond Index. The upper and lower limits are based on the distribution of the macroeconomic variable by selecting extreme percentiles at the upper and lower limits of the distribution, the 1st and 99th percentiles, respectively. These upper and lower limits are then used to calculate the PD for the forecast time period in which the forecasted values are outside of the upper and lower limit range. Additionally, for periods having a PD or loss given default (LGD) at or near zero as a result of the improving macroeconomic forecasts, Management implemented PD and LGD floors to account for the risk associated with each portfolio. The PD and LGD floors are based on Trustmark's historical loss experience and applied at a portfolio level.
The external factors qualitative factor is Management’s best judgment on the loan or pool level impact of all factors that affect the portfolio that are not accounted for using any other part of the ACL methodology (i.e., natural disasters, changes in legislation, impacts due to technology and pandemics). During the third quarter of 2024, Trustmark activated the External Factor – Credit Quality Review qualitative factor. This qualitative factor ensures reserve adequacy for collectively evaluated commercial loans that may not have been identified and downgraded timely for various reasons. This qualitative factor population is all commercial loans risk rated 1-5. These loans are then applied to the historical average of the Watch/Special Mention rated percentage. Then the balance of these loans are applied additional reserves based on the same reserve rates utilized in the performance trends qualitative factor for Watch/Special Mention rated loans. Then the Watch/Special Mention population is applied the historical Substandard rated percentage and then subsequently applied the Substandard reserve rate utilized in the performance trends qualitative factor as well. The historical Watch/Special Mention and Substandard rated percentage averages captures the weighted-average life of the commercial loan portfolio. Thus, Trustmark will allocate additional reserves to capture the proportion of potential Watch/Special Mention and Substandard rated credits that may not have been categorized as such at any given point in time through the life of the commercial loan portfolio. During the third quarter of 2025, Management determined that the risk related to delayed identification and downgrading of commercial loans
55
had sufficiently diminished and, as a result, resolved the External Factor – Credit Quality Review qualitative factor and released the associated reserves.
The nature and volume of the portfolio qualitative factor is utilized for a sub-pool of the secured by 1-4 family residential properties due to its significant size as well as the underlying nature being different. The nature and volume of the portfolio qualitative factor utilizes a WARM methodology that uses industry data for the assumptions to support the qualitative adjustment. The industry data is used to compile a PD based on credit score ranges along with using the industry data to compile an LGD. The sub-pools of credits are then aggregated into the appropriate credit score bands in which a weighted-average loss rate is calculated based on the PD and LGD for each credit score range. This weighted-average loss rate is then applied to the expected balance for the sub-segment of credits. This total is then used as the qualitative reserve adjustment. During the first quarter of 2025, Management elected to utilize Trustmark’s historical data to develop a PD based on the credit score ranges initially set up. Additionally, Management elected to use the same LGD value from the mortgage sale that occurred in the second quarter of 2024 along with the same weighted average life assumption utilized to determine the credit mark on this portfolio.
Trustmark's current quantitative methodologies do not completely incorporate changes in credit quality. As a result, Trustmark utilizes the performance trends qualitative factor. This factor is based on migration analyses, that allocates additional ACL to non-pass/delinquent loans within each pool. In this way, Management believes the ACL will directly reflect changes in risk, based on the performance of the loans with a pool, whether declining or improving.
The performance trends qualitative factor is estimated by properly segmenting loan pools into risk levels by risk rating for commercial credits and delinquency status for consumer credits. A migration analysis is then performed quarterly using a third-party software and the results for each risk level are compiled to calculate the historical PD average for each loan portfolio based on risk levels. This average historical PD rate is updated annually. For the mortgage portfolio, Trustmark uses an internal report to incorporate a roll rate method for the calculation of the PD rate. In addition to the PD rate for each portfolio, Management incorporates the quantitative rate and the k value derived from the Frye-Jacobs method to calculate a loss estimate that includes both PD and LGD. The quantitative rate is used to eliminate any additional reserve that the quantitative reserve already includes. Finally, the loss estimate rate is then applied to the total balances for each risk level for each portfolio to calculate a qualitative reserve.
Determining the appropriateness of the allowance is complex and requires judgment by Management about the effect of matters that are inherently uncertain. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and credit loss expense.
For a complete description of Trustmark’s ACL methodology and the quantitative and qualitative factors included in the calculation, please see Note 4 – LHFI and ACL, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
At December 31, 2025, the ACL, LHFI was $157.1 million, a decrease of $3.2 million, or 2.0%, when compared with December 31, 2024. The decrease in the ACL, LHFI during 2025 was principally due to a decrease in specific reserves for individually analyzed credits, positive credit migration and reserves released associated with the resolution of the External Factor – Credit Quality Review qualitative factor, partially offset by an increase in required reserves as a result of loan growth, changes in the macroeconomic forecast and updates to various qualitative reserve factors. Allocation of Trustmark’s ACL, LHFI represented 0.91% of commercial LHFI and 1.94% of consumer and home mortgage LHFI, resulting in an ACL to total LHFI of 1.15% at December 31, 2025. This compares with an ACL to total LHFI of 1.22% at December 31, 2024, which was allocated to commercial LHFI at 1.10% and to consumer and home mortgage LHFI at 1.62%.
The table below illustrates the changes in Trustmark’s ACL on LHFI as well as Trustmark’s loan loss experience for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||
| Balance at beginning of period | $ | 160,270 | $ | 139,367 | $ | 120,214 | ||||||
| LHFI charged off | (26,748 | ) | (26,316 | ) | (17,515 | ) | ||||||
| LHFI charged off, sale of 1-4 family mortgage loans | — | (8,633 | ) | — | ||||||||
| Recoveries | 9,238 | 9,932 | 9,306 | |||||||||
| Net (charge-offs) recoveries | (17,510 | ) | (25,017 | ) | (8,209 | ) | ||||||
| PCL, LHFI | 14,311 | 37,287 | 27,362 | |||||||||
| PCL, LHFI sale of 1-4 family mortgage loans | — | 8,633 | — | |||||||||
| Balance at end of period | $ | 157,071 | $ | 160,270 | $ | 139,367 |
The PCL, LHFI, excluding the PCL, LHFI 1-4 family mortgage loans, for 2025 totaled 0.11% of average loans (LHFS and LHFI), compared to 0.28% of average loans (LHFS and LHFI) in 2024 and 0.21% of average loans (LHFS and LHFI) in 2023. The PCL, LHFI,
56
for 2025 primarily reflected an increase in required reserves as a result of loan growth, changes in the macroeconomic forecast and updates to various qualitative reserve factors, partially offset by a decrease in specific reserves for individually analyzed credits, positive credit migration and reserves released associated with the resolution of the External Factor – Credit Quality Review qualitative factor.
The following table presents the net (charge-offs) recoveries by geographic market region for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||
| Alabama | $ | (6,033 | ) | $ | (6,988 | ) | $ | (873 | ) | |||
| Florida | 340 | 884 | 130 | |||||||||
| Mississippi | (5,390 | ) | (13,801 | ) | (5,347 | ) | ||||||
| Tennessee | (823 | ) | (805 | ) | 1,644 | |||||||
| Texas | (5,604 | ) | (4,307 | ) | (3,763 | ) | ||||||
| Total net (charge-offs) recoveries | $ | (17,510 | ) | $ | (25,017 | ) | $ | (8,209 | ) |
Charge-offs exceeded recoveries for 2025, resulting in net charge-offs of $17.5 million, or 0.13% of average loans (LHFS and LHFI), compared to net charge-offs of $25.0 million, or 0.19% of average loans (LHFS and LHFI), in 2024, and net charge-offs of $8.2 million, or 0.06% of average loans (LHFS and LHFI), in 2023. Net charge-offs during 2024 included $8.6 million of charge-offs related to the sale of 1-4 family mortgage loans during the second quarter of 2024. Excluding the charge-offs related to the sale of 1-4 family mortgage loans, net charge-offs totaled $16.4 million, or 0.12% of average loans (LHFS and LHFI), in 2024. The increase in net charge-offs, excluding the charge-offs related to the sale of 1-4 family mortgage loans, when 2025 is compared to 2024, was principally due to the increases in charge-offs in the Mississippi and Texas market regions and decreases in recoveries in the Texas and Florida market regions, partially offset by a decline in charge-offs in the Alabama market region and an increase in recoveries in the Mississippi market region.
57
The following table presents selected credit ratios for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||||||
| ACL, LHFI to Total LHFI | 1.15 | % | 1.22 | % | 1.08 | % | ||||||
| ACL, LHFI | $ | 157,071 | $ | 160,270 | $ | 139,367 | ||||||
| LHFI | 13,674,233 | 13,089,942 | 12,950,524 | |||||||||
| Nonaccrual LHFI to Total LHFI | 0.62 | % | 0.61 | % | 0.77 | % | ||||||
| Nonaccrual LHFI | $ | 84,391 | $ | 80,109 | $ | 100,008 | ||||||
| LHFI | 13,674,233 | 13,089,942 | 12,950,524 | |||||||||
| ACL, LHFI to Nonaccrual LHFI | 186.12 | % | 200.06 | % | 139.36 | % | ||||||
| ACL, LHFI | $ | 157,071 | $ | 160,270 | $ | 139,367 | ||||||
| Nonaccrual LHFI | 84,391 | 80,109 | 100,008 | |||||||||
| Net (Charge-offs) Recoveries to Average LHFI | ||||||||||||
| Construction, land development and other land loans | 0.04 | % | 0.16 | % | -0.02 | % | ||||||
| Net (charge-offs) recoveries | $ | 225 | $ | 992 | $ | (100 | ) | |||||
| Average LHFI | 564,340 | 608,671 | 652,922 | |||||||||
| Other loans secured by 1-4 family residential properties | -0.09 | % | 0.02 | % | 0.02 | % | ||||||
| Net (charge-offs) recoveries | $ | (611 | ) | $ | 160 | $ | 119 | |||||
| Average LHFI | 653,890 | 641,498 | 599,723 | |||||||||
| Loans secured by nonfarm, nonresidential properties | -0.06 | % | -0.07 | % | 0.06 | % | ||||||
| Net (charge-offs) recoveries | $ | (1,867 | ) | $ | (2,391 | ) | $ | 2,050 | ||||
| Average LHFI | 3,380,819 | 3,563,373 | 3,455,308 | |||||||||
| Other loans secured by real estate | — | -0.01 | % | — | ||||||||
| Net (charge-offs) recoveries | $ | 74 | $ | (88 | ) | $ | 28 | |||||
| Average LHFI | 1,982,700 | 1,459,922 | 1,079,402 | |||||||||
| Other construction loans | 0.01 | % | -0.19 | % | -0.35 | % | ||||||
| Net (charge-offs) recoveries | $ | 35 | $ | (1,793 | ) | $ | (3,380 | ) | ||||
| Average LHFI | 692,585 | 936,608 | 976,849 | |||||||||
| Loans secured by 1-4 family residential properties | -0.07 | % | -0.45 | % | -0.06 | % | ||||||
| Net (charge-offs) recoveries | $ | (1,600 | ) | $ | (10,152 | ) | $ | (1,419 | ) | |||
| Average LHFI | 2,363,216 | 2,261,353 | 2,250,931 | |||||||||
| Commercial and industrial loans | -0.61 | % | -0.44 | % | -0.06 | % | ||||||
| Net (charge-offs) recoveries | $ | (11,298 | ) | $ | (8,085 | ) | $ | (1,095 | ) | |||
| Average LHFI | 1,864,885 | 1,851,959 | 1,867,199 | |||||||||
| Consumer loans | -1.50 | % | -2.32 | % | -2.48 | % | ||||||
| Net (charge-offs) recoveries | $ | (2,361 | ) | $ | (3,630 | ) | $ | (4,098 | ) | |||
| Average LHFI | 157,283 | 156,252 | 165,241 | |||||||||
| State and other political subdivision loans | — | — | — | |||||||||
| Net (charge-offs) recoveries | $ | — | $ | — | $ | — | ||||||
| Average LHFI | 1,000,532 | 1,017,430 | 1,104,444 | |||||||||
| Other commercial loans and leases | -0.01 | % | -0.01 | % | -0.06 | % | ||||||
| Net (charge-offs) recoveries | $ | (107 | ) | $ | (30 | ) | $ | (314 | ) | |||
| Average LHFI | 739,694 | 599,995 | 486,518 | |||||||||
| Total LHFI | -0.13 | % | -0.19 | % | -0.06 | % | ||||||
| Net (charge-offs) recoveries | $ | (17,510 | ) | $ | (25,017 | ) | $ | (8,209 | ) | |||
| Average LHFI | 13,399,944 | 13,097,061 | 12,638,537 |
58
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which is included on the accompanying consolidated balance sheets. Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. Trustmark calculates an expected funding rate each period which is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. Additionally, a reserve rate is applied to the unfunded commitment balance, which includes both quantitative and a majority of the qualitative aspects of the current period's expected credit loss rate. During 2024, Management implemented a performance trends qualitative factor for unfunded commitments and an External Factor – Credit Quality Review qualitative factor for unfunded commitments. For both qualitative factors, the same assumptions are applied in the unfunded commitment calculation that are used in the funded balance calculation with the only difference being the unfunded commitment calculation includes the funding rates for the unfunded commitments. The reserves for these two qualitative factors are added to the other calculated reserve to get a total reserve for off-balance sheet credit exposures. During the third quarter of 2025, Management determined that the risk related to delayed identification and downgrading of commercial loans had sufficiently diminished and, as a result, resolved the External Factor – Credit Quality Review qualitative factor and released the associated reserves. See the section captioned “ACL on Off-Balance Sheet Credit Exposures” in Note 16 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for complete description of Trustmark’s ACL methodology on off-balance sheet credit exposures.
Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures. At December 31, 2025, the ACL on off-balance sheet credit exposures totaled $28.0 million compared to $29.4 million at December 31, 2024, a decrease of $1.4 million, or 4.9%. The PCL, off-balance sheet credit exposures totaled a negative $1.4 million for 2025, compared to a negative PCL, off-balance sheet credit exposures of $4.7 million for 2024 and a negative PCL, off-balance sheet credit exposures of $2.8 million for 2023. The release in PCL, off-balance sheet credit exposures for 2025 primarily reflected a decrease in required reserves as a result of positive credit migration and reserves released associated with the resolution of the External Factor – Credit Quality Review qualitative factor, partially offset by an increase in required reserves as a result of changes in the total reserve rate.
Nonperforming Assets
The table below provides the components of the nonperforming assets by geographic market region at December 31, 2025 and 2024 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||||
| Nonaccrual LHFI | ||||||||
| Alabama | $ | 4,638 | $ | 18,601 | ||||
| Florida | 442 | 305 | ||||||
| Mississippi | 73,045 | 42,203 | ||||||
| Tennessee | 2,396 | 2,431 | ||||||
| Texas | 3,870 | 16,569 | ||||||
| Total nonaccrual LHFI | 84,391 | 80,109 | ||||||
| Other real estate | ||||||||
| Alabama | 409 | 170 | ||||||
| Mississippi | 5,621 | 2,407 | ||||||
| Tennessee | 927 | 1,079 | ||||||
| Texas | — | 2,261 | ||||||
| Total other real estate | 6,957 | 5,917 | ||||||
| Total nonperforming assets | $ | 91,348 | $ | 86,026 | ||||
| Nonperforming assets/total loans (LHFS and LHFI) and other real estate | 0.65 | % | 0.65 | % | ||||
| Loans Past Due 90 Days or More | ||||||||
| LHFI | $ | 5,097 | $ | 4,092 | ||||
| LHFS - Guaranteed GNMA services loans (1) | $ | 98,939 | $ | 71,255 |
(1)
No obligation to repurchase.
59
For additional information regarding the Trustmark’s serviced GNMA loans eligible for repurchase, please see the section captioned “Loans Held for Sale (LHFS)” included in Note 1 – Significant Accounting Policies of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Nonaccrual LHFI
At December 31, 2025, nonaccrual LHFI totaled $84.4 million, or 0.60% of total LHFS and LHFI, reflecting an increase of $4.3 million, or 5.3%, relative to December 31, 2024, primarily as a result of mortgage loans placed on nonaccrual in the Mississippi market region, largely offset by the resolution of three large nonaccrual commercial credits in the Alabama and Texas market regions which were reserved for in a prior period. Trustmark's mortgage loans are primarily included in the Mississippi market region because these loans are centrally analyzed and approved as part of the mortgage line of business, which is located in Jackson, Mississippi.
For additional information regarding nonaccrual LHFI, see the section captioned “Nonaccrual and Past Due LHFI” in Note 4 – LHFI and ACL, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Other Real Estate
Other real estate at December 31, 2025 increased $1.0 million, or 17.6%, when compared with December 31, 2024, primarily reflecting property foreclosed in the Mississippi and Alabama market regions largely offset by foreclosed properties sold in the Mississippi, Texas and Alabama market regions.
The following tables illustrate changes in other real estate by geographic market region for the periods presented ($ in thousands):
| Year Ended December 31, 2025 | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | |||||||||||||||||||
| Balance at beginning of period | $ | 5,917 | $ | 170 | $ | — | $ | 2,407 | $ | 1,079 | $ | 2,261 | ||||||||||||
| Additions | 8,471 | 699 | — | 7,713 | 59 | — | ||||||||||||||||||
| Disposals | (6,739 | ) | (496 | ) | — | (3,923 | ) | (59 | ) | (2,261 | ) | |||||||||||||
| Net (write-downs) recoveries | (692 | ) | 36 | — | (576 | ) | (152 | ) | — | |||||||||||||||
| Balance at end of period | $ | 6,957 | $ | 409 | $ | — | $ | 5,621 | $ | 927 | $ | — |
| Year Ended December 31, 2024 | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | |||||||||||||||||||
| Balance at beginning of period | $ | 6,867 | $ | 1,397 | $ | — | $ | 1,242 | $ | — | $ | 4,228 | ||||||||||||
| Additions | 6,782 | 92 | — | 5,716 | 974 | — | ||||||||||||||||||
| Disposals | (6,084 | ) | (1,475 | ) | (71 | ) | (4,452 | ) | (86 | ) | — | |||||||||||||
| Net (write-downs) recoveries | (1,648 | ) | 156 | — | (28 | ) | 191 | (1,967 | ) | |||||||||||||||
| Adjustments | — | — | 71 | (71 | ) | — | — | |||||||||||||||||
| Balance at end of period | $ | 5,917 | $ | 170 | $ | — | $ | 2,407 | $ | 1,079 | $ | 2,261 |
| Year Ended December 31, 2023 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | ||||||||||||||||||
| Balance at beginning of period | $ | 1,986 | $ | 194 | $ | — | $ | 1,769 | $ | 23 | $ | — | |||||||||||
| Additions | 7,237 | 1,073 | — | 1,706 | 230 | 4,228 | |||||||||||||||||
| Disposals | (2,555 | ) | (194 | ) | — | (2,108 | ) | (253 | ) | — | |||||||||||||
| Net (write-downs) recoveries | 199 | 324 | — | (125 | ) | — | — | ||||||||||||||||
| Balance at end of period | $ | 6,867 | $ | 1,397 | $ | — | $ | 1,242 | $ | — | $ | 4,228 |
Net write-downs of other real estate decreased $956 thousand, or 58.0%, when 2025 is compared to 2024. The decrease in net write-downs of other real estate during 2025 was primarily due to a write-down on a large commercial foreclosed property in the Texas market region during 2024, partially offset by an increase in write-downs of other real estate in the Mississippi and Tennessee market regions and a decrease in recoveries of other real estate in the Alabama market region.
60
The following table illustrates other real estate by type of property at December 31, 2025 and 2024 ($ in thousands):
| December 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2025 | 2024 | ||||||
| Construction, land development and other land properties | $ | 63 | $ | 46 | |||
| 1-4 family residential properties | 3,871 | 2,260 | |||||
| Nonfarm, nonresidential properties | 1,273 | 3,611 | |||||
| Other real estate properties | 1,750 | — | |||||
| Total other real estate | $ | 6,957 | $ | 5,917 |
For additional information regarding other real estate, please see Note 8 – Other Real Estate included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Deposits
Trustmark’s deposits are its primary source of funding and consist primarily of core deposits from the communities Trustmark serves. Deposits include interest-bearing and noninterest-bearing demand accounts, savings, MMDA, CDs and individual retirement accounts. Total deposits were $15.500 billion at December 31, 2025 compared to $15.108 billion at December 31, 2024, an increase of $391.6 million, or 2.6%, reflecting an increase in interest-bearing deposits accounts and a decline in noninterest-bearing accounts. During 2025, noninterest-bearing deposits decreased $37.1 million, or 1.2%, primarily due to a decline in public demand deposit accounts partially offset by increases in commercial and personal demand deposit accounts. Interest-bearing deposits increased $428.7 million, or 3.6%, during 2025, primarily due to growth in all categories of CDs and MMDA as well as commercial interest checking accounts, partially offset by declines in public and consumer interest checking accounts.
At December 31, 2025, Trustmark's total uninsured deposits were $5.478 billion, or 35.3% of total deposits, compared to $5.359 billion, or 35.5% of total deposits, at December 31, 2024.
The maturities of time deposits that exceed the FDIC insurance limit of $250 thousand at December 31, 2025 are as follows ($ in thousands):
| Three months or less | $ | 332,632 | |
|---|---|---|---|
| Over three months through six months | 444,845 | ||
| Over six months through twelve months | 267,916 | ||
| Over twelve months | 4,247 | ||
| Total time deposits in excess of FDIC insurance limit | $ | 1,049,640 |
Borrowings
Trustmark uses short-term borrowings, such as federal funds purchased, securities sold under repurchase agreements and short-term FHLB advances, to fund growth of earning assets in excess of deposit growth. See the section captioned “Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Federal funds purchased and securities sold under repurchase agreements totaled $445.0 million at December 31, 2025 compared to $324.0 million at December 31, 2024, an increase of $121.0 million, or 37.3%, principally due to an increase in upstream federal funds purchased. At December 31, 2025, none of this balance represented customer related transactions, such as commercial sweep repurchase balances, compared to $39.0 million at December 31, 2024. Trustmark discontinued the customer sweep product during the third quarter of 2025. Trustmark had $445.0 million of upstream federal funds purchased at December 31, 2025, compared to $285.0 million at December 31, 2024.
Other borrowings totaled $364.8 million at December 31, 2025, an increase of $63.2 million, or 21.0%, when compared with $301.5 million at December 31, 2024, principally due to increases in GNMA loans eligible for repurchase and outstanding short-term FHLB advances obtained from the FHLB of Dallas.
Subordinated Notes
During 2020, Trustmark issued and sold $125.0 million aggregate principal amount of its 3.625% Fixed-to-Floating Rate Subordinated Notes (the 2020 Notes) due December 1, 2030. The 2020 Notes were sold at an underwriting discount of 1.2%, resulting in net proceeds
61
to Trustmark of $123.5 million before deducting offering expenses. At December 31, 2024, the carrying amount of the 2020 Notes was $123.7 million. The 2020 Notes qualified as Tier 2 capital for Trustmark.
During the fourth quarter of 2025, Trustmark issued and sold $175.0 million aggregate principal amount of its 6.00% Fixed-to-Floating Rate Subordinated Notes (the 2025 Notes) due December 1, 2035. The 2025 Notes were sold at an underwriting discount of 1.1%, resulting in net proceeds to Trustmark of $173.1 million before deducting offering expenses. Trustmark used the net proceeds from the offering, after the payment of offering expenses, to repay the $125.0 million of aggregate principal amount of the 2020 Notes plus accrued interest and for general corporate purposes.
The 2025 Notes are unsecured obligations and are subordinated in right of payment to all of Trustmark’s existing and future senior indebtedness, whether secured or unsecured. The 2025 Notes are obligations of Trustmark only and are not obligations of, and are not guaranteed by, any of its subsidiaries, including TB. The 2025 Notes qualify as Tier 2 capital for Trustmark. The 2025 Notes may be redeemed at Trustmark’s option under certain circumstances.
From and including the date of issuance to, but excluding, December 1, 2030 (unless redeemed prior to such date), the 2025 Notes bear interest at a rate of 6.00% per year, payable semiannually in arrears on June 1 and December 1 of each year, commencing on June 1, 2026. From and including December 1, 2030 to, but excluding, the maturity date (unless redeemed prior to such date), the 2025 Notes will bear interest at a floating rate per year equal to the Three-Month Term Secured Overnight Financing Rate (SOFR), plus 260 basis points, payable quarterly in arrears on March 1, June 1, September 1 and December 1 of each year, commencing on March 1, 2031.
At December 31, 2025, the carrying amount of the 2025 Notes was $172.0 million.
Benefit Plans
Defined Benefit Plans
As disclosed in Note 14 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a noncontributory tax-qualified defined benefit pension plan titled the Trustmark Corporation Pension Plan for Certain Employees of Acquired Financial Institutions (the Continuing Plan) to satisfy commitments made by Trustmark to associates covered through plans obtained in acquisitions.
At December 31, 2025, the fair value of the Continuing Plan’s assets totaled $1.6 million and was exceeded by the projected benefit obligation of $4.3 million by $2.7 million. Net periodic benefit cost equaled $100 thousand in 2025, compared to $177 thousand in 2024 and $262 thousand in 2023.
The fair value of plan assets is determined utilizing current market quotes, while the benefit obligation and periodic benefit costs are determined utilizing actuarial methodology with certain weighted-average assumptions. For 2025, 2024 and 2023, the process used to select the discount rate assumption under FASB ASC Topic 715, "Compensation-Retirement Benefits," takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. Assumptions, which have been chosen to represent the estimate of a particular event as required by GAAP, have been reviewed and approved by Management based on recommendations from its actuaries.
The range of potential contributions to the Continuing Plan is determined annually by the Continuing Plan’s actuary in accordance with applicable IRS rules and regulations. Trustmark’s policy is to fund amounts that are sufficient to satisfy the annual minimum funding requirements and do not exceed the maximum that is deductible for federal income tax purposes. The actual amount of the contribution is determined annually based on the Continuing Plan’s funded status and return on plan assets as of the measurement date, which is December 31. For the plan year ending December 31, 2025, Trustmark’s minimum required contribution to the Continuing Plan was $98 thousand; however, Trustmark contributed $109 thousand, $11 thousand in excess of the minimum required. For the plan year ending December 31, 2026, Trustmark’s minimum required contribution to the Continuing Plan is expected to be $91 thousand; however, Management and the Board of Directors of Trustmark will monitor the Continuing Plan throughout 2026 to determine any additional funding requirements by the plan’s measurement date.
Supplemental Retirement Plans
As disclosed in Note 14 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a nonqualified supplemental retirement plan covering key executive officers and senior officers as well as directors who have elected to defer fees. The plan provides for retirement and/or death benefits based on a participant’s covered salary or deferred fees. Although plan benefits may be paid from Trustmark’s general assets, Trustmark has purchased life insurance contracts on the participants covered under the plan, which may be used to fund future benefit payments under
62
the plan. The annual measurement date for the plan is December 31. As a result of mergers prior to 2014, Trustmark became the administrator of nonqualified supplemental retirement plans, for which the plan benefits were frozen prior to the merger dates.
At December 31, 2025, the accrued benefit obligation for the supplemental retirement plans equaled $37.1 million, while the net periodic benefit cost equaled $2.2 million in 2025, $2.4 million in 2024 and $2.5 million in 2023. The net periodic benefit cost and projected benefit obligation are determined using actuarial assumptions as of the plans’ measurement date. The process used to select the discount rate assumption under FASB ASC Topic 715 takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. At December 31, 2025, unrecognized actuarial losses and unrecognized prior service costs continue to be amortized over future service periods.
Legal Environment
Information required in this section is set forth under the heading “Legal Proceedings” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Arrangements
Information required in this section is set forth under the heading “Lending Related” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Capital Resources and Liquidity
Trustmark places a significant emphasis on the maintenance of a strong capital position, which promotes investor confidence, provides access to funding sources under favorable terms and enhances Trustmark’s ability to capitalize on business growth and acquisition opportunities. Higher levels of liquidity, however, bear corresponding costs, measured in terms of lower yields on short-term, more liquid earning assets and higher expenses for extended liability maturities. Trustmark manages capital based upon risks and growth opportunities as well as regulatory requirements. Trustmark utilizes a capital model in order to provide Management with a monthly tool for analyzing changes in its strategic capital ratios. This allows Management to hold sufficient capital to provide for growth opportunities and protect the balance sheet against sudden adverse market conditions, while maintaining an attractive return on equity to shareholders.
At December 31, 2025, Trustmark’s total shareholders’ equity was $2.122 billion, an increase of $159.4 million, or 8.1%, when compared to December 31, 2024. The increase in shareholders’ equity during 2025 was primarily as a result of net income of $224.1 million, a positive net change in the fair market value of available for sale securities, net of tax, of $46.0 million, a $14.1 million positive net change in the fair market value of cash flow hedges, net of tax, and a decrease in the unrealized net holding losses on securities transferred from available for sale to held to maturity, net of tax, of $10.3 million, partially offset by common stock repurchases of $80.0 million and common stock dividends of $58.5 million.
Regulatory Capital
Trustmark and TB are subject to minimum risk-based capital and leverage capital requirements, as described in the section captioned “Capital Adequacy” included in Part I. Item 1. – Business of this report, which are administered by the federal bank regulatory agencies. These capital requirements, as defined by federal regulations, involve quantitative and qualitative measures of assets, liabilities and certain off-balance sheet instruments. Trustmark’s and TB’s minimum risk-based capital requirements include a capital conservation buffer of 2.5%. AOCI is not included in computing regulatory capital. Trustmark elected the five-year phase-in transition period (through December 31, 2024) related to adopting FASB ASU 2016-13 for regulatory capital purposes. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the financial statements of Trustmark and TB and limit Trustmark’s and TB’s ability to pay dividends. At December 31, 2025, Trustmark and TB exceeded all applicable minimum capital standards. In addition, Trustmark and TB met applicable regulatory guidelines to be considered well-capitalized at December 31, 2025. To be categorized in this manner, Trustmark and TB maintained minimum common equity Tier 1 risk-based capital, Tier 1 risk-based capital, total risk-based capital and Tier 1 leverage ratios, and were not subject to any written agreement, order or capital directive, or prompt corrective action directive issued by their primary federal regulators to meet and maintain a specific capital level for any capital measures. There are no significant conditions or events that have occurred since December 31, 2025, which Management believes have affected Trustmark’s or TB’s present classification.
In 2020, Trustmark enhanced its capital structure with the issuance of $125.0 million of the 2020 Notes. At December 31, 2024, the carrying amount of the 2020 Notes was $123.7 million. For regulatory capital purposes, the 2020 Notes qualified as Tier 2 capital for Trustmark at December 31, 2024.
63
During the fourth quarter of 2025, Trustmark further enhanced its capital structure with the issuance of $175.0 million of the 2025 Notes. The 2025 Notes mature on December 1, 2035 and are redeemable at Trustmark’s option under certain circumstances. Trustmark used the net proceeds from the offering, after the payment of offering expenses, to repay the $125.0 million of aggregate principal amount of the 2020 Notes plus accrued interest and for general corporate purposes. At December 31, 2025, the carrying amount of the 2025 Notes was $172.0 million. The 2025 Notes qualified as Tier 2 capital for Trustmark at December 31, 2025. Trustmark may utilize the full carrying value of the 2025 Notes as Tier 2 capital until December 1, 2030 (five years prior to maturity). Beginning December 1, 2030, the 2025 Notes will phase out of Tier 2 capital 20.0% each year until maturity.
In 2006, Trustmark enhanced its capital structure with the issuance of trust preferred securities. For regulatory capital purposes, the trust preferred securities qualified as Tier 1 capital at December 31, 2025 and 2024. Trustmark intends to continue to utilize $60.0 million in trust preferred securities issued by the Trust as Tier 1 capital up to the regulatory limit, as permitted by the grandfather provision in the Dodd-Frank Act and the Basel III Final Rule.
Refer to the section captioned “Regulatory Capital” included in Note 17 – Shareholders’ Equity in Part II. Item 8. – Financial Statements and Supplementary Data of this report for an illustration of Trustmark’s and TB’s actual regulatory capital amounts and ratios under regulatory capital standards in effect at December 31, 2025 and 2024.
Dividends on Common Stock
Dividends per common share for the year ended December 31, 2025, were $0.96 compared to $0.92 for each of the years ended December 31, 2024 and 2023. Trustmark’s dividend payout ratio for 2025, 2024 and 2023 was 25.81%, 25.21%, and 33.95%, respectively. Since Trustmark is a holding company and does not conduct operations, its primary source of liquidity are dividends paid from TB and borrowings from outside sources. As a Mississippi state-chartered banking corporation, TB must obtain the approval of the MDBCF prior to declaring or paying a dividend on its common stock. Approval by TB's regulators is required if the total of all dividends declared by TB in any calendar year exceeds the total of its net income for that year combined with its retained net income of the preceding two years. In 2026, TB will have available approximately $227.4 million plus its net income for that year to pay as dividends to Trustmark. The actual amount of any dividends declared in 2026 by Trustmark will be determined by Trustmark’s Board of Directors. Trustmark’s Board of Directors declared a quarterly cash dividend of $0.25 per share payable of March 15, 2026, to shareholders of record on March 1, 2026. Trustmark's payment of the dividend will be funded fully by a dividend from TB to Trustmark, which the MDBCF approved on January 28, 2026.
Stock Repurchase Plan
From time to time, Trustmark’s Board of Directors has authorized stock repurchase plans. In general, stock repurchase plans allow Trustmark to proactively manage its capital position and return excess capital to shareholders. Shares purchased also provide Trustmark with shares of common stock necessary to satisfy obligations related to stock compensation awards. Under the stock repurchase plan effective January 1, 2023 through December 31, 2023, Trustmark did not repurchase any of its outstanding common stock. Under the stock repurchase plan effective January 1, 2024 through December 31, 2024, Trustmark repurchased 203 thousand shares of its common stock valued at $7.5 million. Under the stock repurchase plan effective January 1, 2025 through December 31, 2025, Trustmark repurchased 2.2 million shares of its common stock valued at $80.0 million. On December 2, 2025, Trustmark’s Board of Directors authorized a stock repurchase program effective January 1, 2026, under which $100.0 million of Trustmark’s outstanding shares may be acquired through December 31, 2026. The repurchase program, which is subject to market conditions and management discretion, will be implemented through open market repurchases or privately negotiated transactions. Under this authority, Trustmark repurchased 163 thousand shares of its common stock valued at $6.5 million during January 2026.
Liquidity
Liquidity is the ability to ensure that sufficient cash flow and liquid assets are available to satisfy current and future financial obligations, including demand for loans and deposit withdrawals, funding operating costs and other corporate purposes. Consistent cash flows from operations and adequate capital provide internally generated liquidity. Furthermore, Management maintains funding capacity from a variety of external sources to meet daily funding needs, such as those required to meet deposit withdrawals, loan disbursements and security settlements. Liquidity strategy also includes the use of wholesale funding sources to provide for the seasonal fluctuations of deposit and loan demand and the cyclical fluctuations of the economy that impact the availability of funds. Management keeps excess funding capacity available to meet potential demands associated with adverse circumstances.
The asset side of the balance sheet provides liquidity primarily through maturities and cash flows from loans and securities as well as the ability to pledge or sell certain loans and securities. The liability portion of the balance sheet provides liquidity primarily through noninterest and interest-bearing deposits. Trustmark utilizes federal funds purchased, FHLB advances, securities sold under repurchase
64
agreements, the Discount Window and brokered deposits to provide additional liquidity. Access to these additional sources represents Trustmark’s incremental borrowing capacity.
Trustmark’s liquidity position is continuously monitored and adjustments are made to manage the balance as deemed appropriate. Liquidity risk management is an important element to Trustmark’s asset/liability management process. Trustmark regularly models liquidity stress scenarios to assess potential liquidity outflows or funding problems resulting from economic disruptions or other significant occurrences as deemed appropriate by Management. These scenarios are incorporated into Trustmark’s contingency funding plan, which provides the basis for the identification of its liquidity needs.
Deposit accounts represent Trustmark’s largest funding source. Average deposits totaled to $15.280 billion for 2025 and represented approximately 82.6% of average liabilities and shareholders’ equity, compared to average deposits of $15.366 billion, which represented 82.8% of average liabilities and shareholders’ equity for 2024.
Trustmark had $408.4 million held in an interest-bearing account at the FRBA at December 31, 2025, compared to $297.3 million at December 31, 2024.
Trustmark utilizes brokered deposits to supplement other wholesale funding sources. At December 31, 2025 and 2024, brokered sweep MMDA deposits totaled $9.6 million and $10.6 million, respectively. In addition, Trustmark had $299.9 million of brokered CDs at December 31, 2025 compared to $250.0 million at December 31, 2024.
At December 31, 2025, Trustmark had $445.0 million of upstream federal funds purchased compared to $285.0 million of upstream federal funds purchased at December 31, 2024. Trustmark maintains adequate federal funds lines to provide sufficient short-term liquidity.
Trustmark maintains a relationship with the FHLB of Dallas, which provided $225.0 million of outstanding short-term advances and no long-term advances at December 31, 2025, compared to $200.0 million of outstanding short-term advances and no long-term advances at December 31, 2024. Under the existing borrowing agreement, Trustmark had sufficient qualifying collateral to increase FHLB advances with the FHLB of Dallas by $1.962 billion at December 31, 2025.
Additionally, Trustmark has the ability to leverage its unencumbered investment securities as collateral. At December 31, 2025, Trustmark had approximately $1.371 billion available in unencumbered Treasury and agency securities compared to $1.107 billion at December 31, 2024.
Another borrowing source is the Discount Window. At December 31, 2025, Trustmark had approximately $7.771 billion available in collateral capacity at the Discount Window primarily from pledges of commercial and consumer LHFI, compared with $1.187 billion at December 31, 2024.
During 2020, Trustmark issued and sold $125.0 million aggregate principal amount of the 2020 Notes. At December 31, 2024, the carrying amount of the 2020 Notes was $123.7 million. During the fourth quarter of 2025, Trustmark issued and sold $175.0 million aggregate principal amount of the 2025 Notes. Trustmark used the net proceeds from the offering, after the payment of offering expenses, to repay the existing $125.0 million of aggregate principal amount of the 2020 Notes plus accrued interest and for general corporate purposes. At December 31, 2025, the carrying amount of the 2025 Notes was $172.0 million. The 2025 Notes mature December 1, 2035 and are redeemable at Trustmark’s option under certain circumstances. The 2025 Notes are unsecured obligations and are subordinated in right of payment to all of Trustmark’s existing and future senior indebtedness, whether secured or unsecured. The 2025 Notes are obligations of Trustmark only and are not obligations of, and are not guaranteed by, any of its subsidiaries, including TB.
During 2006, Trustmark completed a private placement of $60.0 million of trust preferred securities through a newly formed Delaware trust affiliate, the Trust. The trust preferred securities mature September 30, 2036 and are redeemable at Trustmark’s option. The proceeds from the sale of the trust preferred securities were used by the Trust to purchase $61.9 million in aggregate principal amount of Trustmark’s junior subordinated debentures.
The Board of Directors of Trustmark currently has the authority to issue up to 20.0 million preferred shares with no par value. The ability to issue preferred shares in the future will provide Trustmark with additional financial and management flexibility for general corporate and acquisition purposes. At December 31, 2025, Trustmark had no shares of preferred stock issued and outstanding.
Management believes that Trustmark has sufficient liquidity and capital resources to meet presently known cash flow requirements arising from ongoing business transactions. As of December 31, 2025, Management is not aware of any events that are reasonably
65
likely to have a material adverse effect on our liquidity, capital resources or operations. In addition, Management is not aware of any regulatory recommendations regarding liquidity that would have a material adverse effect on Trustmark.
In the ordinary course of business, Trustmark has entered into contractual obligations and has made other commitments to make future payments. Please refer to the accompanying notes to the consolidated financial statements included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for the expected timing of such payments as of December 31, 2025. These include payments related to (i) short-term and long-term borrowings (Note 11 – Borrowings), (ii) operating and finance leases (Note 9 – Leases), (iii) time deposits with stated maturity dates (Note 10 – Deposits) and (iv) commitments to extend credit and standby letters of credit (Note 16 – Commitments and Contingencies).
Asset/Liability Management
Overview
Market risk reflects the potential risk of loss arising from adverse changes in interest rates and market prices. Trustmark has risk management policies to monitor and limit exposure to market risk. Trustmark’s primary market risk is interest rate risk created by core banking activities. Interest rate risk is the potential variability of the income generated by Trustmark’s financial products or services, which results from changes in various market interest rates. Market rate changes may take the form of absolute shifts, variances in the relationships between different rates and changes in the shape or slope of the interest rate term structure.
Management continually develops and applies cost-effective strategies to manage these risks. Management’s Asset/Liability Committee sets the day-to-day operating guidelines, approves strategies affecting net interest income and coordinates activities within policy limits established by the Board of Directors of Trustmark. A key objective of the asset/liability management program is to quantify, monitor and manage interest rate risk and to assist Management in maintaining stability in the net interest margin under varying interest rate environments.
Derivatives
Trustmark uses financial derivatives for management of interest rate risk. Management’s Asset/Liability Committee, in its oversight role for the management of interest rate risk, approves the use of derivatives in balance sheet hedging strategies. The most common derivatives employed by Trustmark are interest rate lock commitments, forward contracts (both futures contracts and options on futures contracts), interest rate swaps, interest rate caps and interest rate floors. As a general matter, the values of these instruments are designed to be inversely related to the values of the assets that they hedge (i.e., if the value of the hedged asset falls, the value of the related hedge rises). In addition, Trustmark has entered into derivatives contracts as counterparty to one or more customers in connection with loans extended to those customers. These transactions are designed to hedge interest rate, currency or other exposures of the customers and are not entered into by Trustmark for speculative purposes. Increased federal regulation of the derivatives markets may increase the cost to Trustmark to administer derivatives programs.
Derivatives Designated as Hedging Instruments
Trustmark engages in a cash flow hedging program to add stability to interest income and to manage its exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of fixed-rate amounts from a counterparty in exchange for Trustmark making variable-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate floor spreads designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates fall below the purchased floor strike rate on the contract and payments of variable rate amounts if interest rates fall below the sold floor strike rate on the contract. Trustmark uses such derivatives to hedge the variable cash flows associated with existing and anticipated variable-rate loan assets. At December 31, 2025, the aggregate notional value of Trustmark's interest rate swaps and floor spreads designated as cash flow hedges totaled $1.630 billion compared to $1.500 billion at December 31, 2024.
Trustmark records any gains or losses on these cash flow hedges in AOCI. Gains and losses on derivatives representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis, as documented at hedge inception in accordance with Trustmark’s accounting policy election. The earnings recognition of excluded components included in interest and fees on LHFS and LHFI totaled $526 thousand, $474 thousand and $57 thousand of amortization expense for the years ended December 31, 2025, 2024 and 2023, respectively. As interest payments are received on Trustmark's variable-rate assets, amounts reported in AOCI are reclassified into interest and fees on LHFS and LHFI in the accompanying consolidated statements of income during the same period. For the years ended December 31, 2025, 2024 and 2023, Trustmark reclassified a loss, net of tax, of $7.1 million, $13.6 million and $12.3 million, respectively, into interest and fees on LHFS and LHFI. During the next twelve months, Trustmark estimates that $704 thousand will be reclassified as a reduction to interest and fees on LHFS and LHFI. This amount could differ due to changes in interest rates, hedge de-designations or the addition of other hedges.
66
Derivatives Not Designated as Hedging Instruments
As part of Trustmark’s risk management strategy in the mortgage banking business, various derivative instruments such as interest rate lock commitments and forward sales contracts are utilized. Interest rate lock commitments are residential mortgage loan commitments with customers, which guarantee a specified interest rate for a specified period of time. Changes in the fair value of these derivative instruments are recorded as noninterest income (loss) in mortgage banking, net and are offset by the changes in the fair value of forward sales contracts. The gross notional amount of Trustmark’s off-balance sheet obligations under these derivative instruments totaled $74.5 million at December 31, 2025, with a positive valuation adjustment of $998 thousand, compared to $52.1 million, with a positive valuation adjustment of $229 thousand at December 31, 2024. Trustmark’s obligations under forward sales contracts consist of commitments to deliver mortgage loans, originated and/or purchased, in the secondary market at a future date. Changes in the fair value of these derivative instruments are recorded as noninterest income (loss) in mortgage banking, net and are offset by changes in the fair value of LHFS. The gross notional amount of Trustmark’s off-balance sheet obligations under these derivative instruments totaled $152.0 million at December 31, 2025, with a negative valuation adjustment of $287 thousand, compared to $110.0 million, with a positive valuation adjustment of $679 thousand at December 31, 2024.
Trustmark utilizes a portfolio of exchange-traded derivative instruments, such as Treasury note futures contracts and option contracts, to achieve a fair value return that economically hedges changes in the fair value of the MSR attributable to interest rates. These transactions are considered freestanding derivatives that do not otherwise qualify for hedge accounting under GAAP. The total notional amount of these derivative instruments was $345.5 million at December 31, 2025 compared to $311.5 million at December 31, 2024. These exchange-traded derivative instruments are accounted for at fair value with changes in the fair value recorded as noninterest income (loss) in mortgage banking, net and are offset by the changes in the fair value of the MSR. The MSR fair value represents the present value of future cash flows, which among other things includes decay and the effect of changes in interest rates. Ineffectiveness of hedging the MSR fair value is measured by comparing the change in value of hedge instruments to the change in the fair value of the MSR asset attributable to changes in interest rates and other market driven changes in valuation inputs and assumptions. The impact of this strategy resulted in a net negative ineffectiveness of $2.6 million for the year ended December 31, 2025, compared to a net negative ineffectiveness of $9.2 million and $6.3 million for the years ended December 31, 2024 and 2023, respectively.
Trustmark offers certain interest rate derivatives products directly to qualified commercial lending clients seeking to manage their interest rate risk under loans they have entered into with TB. Trustmark economically hedges interest rate swap transactions executed with commercial lending clients by entering into offsetting interest rate swap transactions with institutional derivatives market participants. Derivatives transactions executed as part of this program are not designated as qualifying hedging relationships under GAAP and are, therefore, carried on Trustmark’s financial statements at fair value with the change in fair value recorded as noninterest income (loss) in bank card and other fees. Because these derivatives have mirror-image contractual terms, in addition to collateral provisions which mitigate the impact of non-performance risk, the changes in fair value are expected to substantially offset. The offsetting interest rate swap transactions are either cleared through the Chicago Mercantile Exchange for clearable transactions or booked directly with institutional derivatives market participants for non-clearable transactions. The Chicago Mercantile Exchange rules legally characterize variation margin collateral payments made or received for centrally cleared interest rate swaps as settlements rather than collateral. As a result, centrally cleared interest rate swaps included in other assets and other liabilities are presented on a net basis in the accompanying consolidated balance sheets. At December 31, 2025, Trustmark had interest rate swaps with an aggregate notional amount of $1.991 billion related to this program, compared to $1.819 billion at December 31, 2024.
Credit-Risk-Related Contingent Features
Trustmark has agreements with its financial institution counterparties that contain provisions where if Trustmark defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then Trustmark could also be deemed to be in default on its derivatives obligations.
At December 31, 2025, the termination value of interest rate swaps in a liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $117 thousand compared to $568 thousand at December 31, 2024. At December 31, 2025 and 2024, Trustmark had posted collateral of $2.2 million and $1.5 million, respectively, against its obligations because of negotiated thresholds and minimum transfer amounts under these agreements. If Trustmark had breached any of these triggering provisions at December 31, 2025, it could have been required to settle its obligations under the agreements at the termination value (which is expected to approximate fair market value).
Credit risk participation agreements arise when Trustmark contracts with other financial institutions, as a guarantor or beneficiary, to share credit risk associated with certain interest rate swaps. These agreements provide for reimbursement of losses resulting from a third-party default on the underlying swap. At December 31, 2025, Trustmark had entered into ten risk participation agreements as a beneficiary with and aggregate notional amount of $113.7 million compared to eleven risk participation agreements as a beneficiary with and aggregate notional amount of $83.9 million at December 31, 2024. At December 31, 2025, Trustmark had entered into
67
twenty-seven risk participation agreements as a guarantor with an aggregate notional amount of $267.9 million, compared to twenty-eight risk participation agreements as a guarantor with an aggregate notional amount of $229.1 million at December 31, 2024. The aggregate fair values of these risk participation agreements were immaterial at December 31, 2025 and 2024.
Trustmark’s participation in the derivatives markets is subject to increased federal regulation of these markets. Trustmark believes that it may continue to use financial derivatives to manage interest rate risk and also to offer derivatives products to certain qualified commercial lending clients in compliance with the Volcker Rule. However, the increased federal regulation of the derivatives markets has increased the cost to Trustmark of administering its derivatives programs. Some of these costs (particularly compliance costs related to the Volcker Rule and other federal regulations) are expected to recur in the future.
MD&A history
Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.
FY 2024 10-K MD&A
SEC filing source: 0000950170-25-023184.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following provides a narrative discussion and analysis of Trustmark’s financial condition and results of operations. This discussion should be read in conjunction with the consolidated financial statements and the supplemental financial data included in Part II. Item 8. – Financial Statements and Supplementary Data of this report. Discussion and analysis of Trustmark’s financial condition and results of operations for the years ended December 31, 2023 and 2022 are included in the respective sections within Part II. Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of Trustmark’s Annual Report filed on Form 10-K for the year ended December 31, 2023.
Executive Overview
Trustmark has been committed to meeting the banking and financial needs of its customers and communities for over 130 years and remains focused on providing support, advice and solutions to its customers' unique needs. Trustmark completed the following significant non-routine transactions during the second quarter of 2024:
•
On May 31, 2024, TNB closed the sale of its wholly owned subsidiary, FBBI, to Marsh & McLennan Agency LLC, consistent with the terms as previously announced on April 23, 2024. Trustmark recognized a net gain on the sale of $228.3 million ($171.2 million, net of taxes) in income from discontinued operations. The operations of FBBI prior to the sale are included in income from discontinued operations for the current and prior periods.
•
Trustmark restructured its investment securities portfolio by selling $1.561 billion of available for sale securities with an average yield of 1.36%, which generated a loss of $182.8 million ($137.1 million, net of taxes) and was recorded to noninterest income (loss) in securities gains (losses), net. Trustmark also purchased $1.378 billion of available for sale securities with an average yield of 4.85%.
•
Trustmark sold a portfolio of 1-4 family mortgage loans that were at least three payments delinquent and/or nonaccrual at the time of selection totaling $56.2 million, which resulted in a loss of $13.4 million ($10.1 million, net of taxes). The portion of the loss related to credit totaled $8.6 million ($6.5 million, net of taxes) and was recorded as adjustments to charge-offs and the PCL, LHFI. The noncredit-related portion of the loss totaled $4.8 million ($3.6 million, net of taxes) and was recorded to noninterest income (loss) in other, net.
•
On April 8, 2024, Visa commenced an initial exchange offer expiring on May 3, 2024, for any and all outstanding shares of Visa Class B-1 common stock (Visa B-1 shares). Holders participating in the exchange offer would receive a combination of Visa Class B-2 common stock (Visa B-2 shares) and Visa Class C common stock (Visa C shares) in exchange for Visa B-1 shares that were validly tendered and accepted for exchange by Visa. TNB tendered its 38.7 thousand Visa B-1 shares,
33
which were accepted by Visa. In exchange for each Visa B-1 share that was validly tendered and accepted for exchange by Visa, TNB received 50.0% of a newly issued Visa B-2 share and newly issued Visa C shares equivalent in value to 50.0% of a Visa B-1 share. The Visa C shares that were received by TNB were recognized at fair value, which resulted in a gain of $8.1 million ($6.0 million, net of taxes) and was recorded to noninterest income (loss) in other, net during the second quarter of 2024. During the third quarter of 2024, TNB sold all of the Visa C shares for approximately the same carrying value as of June 30, 2024. The Visa B-2 shares were recorded at their nominal carrying value.
In addition to these significant non-routine transactions, Trustmark's financial results for 2024 reflected continued growth in LHFI, an increase in noninterest income and disciplined expense management. Please see the section captioned "Non-GAAP Financial Measures" for additional information regarding the significant non-routine transactions. Trustmark’s capital position remained solid, reflecting the consistent profitability of its diversified financial services businesses.
These accomplishments are the result of focused efforts to enhance Trustmark's long-term performance and competitiveness. Trustmark continues to implement technology and streamline processes to enhance its ability to grow and serve customers. Trustmark is well-positioned to compete in changing economic conditions and create long-term value for its shareholders. The Board of Directors of Trustmark announced a 4.3% increase in its regular quarterly cash dividend to $0.24 per share from $0.23 per share. The dividend is payable March 15, 2025, to shareholders of record on March 1, 2025.
Financial Highlights
Trustmark reported net income of $56.3 million, or basic and diluted EPS of $0.92, for the fourth quarter of 2024, compared to a net income of $36.1 million, or basic and diluted EPS of $0.59, in the fourth quarter of 2023. Trustmark’s reported performance during the quarter ended December 31, 2024, produced a return on average tangible equity of 13.68%, a return on average assets of 1.23%, an average equity to average assets ratio of 10.82% and a dividend payout ratio of 25.00%, compared to a return on average tangible equity of 11.92%, a return on average assets of 0.77%, an average equity to average assets ratio of 8.51% and a dividend payout ratio of 38.98% during the quarter ended December 31, 2023.
The increase in net income when the fourth quarter of 2024 is compared to the fourth quarter of 2023 was principally due to an increase in revenue. Revenue, which is defined as net interest income plus noninterest income (loss), totaled $196.8 million for the quarter ended December 31, 2024 compared to $173.3 million for the quarter ended December 31, 2023, an increase of $23.5 million, or 13.5%. The increase in total revenue for the fourth quarter of 2024 compared to the same time period in 2023 resulted from an increase in net interest income, principally due to declines in total interest expense as well as an increase in interest on securities-taxable partially offset by a decline in other interest income, and an increase in noninterest income (loss), principally due to increases in mortgage banking, net and other, net.
Net interest income for the fourth quarter of 2024 totaled $155.8 million, an increase of $19.1 million, or 14.0%, when compared to the fourth quarter of 2023. Interest income totaled $239.7 million for the fourth quarter of 2024, an increase of $6.9 million, or 2.9%, when compared to the same time period in 2023, principally due to an increase in interest on securities-taxable primarily due to the restructuring of the available for sale securities portfolio during the second quarter of 2024, partially offset by a decline in other interest income primarily due to declines in both the balance held at the FRBA and the rate paid by the FRBA on reserves. Interest expense totaled $83.9 million for the fourth quarter of 2024, a decrease of $12.2 million, or 12.7%, when compared to the same time period in 2023, reflecting declines in interest on deposits, interest on federal funds purchased and securities sold under repurchase agreements (repurchase agreements) and other interest expense. Interest expense on deposits totaled $75.9 million for the fourth quarter of 2024, a decline of $4.9 million, or 6.1%, when compared to the fourth quarter of 2023 primarily due to declines in interest expense on all categories of interest checking accounts and money market demand deposit accounts (MMDA) as well as a decline in interest expense on brokered certificates of deposits (CDs), partially offset by an increase in interest expense on personal CDs. Interest expense on federal funds purchased and repurchase agreements totaled $4.0 million for the fourth quarter of 2024, a decrease of $1.3 million, or 24.5%, when compared to the fourth quarter of 2023 primarily due to a decline in interest expense on federal funds purchased, reflecting a decline in the amount of upstream federal funds purchased and declines by the FRB in the target federal funds rate. Other interest expense totaled $3.9 million for the fourth quarter of 2024, a decrease of $6.0 million, or 60.6%, when compared to the same time period in 2023 primarily due to a decline in interest expense on FHLB advances as a result of a decline in the amount of outstanding short-term FHLB advances with the FHLB of Dallas.
Noninterest income (loss) for the fourth quarter of 2024 totaled $41.0 million, an increase of $4.3 million, or 11.9%, when compared to the fourth quarter of 2023, principally due to increases in mortgage banking, net and other, net. Mortgage banking, net totaled $7.4 million for the fourth quarter of 2024, an increase of $1.9 million, or 33.9%, when compared to the same time period in 2023, principally due to a decline in the net negative hedge ineffectiveness and an increase in the gain on sales of loans, net. Other, net totaled $4.3 million for the fourth quarter of 2024, an increase of $1.7 million, or 66.8%, when compared to the same time period in 2023, principally due to an increase in other miscellaneous income.
34
Noninterest expense for the fourth quarter of 2024 totaled $124.4 million, a decrease of $1.8 million, or 1.4%, when compared to the fourth quarter of 2023, principally due to declines in services and fees and other expense. Services and fees totaled $26.7 million for the fourth quarter of 2024, a decrease of $786 thousand, or 2.9%, when compared to the fourth quarter of 2023 primarily due to declines in outside services and fees partially offset by increase in data processing expenses related to software and business process outsourcing expenses. Other expense totaled $15.1 million for the fourth quarter of 2024, a decrease of $678 thousand, or 4.3%, when compared to the same time period in 2023, principally due to declines in other miscellaneous expenses.
Trustmark’s PCL, LHFI for the three months ended December 31, 2024 totaled $7.0 million compared to $7.6 million for the three months ended December 31, 2023, a decrease of $625 thousand, or 8.2%. The PCL, LHFI for the fourth quarter of 2024 primarily reflected an increase in required reserves as a result of net adjustments to the qualitative reserve factors and changes to the macroeconomic forecasts, partially offset by a decline in specific reserves for individually analyzed LHFI. The PCL, off-balance sheet credit exposures totaled $502 thousand for the three months ended December 31, 2024 compared to a negative $888 thousand for the three months ended December 31, 2023, an increase of $1.4 million. The PCL, off-balance sheet credit exposures for the fourth quarter of 2024 primarily reflected increases in required reserves as a result of credit migration and implementation of the External Factor - Credit Quality Review qualitative factor as well as an increase in unfunded commitments, partially offset by a decline in required reserves as a result of changes in the total reserve rate. Please see the section captioned “Provision for Credit Losses,” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
For the year ended December 31, 2024, Trustmark reported net income of $223.0 million, or basic and diluted EPS of $3.65 and $3.63, respectively, compared to $165.5 million, or basic and diluted EPS of $2.71 and $2.70, respectively, for the year ended December 31, 2023 and $71.9 million, or basic and diluted EPS of $1.17, for the year ended December 31, 2022. Trustmark’s reported performance for the year ended December 31, 2024, produced a return on average tangible equity of 15.20%, a return on average assets of 1.20% and a dividend payout ratio of 25.21%, compared to a return on average tangible equity of 14.04%, a return on average assets of 0.89% and a dividend payout ratio of 33.95% for the year ended December 31, 2023 and a return on average tangible equity of 6.00%, a return on average assets of 0.41% and a dividend payout ratio of 78.63% for the year ended December 31, 2022. Trustmark’s average equity to average assets ratio was 9.84%, 8.41% and 9.18% for the years ended December 31, 2024, 2023 and 2022, respectively.
Trustmark completed the sale of FBBI during the second quarter of 2024. As such, financial results for the years ended December 31, 2024, 2023 and 2022, consist of both continuing and discontinued operations. The discontinued operations include the financial results of FBBI prior to the sale as well as the net gain on the sale. Trustmark reported net income from continuing operations of $45.2 million, $153.3 million and $60.9 million for the years ended December 31, 2024, 2023 and 2022, respectively. Trustmark's reported performance from continuing operations for the year ended December 31, 2024 produced a return on average tangible equity of 3.04%, a return on average assets of 0.24% and a dividend payout ratio of 124.32%, compared to a return on average tangible equity of 12.43%, a return on average assets of 0.82% and a dividend payout ratio of 36.65% for the year ended December 31, 2023, and a return on average tangible equity of 4.86%, a return on average assets of 0.35% and a dividend payout ratio of 92.93%, for the year ended December 31, 2022. The decrease in net income from continuing operations when 2024 is compared to 2023 was principally due to a decline in total revenue partially offset by a decrease in income taxes from continuing operations. The increase in net income from continuing operations when 2023 is compared to 2022 was principally due to an increase in total revenue and a decline in noninterest expense.
Revenue totaled $561.0 million for the year ended December 31, 2024, compared to $701.3 million and $646.1 million for the years ended December 31, 2023 and 2022, respectively, a decrease of $140.3 million, or 20.0%, and an increase of $55.2 million, or 8.5%, respectively. The decrease in total revenue for 2024 compared to 2023 was principally due to decline in noninterest income (loss), primarily as a result of the loss on the sale of available for sale securities partially offset by increases in other, net and wealth management, and an increase in net interest income, primarily resulting from increases in interest and fees from LHFS and LHFI and interest on securities as well as a decline in other interest expense, partially offset by an increase in interest expense on deposits and a decrease in other interest income.
Net interest income for the year ended December 31, 2024 totaled $584.4 million, an increase of $31.5 million, or 5.7%, when compared to the year ended December 31, 2023. Interest income totaled $960.3 million for the year ended December 31, 2024, an increase of $81.5 million, or 9.3%, when compared to the year ended December 31, 2023, principally due to increases in interest and fees on LHFS and LHFI, primarily as a result of the higher interest rate environment and loan growth, and interest on securities, primarily as a result of restructuring the securities portfolio during the second quarter of 2024, partially offset by a decline in other interest income, primarily due to a decline in the balance held at the FRBA as well as a decline in dividend income from FHLB stock. Interest expense totaled $375.9 million for the year ended December 31, 2024, an increase of $50.0 million, or 15.3%, when compared to the year ended December 31, 2023. The increase in interest expense when 2024 is compared to 2023 was principally due to an increase in interest on deposits primarily due to rising interest rates, increased competition for deposits and higher average balances, partially offset by a decrease in other interest expense primarily due to a decrease in the amount of short-term FHLB advances held throughout 2024.
35
Noninterest income (loss) for 2024 totaled a negative $23.4 million, a decrease of $171.9 million when compared to 2023, principally due to the $182.8 million loss on the sale of the available for sale securities during the second quarter of 2024, partially offset by increases in other, net and wealth management. Other, net totaled $17.8 million for 2024, an increase of $7.6 million, or 74.1%, when compared to 2023, principally due to the $8.1 million Visa C shares fair value adjustment during the second quarter of 2024 as well as an increase in cash management service fees and other miscellaneous income, partially offset by the $4.8 million noncredit-related loss on the sale of 1-4 family mortgage loans recorded during the second quarter of 2024. Wealth management totaled $37.3 million for 2024, an increase of $2.2 million, or 6.2%, when compared to 2023, principally due to increases in brokerage asset management fees and commissions as well as income from annuity services.
Noninterest expense totaled $485.7 million for 2024, a decrease of $10.0 million, or 2.0%, when compared to 2023, principally due to the $6.5 million of litigation settlement expense recorded during 2023 as well as declines in services and fees and salaries and employee benefits, partially offset by an increase in other expense. Services and fees totaled $101.6 million for 2024, a decrease of $6.2 million, or 5.8%, when compared to 2023, principally due to declines in outside services and fees, telephone expense and advertising expense, partially offset by increases in data processing charges related to software and business process outsourcing fees. Salaries and employee benefits totaled $266.2 million for the year ended December 31, 2024, a decrease of $2.0 million, or 0.8%, when compared to the year ended December 31, 2023, principally due to decreases in commission expense due to the decline in mortgage originations, severance expense and medical insurance expense, partially offset by increases in salaries expense, primarily due to general merit increases, accrued management performance incentives and stock compensation expense related to performance awards. Other expense totaled $63.8 million for 2024, an increase of $5.0 million, or 8.6%, when compared to 2023, principally due to increases in FDIC assessment expense, primarily due to an increase in the assessment rate, and other real estate write-downs, partially offset by declines in stationary and supplies and other miscellaneous expenses.
The PCL, LHFI for 2024 totaled $45.9 million and included an $8.6 million PCL, LHFI sale of 1-4 family mortgage loans for the credit-related portion of the loss on the sale of the 1-4 family mortgage loans. The PCL, LHFI, excluding the PCL, LHFI sale of 1-4 family mortgage loans, for 2024 totaled $37.3 million compared to $27.4 million for 2023, an increase of $9.9 million, or 36.3%. The PCL, LHFI, excluding the PCL, LHFI sale of 1-4 family mortgage loans, for 2024 primarily reflected an increase in required reserves as a result of credit migrations and other net changes in the qualitative reserve factors, loan growth, changes in the macroeconomic forecast and an increase in specific reserves for individually analyzed credits. The PCL, off-balance sheet credit exposures totaled a negative $4.7 million for 2024 compared to a negative $2.8 million for 2023, a decrease of $1.9 million, or 67.7%. The release in PCL, off-balance sheet credit exposures for 2024 primarily reflected a decrease in required reserves as a result of changes in the total reserve rate coupled with a decrease in unfunded commitments which was partially offset by an increase in required reserves as a result of implementing the Performance Trend and the External Factor-Credit Quality Review qualitative reserve factors. Please see the section captioned “Provision for Credit Losses” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
LHFI totaled $13.090 billion at December 31, 2024, an increase of $139.4 million, or 1.1%, compared to December 31, 2023. The increase in LHFI during 2024 was primarily due to net growth in LHFI secured by real estate and other commercial loans and leases partially offset by net declines in commercial and industrial LHFI and state and other political subdivision LHFI. For additional information regarding changes in LHFI and comparative balances by loan category, see the section captioned “LHFI.”
At December 31, 2024, nonperforming assets totaled $86.0 million, a decrease of $20.8 million, or 19.5%, compared to December 31, 2023 principally due to a decrease in nonaccrual LHFI. Total nonaccrual LHFI were $80.1 million at December 31, 2024, a decrease of $19.9 million, or 19.9%, relative to December 31, 2023, primarily as a result of the sale of 1-4 family mortgage loans during the second quarter of 2024 as well as the resolution of three large nonaccrual commercial credits in the Texas and Alabama market regions, partially offset by mortgage loans placed on nonaccrual in the Mississippi market region and three large commercial credits placed on nonaccrual in the Alabama and Texas market regions. Trustmark's mortgage loans are primarily included in the Mississippi market region because these loans are centrally analyzed and approved as part of the mortgage line of business, which is located in Jackson, Mississippi. The percentage of total loans (LHFS and LHFI) that are 30 days or more past due and nonaccrual LHFI decreased in 2024 to 1.62% compared to 1.69% in 2023.
Management has continued its practice of maintaining excess funding capacity to provide Trustmark with adequate liquidity for its ongoing operations. In this regard, Trustmark benefits from its strong deposit base, its investment portfolio and its access to funding from a variety of external funding sources such as upstream federal funds lines, FHLB advances and brokered deposits. See the section captioned “Capital Resources and Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Total deposits were $15.108 billion at December 31, 2024, a decrease of $461.6 million, or 3.0%, compared to December 31, 2023. During 2024, noninterest-bearing deposits decreased $124.1 million, or 3.9%, primarily due to a decline in commercial demand deposit accounts. Interest-bearing deposits decreased $337.5 million, or 2.7%, during 2024, primarily due to intentional declines in public interest checking accounts and brokered deposits as well as a decline in consumer interest checking accounts, partially offset by growth in consumer MMDAs and commercial interest checking accounts and consumer CDs.
36
Federal funds purchased and repurchase agreements totaled $324.0 million at December 31, 2024 compared to $405.7 million at December 31, 2023, a decrease of $81.7 million, or 20.1%, principally due to a decrease in upstream federal funds purchased. Trustmark had $285.0 million of upstream federal funds purchased at December 31, 2024, compared to $370.0 million at December 31, 2023. Other borrowings totaled $301.5 million at December 31, 2024, a decrease of $181.7 million, or 37.6%, when compared with $483.2 million at December 31, 2023, principally due to a decline in outstanding short-term FHLB advances obtained from the FHLB of Dallas.
Critical Accounting Policies and Accounting Estimates
Trustmark’s consolidated financial statements are prepared in accordance with GAAP and follow general practices within the financial services industry. Application of these accounting principles requires Management to make estimates, assumptions and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates, assumptions and judgments are based on historical experience, current information and other factors deemed relevant as of the date of the consolidated financial statements; accordingly, as this information changes, actual financial results could differ from those estimates.
Certain policies inherently have a greater reliance on the use of estimates, assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. An accounting estimate is considered critical if the accounting estimate requires Management to make assumptions about matters with a significant level of uncertainty and if the accounting estimate, or changes to the accounting estimate that are reasonably likely to occur from period to period, have had or are reasonable likely to have a material impact to the consolidated financial statements.
For additional information regarding the accounting policies discussed below, please see Note 1 – Significant Accounting Policies set forth in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Allowance for Credit Losses
LHFI
The ACL, LHFI is a valuation account, calculated in accordance with FASB ASC Topic 326, that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. The ACL, LHFI represents Management’s best estimate of current expected credit losses on Trustmark’s existing LHFI portfolio considering available information, from internal and external sources, relevant to assessing exposure to credit loss over the contractual term of the instrument. The ACL, LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The credit loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Trustmark’s overall ACL methodology incorporates various qualitative factors, including economic conditions and concentrations of credit, nature and volume of the portfolio, performance trends and external factors. The economic conditions and concentrations of credit qualitative factor was created for the loans secured by NFNR properties and the loans secured by other real estate loan class, two of Trustmark’s largest loan classes, to address changes in the economic conditions of metropolitan areas and apply additional pool level reserves based on third-party market data and forecast trends. The performance trend qualitative reserve factor is utilized to incorporate changes in credit quality and is based on migration analyses that allocate additional ACL to non-pass/delinquent loans within each loan pool. The nature and volume of the portfolio qualitative factor applies to a sub-pool of the LHFI secured by 1-4 family residential properties and utilizes a weighted average remaining maturity (WARM) methodology that uses industry data for the assumptions to support the qualitative adjustment. The external factors qualitative factor is Management’s best judgment on the loan or pool level impact of all factors that affect the portfolio that are not accounted for using any other part of the ACL methodology. During the third quarter of 2024, Trustmark activated the External Factor – Credit Quality Review qualitative factor. This qualitative factor ensures reserve adequacy for collectively evaluated commercial loans that may not have been identified and downgraded timely for various reasons. This qualitative factor population is all commercial loans risk rated 1-5. These loans are then applied to the historical average of the Watch/Special Mention rated percentage. Then the balance of these loans are applied additional reserves based on the same reserve rates utilized in the performance trends qualitative factor for Watch/Special Mention rated loans.
Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL, LHFI is complex and requires judgment by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL, LHFI is dependent upon a variety of factors beyond its controls, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing,
37
may result in significant changes in the ACL and PCL for LHFI. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology for LHFI, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for the LHFI portfolio, please see Note 5 – LHFI and ACL, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which are not unconditionally cancellable. The ACL on off-balance sheet credit exposures is a liability account calculated in accordance with FASB ASC Topic 326 and presented in the accompanying consolidated balance sheets. Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures.
Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. In addition to the unfunded balances, Trustmark uses a funding rate for loan pools that are considered open-ended. In order to mitigate volatility and incorporate historical experience in the funding rate, Trustmark uses a twelve-quarter moving average. For the closed-ended loan pools, Trustmark takes a conservative approach and uses a 100% funding rate. The expected funding rate is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. In addition to the funding rate being applied to the unfunded commitment balance, a reserve rate is applied that is loan pool specific and is applied to the unfunded amount, which includes both quantitative and a majority of the qualitative aspects of the current period's expected credit loss rate. During 2024, Management implemented a performance trends qualitative factor for unfunded commitments and an External Factor - Credit Quality Review qualitative factor for unfunded commitments. For both qualitative factors, the same assumptions are applied in the unfunded commitment calculation that are used in the funded balance calculation with the only difference being the unfunded commitment calculation includes the funding rates for the unfunded commitments. The reserves for these two qualitative factors are added to the other calculated reserve to get a total reserve for off-balance sheet credit exposures.
Evaluations of the unfunded commitments are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL on off-balance sheet credit exposures is complex and requires judgment by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL on off-balance sheet credit exposures is dependent upon a variety of factors beyond its control, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of off-balance sheet credit exposures, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL on off-balance sheet credit exposures. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology for off-balance sheet credit exposures, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for off-balance sheet credit exposures, please see the section captioned “Lending Related” in Note 17 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Mortgage Servicing Rights
Trustmark recognizes as assets the rights to service mortgage loans based on the estimated fair value of the MSR when loans are sold and the associated servicing rights are retained. Trustmark has elected to account for the MSR at fair value.
The fair value of the MSR is determined using a valuation model administered by a third party that calculates the present value of estimated future net servicing income. The model incorporates assumptions that market participants use in estimating future net servicing income, including estimates of prepayment speeds, discount rate, escrow account earnings and contractual servicing fee income and costs. Management reviews all significant assumptions at least quarterly. Mortgage loan prepayment speeds, a key assumption in the model, is the annual rate at which borrowers are forecasted to repay their mortgage loan principal. The discount rate used to determine the present value of estimated future net servicing income, another key assumption in the model, is an estimate of the required rate of return investors in the market would require for an asset with similar risk. Both assumptions can, and generally will, change as market conditions and interest rates change.
By way of example, an increase in either the prepayment speed or discount rate assumption may result in a decrease in the fair value of the MSR, while a decrease in either assumption may result in an increase in the fair value of the MSR. In recent years, there have been significant market-driven fluctuations in loan prepayment speeds and discount rates. These fluctuations can be rapid and may continue
38
to be significant. Therefore, estimating prepayment speeds and/or discount rates within ranges that market participants would use in determining the fair value of the MSR requires significant management judgment.
At December 31, 2024, the MSR fair value was $139.3 million. The impact on the MSR fair value of either a 10% adverse change in prepayment speeds or a 100 basis point increase in discount rates at December 31, 2024, would be a decline in fair value of approximately $4.9 million and $5.6 million, respectively. Changes of equal magnitude in the opposite direction would produce similar increases in fair value in the respective amounts. See the section captioned “MSR” in Note 7 – Mortgage Banking included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for additional information regarding the valuation of the MSR.
Recent Legislative and Regulatory Developments
For information regarding legislation and regulation applicable to Trustmark, see the section captioned “Supervision and Regulation” included in Part I. Item 1. – Business of this report.
Non-GAAP Financial Measures
In addition to capital ratios defined by GAAP and banking regulators, Trustmark utilizes various tangible common equity measures when evaluating capital utilization and adequacy. Tangible common equity, as defined by Trustmark, represents common equity less goodwill and identifiable intangible assets. Trustmark’s Common Equity Tier 1 capital includes common stock, capital surplus and retained earnings, and is reduced by goodwill and other intangible assets, net of associated net deferred tax liabilities as well as disallowed deferred tax assets and threshold deductions as applicable.
Trustmark believes these measures are important because they reflect the level of capital available to withstand unexpected market conditions. Additionally, presentation of these measures allows readers to compare certain aspects of Trustmark’s capitalization to other organizations. These ratios differ from capital measures defined by banking regulators principally in that the numerator excludes shareholders’ equity associated with preferred securities, the nature and extent of which varies across organizations. In Management’s experience, many stock analysts use tangible common equity measures in conjunction with more traditional bank capital ratios to compare capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, typically stemming from the use of the purchase accounting method in accounting for mergers and acquisitions.
These calculations are intended to complement the capital ratios defined by GAAP and banking regulators. Because GAAP does not include these capital ratio measures, Trustmark believes there are no comparable GAAP financial measures to these tangible common equity ratios. Despite the importance of these measures to Trustmark, there are no standardized definitions for them and, as a result, Trustmark’s calculations may not be comparable with other organizations. Also, there may be limits in the usefulness of these measures to investors. As a result, Trustmark encourages readers to consider its audited consolidated financial statements and the notes related thereto in their entirety and not to rely on any single financial measure.
39
The following table reconciles Trustmark’s calculation of these measures to amounts reported under GAAP for the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | |||||||||||
| TANGIBLE EQUITY | |||||||||||||
| AVERAGE BALANCES | |||||||||||||
| Total shareholders' equity | $ | 1,825,627 | $ | 1,570,098 | $ | 1,604,854 | |||||||
| Less: Goodwill | (334,605 | ) | (334,605 | ) | (334,605 | ) | |||||||
| Identifiable intangible assets | (182 | ) | (325 | ) | (971 | ) | |||||||
| Total average tangible equity | $ | 1,490,840 | $ | 1,235,168 | $ | 1,269,278 | |||||||
| PERIOD END BALANCES | |||||||||||||
| Total shareholders' equity | $ | 1,962,327 | $ | 1,661,847 | $ | 1,492,268 | |||||||
| Less: Goodwill | (334,605 | ) | (334,605 | ) | (334,605 | ) | |||||||
| Identifiable intangible assets | (126 | ) | (236 | ) | (526 | ) | |||||||
| Total tangible equity | (a) | $ | 1,627,596 | $ | 1,327,006 | $ | 1,157,137 | ||||||
| TANGIBLE ASSETS | |||||||||||||
| Total assets | $ | 18,152,422 | $ | 18,722,189 | $ | 18,015,478 | |||||||
| Less: Goodwill | (334,605 | ) | (334,605 | ) | (334,605 | ) | |||||||
| Identifiable intangible assets | (126 | ) | (236 | ) | (526 | ) | |||||||
| Total tangible assets | (b) | $ | 17,817,691 | $ | 18,387,348 | $ | 17,680,347 | ||||||
| Risk-weighted assets | (c) | $ | 14,990,258 | $ | 15,153,263 | $ | 14,521,078 | ||||||
| NET INCOME ADJUSTED FOR INTANGIBLE AMORTIZATION | |||||||||||||
| Net income (loss) from continuing operations | $ | 45,210 | $ | 153,290 | $ | 60,918 | |||||||
| Plus: Intangible amortization net of tax from continuing operations | 81 | 217 | 740 | ||||||||||
| Net income (loss) from continuing operations adjusted for intangible amortization | $ | 45,291 | $ | 153,507 | $ | 61,658 | |||||||
| Period end shares outstanding | (d) | 61,008,023 | 61,071,173 | 60,977,686 | |||||||||
| TANGIBLE EQUITY MEASUREMENTS | |||||||||||||
| Return on average tangible equity from continuing operations (1) | 3.04 | % | 12.43 | % | 4.86 | % | |||||||
| Tangible equity/tangible assets | (a)/(b) | 9.13 | % | 7.22 | % | 6.54 | % | ||||||
| Tangible equity/risk-weighted assets | (a)/(c) | 10.86 | % | 8.76 | % | 7.97 | % | ||||||
| Tangible book value | (a)/(d)*1,000 | $ | 26.68 | $ | 21.73 | $ | 18.98 | ||||||
| COMMON EQUITY TIER 1 CAPITAL (CET1) | |||||||||||||
| Total shareholders' equity | $ | 1,962,327 | $ | 1,661,847 | $ | 1,492,268 | |||||||
| CECL transition adjustment | 6,500 | 13,000 | 19,500 | ||||||||||
| AOCI-related adjustments | 83,659 | 219,723 | 275,403 | ||||||||||
| CET1 adjustments and deductions: | |||||||||||||
| Goodwill net of associated deferred tax liabilities (DTLs) | (320,756 | ) | (370,212 | ) | (370,241 | ) | |||||||
| Other adjustments and deductions for CET1 (2) | (2,058 | ) | (2,693 | ) | (3,258 | ) | |||||||
| CET1 capital | (e) | 1,729,672 | 1,521,665 | 1,413,672 | |||||||||
| Additional Tier 1 capital instruments plus related surplus | 60,000 | 60,000 | 60,000 | ||||||||||
| Tier 1 capital | $ | 1,789,672 | $ | 1,581,665 | $ | 1,473,672 | |||||||
| CET1 risk-based capital ratio | (e)/(c) | 11.54 | % | 10.04 | % | 9.74 | % |
(1)
Calculated using net income from continuing operations adjusted for intangible amortization divided by total average tangible equity.
(2)
Includes other intangible assets, net of DTLs, disallowed deferred tax assets and threshold deductions, as applicable.
Significant Non-routine Transactions
Trustmark discloses certain non-GAAP financial measures, including net income adjusted for significant non-routine transactions, because Management uses these measures for business planning purposes, including to manage Trustmark’s business against internal projected results of operations and to measure Trustmark’s performance. Trustmark views net income adjusted for significant non-routine transactions as a measure of its core operating business, which excludes the impact of the items detailed below, as these items are generally not operational in nature. This non-GAAP measure also provides another basis for comparing period-to-period results as presented in the accompanying selected financial data table and the audited consolidated financial statements by excluding potential differences caused by non-operational and unusual or non-recurring items. Readers are cautioned that these adjustments are not permitted under GAAP. Trustmark encourages readers to consider its audited consolidated financial statements and the notes related
40
thereto, included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, in their entirety, and not to rely on any single financial measure.
The following table presents adjustments to net income (loss) from continuing operations and select financial ratios as reported in accordance with GAAP resulting from significant non-routine items occurring during the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||
| Net income (loss) from continuing operations (GAAP) | $ | 45,210 | $ | 153,290 | $ | 60,918 | ||||||
| Significant non-routine transactions (net of taxes): | ||||||||||||
| PCL, LHFI sale of 1-4 family mortgage loans | 6,475 | — | — | |||||||||
| Loss on sale of 1-4 family mortgage loans | 3,598 | — | — | |||||||||
| Visa C shares fair value adjustment | (6,042 | ) | — | — | ||||||||
| Securities losses from portfolio restructuring | 137,094 | — | — | |||||||||
| Reduction in force expense | — | 1,055 | — | |||||||||
| Litigation settlement expense | — | 4,875 | 75,563 | |||||||||
| Net income from continuing operations adjusted for significant non-routine transactions (Non-GAAP) | $ | 186,335 | $ | 159,220 | $ | 136,481 | ||||||
| Diluted EPS from adjusted continuing operations | $ | 3.04 | $ | 2.60 | $ | 2.22 | ||||||
| Financial Ratios - Reported (GAAP) | ||||||||||||
| Return on average equity from continuing operations | 2.48 | % | 9.76 | % | 3.80 | % | ||||||
| Return on average tangible equity from continuing operations | 3.04 | % | 12.43 | % | 4.86 | % | ||||||
| Return on average assets from continuing operations | 0.24 | % | 0.82 | % | 0.35 | % | ||||||
| Financial Ratios - Adjusted (Non-GAAP) | ||||||||||||
| Return on average equity from adjusted continuing operations | 10.34 | % | 10.17 | % | 8.49 | % | ||||||
| Return on average tangible equity from adjusted continuing operations | 12.71 | % | 12.95 | % | 10.78 | % | ||||||
| Return on average assets from adjusted continuing operations | 1.01 | % | 0.86 | % | 0.78 | % |
Sale of 1-4 Family Mortgage Loans
Trustmark sold a portfolio of 1-4 family mortgage loans that were at least three payments delinquent and/or nonaccrual at the time of selection totaling $56.2 million, which resulted in a loss of $13.4 million ($10.1 million, net of taxes). The portion of the loss related to credit totaled $8.6 million ($6.5 million, net of taxes) and was recorded as adjustments to charge-offs and the PCL, LHFI. The noncredit-related portion of the loss totaled $4.8 million ($3.6 million, net of taxes) and was recorded to noninterest income (loss) in other, net.
Visa Shares Conversion
On April 8, 2024, Visa commenced an initial exchange offer expiring on May 3, 2024, for any and all outstanding shares of Visa Class B-1 common stock (Visa B-1 shares). Holders participating in the exchange offer would receive a combination of Visa Class B-2 common stock (Visa B-2 shares) and Visa Class C common stock (Visa C shares) in exchange for Visa B-1 shares that were validly tendered and accepted for exchange by Visa. TNB tendered its 38.7 thousand Visa B-1 shares, which were accepted by Visa. In exchange for each Visa B-1 share that was validly tendered and accepted for exchange by Visa, TNB received 50.0% of a newly issued Visa B-2 share and newly issued Visa C shares equivalent in value to 50.0% of a Visa B-1 share. The Visa C shares that were received by TNB were recognized at fair value, which resulted in a gain of $8.1 million ($6.0 million, net of taxes) and was recorded to noninterest income (loss) in other, net during the second quarter of 2024. During the third quarter of 2024, TNB sold all of the Visa C shares for approximately the same carrying value as of June 30, 2024. The Visa B-2 shares were recorded at their nominal carrying value.
Securities Portfolio Restructuring
Trustmark restructured its investment securities portfolio by selling $1.561 billion of available for sale securities with an average yield of 1.36%, which generated a loss of $182.8 million ($137.1 million, net of taxes) and was recorded to noninterest income (loss) in securities gains (losses), net. Trustmark also purchased $1.378 billion of available for sale securities with an average yield of 4.85%.
41
Reduction in Force Expense
During the fourth quarter 2023, Trustmark incurred reduction in force expenses of $1.4 million related to various restructuring initiatives.
Litigation Settlement Expense
On October 9, 2023, Trustmark entered into a settlement agreement that resolved all current and potential future claims relating to litigation involving Adams/Madison Timber. As a result of this settlement, Trustmark recognized a one-time charge of $6.5 million of litigation settlement expense during the third quarter of 2023.
On January 13, 2023, TNB entered into a settlement agreement relating to the litigation involving the Stanford Financial Group. As a result of this settlement, Trustmark recognized a one-time charge of $100.0 million of litigation settlement expense as well as an additional $750 thousand of legal fees during the fourth quarter of 2022.
Results of Operations
Net Interest Income
Net interest income is the principal component of Trustmark’s income stream and represents the difference, or spread, between interest and fee income generated from earning assets and the interest expense paid on deposits and borrowed funds. Fluctuations in interest rates, as well as volume and mix changes in earning assets and interest-bearing liabilities, can materially impact net interest income. The net interest margin is computed by dividing fully taxable equivalent (FTE) net interest income by average interest-earning assets and measures how effectively Trustmark utilizes its interest-earning assets in relationship to the interest cost of funding them. The accompanying Yield/Rate Analysis Table shows the average balances for all assets and liabilities of Trustmark and the interest income or expense associated with earning assets and interest-bearing liabilities. The yields and rates have been computed based upon interest income and expense adjusted to a FTE basis using the federal statutory corporate tax rate in effect for each of the periods shown. Loans on nonaccrual have been included in the average loan balances, and interest collected prior to these loans having been placed on nonaccrual has been included in interest income. Loan fees included in interest associated with the average LHFS and LHFI balances are immaterial.
Net interest income-FTE for the year ended December 31, 2024 increased $30.6 million, or 5.4%, when compared with the year ended December 31, 2023. The increase in net interest income-FTE when 2024 is compared to 2023 was principally due to increases in interest and fees on LHFS and LHFI-FTE and interest on securities-taxable as well as a decline in other interest expense, partially offset by an increase in total interest on deposits and a decline in other interest income. The net interest margin-FTE for 2024 increased 19 basis points to 3.51% when compared to 2023. The increase in the net interest margin-FTE for 2024 was principally due to increases in the yields on the LHFS and LHFI and securities portfolios reflecting the higher interest rate environment and the restructuring of the securities portfolio during 2024, partially offset by higher costs of interest-bearing liabilities.
Average interest-earning assets for 2024 were $17.010 billion compared to $17.082 billion for 2023, a decrease of $71.9 million, or 0.4%, reflecting declines in average securities and average other earning assets partially offset by growth in average loans (LHFS and LHFI). Average total securities declined $372.8 million, or 10.5%, when 2024 is compared to 2023, principally due to available for sale securities sold net of available for sale securities purchased as part of the restructuring of the available for sale securities portfolio during the second quarter of 2024 as well as calls, maturities and pay-downs of the loans underlying GSE guaranteed securities. Average other earning assets decreased $181.3 million, or 24.9%, when 2024 is compared to 2023, primarily due to decreases in reserves held at the FRBA and investments in FHLB stock. Average loans (LHFS and LHFI) increased $482.3 million, or 3.8%, when 2024 is compared to 2023, primarily attributable to an increase in the average balance of the LHFI portfolio of $458.5 million, or 3.6%. The increase in the average LHFI portfolio when the balances at December 31, 2024 are compared to December 31, 2023 was principally due to net growth in average LHFI secured by real estate and average other commercial loans and leases partially offset by declines in average state and other political subdivision loans. See the sections captioned "LHFS" and "LHFI" for additional information regarding changes in the LHFS and LHFI portfolios.
Interest income-FTE totaled $972.9 million for 2024, an increase of $80.6 million, or 9.0%, while the yield on total earning assets increased 50 basis points to 5.72% when compared to 2023. The increase in interest income-FTE in 2024 primarily reflects increases in interest and fees on LHFS and LHFI-FTE and interest on securities-taxable partially offset by a decline in other interest income. During 2024, interest and fees on LHFS and LHFI-FTE increased $68.6 million, or 8.7%, when compared to 2023, while the yield on loans (LHFS and LHFI) increased to 6.45% compared to 6.16% reflecting the higher interest rate environment and the increase in the average balance of the LHFI portfolio. During 2024, interest on securities-taxable increased $19.8 million, or 30.0%, when compared to 2023, while the yield on taxable securities increased to 2.70% compared to 1.86% principally due to the restructuring of the securities portfolio. During 2024, other interest income decreased $7.5 million, or 20.3%, when compared to 2023, while the yield on other
42
earning assets increased to 5.41% compared to 5.10%, primarily due to declines in the balance held at the FRBA and dividend income from FHLB stock.
Average interest-bearing liabilities for 2024 totaled $13.159 billion compared to $12.983 billion for 2023, an increase of $176.1 million, or 1.4%. The increase in average interest-bearing liabilities was primarily the result of increases in average interest-bearing deposits partially offset by a decline in average other borrowings. Average interest-bearing deposits for 2024 increased $784.0 million, or 6.9%, when compared to 2023, reflecting growth in average time deposits and average interest-bearing demand deposits partially offset by declines in average savings deposits. Average other borrowings for 2024 decreased $596.0 million, or 60.6%, when compared to 2023, principally due to the decrease in short-term FHLB advances outstanding during the year.
Interest expense for 2024 totaled $375.9 million, an increase of $50.0 million, or 15.3%, when compared with 2023, while the rate on total interest-bearing liabilities increased to 2.86% compared to 2.51%. The increase in interest expense for 2024 was principally due to the increase in interest on deposits partially offset by a decline in other interest expense. Interest on deposits increased $83.4 million, or 33.9%, while the rate on interest-bearing deposits increased to 2.70% compared to 2.16% when 2024 is compared to 2023, primarily due to increases in interest on commercial interest checking accounts and all categories of CDs and MMDAs, primarily due to rising interest rates, increased competition for deposits and higher average balances. Other interest expense decreased $33.2 million, or 55.7%, while the rate on other borrowings decreased to 4.60% compared to 5.09%, when 2024 is compared to 2023, principally due to a decrease in the amount of short-term FHLB advances obtained from the FHLB of Dallas during the year.
43
The following table provides the tax equivalent basis yield or rate for each component of the tax equivalent net interest margin for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||||||||||||||||||||
| Average | Yield/ | Average | Yield/ | Average | Yield/ | |||||||||||||||||||||||||||||||
| Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | ||||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||||||
| Interest-earning assets: | ||||||||||||||||||||||||||||||||||||
| Securities available for sale: | ||||||||||||||||||||||||||||||||||||
| Taxable | $ | 1,789,685 | $ | 55,932 | 3.13 | % | $ | 2,090,201 | $ | 35,359 | 1.69 | % | $ | 2,932,054 | $ | 38,799 | 1.32 | % | ||||||||||||||||||
| Nontaxable | — | — | — | 4,657 | 182 | 3.91 | % | 4,997 | 195 | 3.90 | % | |||||||||||||||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||||||||||||||
| Taxable | 1,388,531 | 29,989 | 2.16 | % | 1,454,450 | 30,741 | 2.11 | % | 911,010 | 20,918 | 2.30 | % | ||||||||||||||||||||||||
| Nontaxable | 112 | 5 | 4.46 | % | 1,854 | 81 | 4.37 | % | 5,623 | 227 | 4.04 | % | ||||||||||||||||||||||||
| PPP loans | — | — | — | — | — | — | 14,868 | 639 | 4.30 | % | ||||||||||||||||||||||||||
| Loans (LHFS and LHFI) | 13,283,829 | 857,307 | 6.45 | % | 12,801,531 | 788,719 | 6.16 | % | 11,236,388 | 485,246 | 4.32 | % | ||||||||||||||||||||||||
| Other earning assets | 548,336 | 29,667 | 5.41 | % | 729,673 | 37,215 | 5.10 | % | 909,167 | 8,154 | 0.90 | % | ||||||||||||||||||||||||
| Total interest-earning assets | 17,010,493 | 972,900 | 5.72 | % | 17,082,366 | 892,297 | 5.22 | % | 16,014,107 | 554,178 | 3.46 | % | ||||||||||||||||||||||||
| Other assets | 1,685,971 | 1,718,058 | 1,567,921 | |||||||||||||||||||||||||||||||||
| Allowance for credit losses | (148,564 | ) | (125,942 | ) | (104,138 | ) | ||||||||||||||||||||||||||||||
| Total Assets | $ | 18,547,900 | $ | 18,674,482 | $ | 17,477,890 | ||||||||||||||||||||||||||||||
| Liabilities and Shareholders' Equity | ||||||||||||||||||||||||||||||||||||
| Interest-bearing liabilities: | ||||||||||||||||||||||||||||||||||||
| Interest-bearing demand deposits | $ | 5,348,043 | 148,888 | 2.78 | % | $ | 4,871,977 | 121,138 | 2.49 | % | $ | 4,585,955 | 16,409 | 0.36 | % | |||||||||||||||||||||
| Savings deposits | 3,506,829 | 30,121 | 0.86 | % | 3,838,791 | 28,605 | 0.75 | % | 4,579,742 | 9,654 | 0.21 | % | ||||||||||||||||||||||||
| Time deposits | 3,331,543 | 150,372 | 4.51 | % | 2,691,682 | 96,208 | 3.57 | % | 1,153,983 | 3,006 | 0.26 | % | ||||||||||||||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 398,884 | 20,154 | 5.05 | % | 410,945 | 20,419 | 4.97 | % | 283,328 | 6,127 | 2.16 | % | ||||||||||||||||||||||||
| Other borrowings | 388,266 | 17,146 | 4.42 | % | 984,315 | 50,441 | 5.12 | % | 198,672 | 4,963 | 2.50 | % | ||||||||||||||||||||||||
| Subordinated notes | 123,584 | 4,751 | 3.84 | % | 123,364 | 4,751 | 3.85 | % | 123,144 | 4,751 | 3.86 | % | ||||||||||||||||||||||||
| Junior subordinated debt securities | 61,856 | 4,477 | 7.24 | % | 61,856 | 4,392 | 7.10 | % | 61,856 | 2,215 | 3.58 | % | ||||||||||||||||||||||||
| Total interest-bearing liabilities | 13,159,005 | 375,909 | 2.86 | % | 12,982,930 | 325,954 | 2.51 | % | 10,986,680 | 47,125 | 0.43 | % | ||||||||||||||||||||||||
| Noninterest-bearing demand deposits | 3,179,641 | 3,532,134 | 4,452,046 | |||||||||||||||||||||||||||||||||
| Other liabilities | 383,627 | 589,320 | 434,310 | |||||||||||||||||||||||||||||||||
| Shareholders' equity | 1,825,627 | 1,570,098 | 1,604,854 | |||||||||||||||||||||||||||||||||
| Total Liabilities and Shareholders' Equity | $ | 18,547,900 | $ | 18,674,482 | $ | 17,477,890 | ||||||||||||||||||||||||||||||
| Net Interest Margin | 596,991 | 3.51 | % | 566,343 | 3.32 | % | 507,053 | 3.17 | % | |||||||||||||||||||||||||||
| Less tax equivalent adjustments: | ||||||||||||||||||||||||||||||||||||
| Investments | 1 | 55 | 89 | |||||||||||||||||||||||||||||||||
| Loans | 12,569 | 13,410 | 12,256 | |||||||||||||||||||||||||||||||||
| Net Interest Margin per Consolidated Statements of Income | $ | 584,421 | $ | 552,878 | $ | 494,708 |
44
The table below shows the change from year to year for each component of the tax equivalent net interest margin in the amount generated by volume changes and the amount generated by changes in the yield or rate (tax equivalent basis) for the periods presented ($ in thousands):
| 2024 Compared to 2023 | 2023 Compared to 2022 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Increase (Decrease) Due To: | Increase (Decrease) Due To: | |||||||||||||||||||||||
| Yield/ | Yield/ | |||||||||||||||||||||||
| Volume | Rate | Net | Volume | Rate | Net | |||||||||||||||||||
| Interest earned on: | ||||||||||||||||||||||||
| Securities available for sale: | ||||||||||||||||||||||||
| Taxable | $ | (5,721 | ) | $ | 26,294 | $ | 20,573 | $ | (12,720 | ) | $ | 9,280 | $ | (3,440 | ) | |||||||||
| Nontaxable | (91 | ) | (91 | ) | (182 | ) | (13 | ) | — | (13 | ) | |||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||
| Taxable | (1,449 | ) | 697 | (752 | ) | 11,669 | (1,846 | ) | 9,823 | |||||||||||||||
| Nontaxable | (78 | ) | 2 | (76 | ) | (164 | ) | 18 | (146 | ) | ||||||||||||||
| PPP loans | — | — | — | (319 | ) | (320 | ) | (639 | ) | |||||||||||||||
| Loans, net of unearned income (LHFS and LHFI) | 30,490 | 38,098 | 68,588 | 74,788 | 228,685 | 303,473 | ||||||||||||||||||
| Other earning assets | (9,700 | ) | 2,152 | (7,548 | ) | (1,910 | ) | 30,971 | 29,061 | |||||||||||||||
| Total interest-earning assets | 13,451 | 67,152 | 80,603 | 71,331 | 266,788 | 338,119 | ||||||||||||||||||
| Interest paid on: | ||||||||||||||||||||||||
| Interest-bearing demand deposits | 12,660 | 15,090 | 27,750 | 1,093 | 103,636 | 104,729 | ||||||||||||||||||
| Savings deposits | (2,570 | ) | 4,086 | 1,516 | (1,806 | ) | 20,757 | 18,951 | ||||||||||||||||
| Time deposits | 25,699 | 28,465 | 54,164 | 8,831 | 84,371 | 93,202 | ||||||||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | (596 | ) | 331 | (265 | ) | 3,676 | 10,616 | 14,292 | ||||||||||||||||
| Other borrowings | (27,163 | ) | (6,132 | ) | (33,295 | ) | 35,951 | 9,527 | 45,478 | |||||||||||||||
| Subordinated notes | 10 | (10 | ) | — | 10 | (10 | ) | — | ||||||||||||||||
| Junior subordinated debt securities | — | 85 | 85 | — | 2,177 | 2,177 | ||||||||||||||||||
| Total interest-bearing liabilities | 8,040 | 41,915 | 49,955 | 47,755 | 231,074 | 278,829 | ||||||||||||||||||
| Change in net interest income on a tax equivalent basis | $ | 5,411 | $ | 25,237 | $ | 30,648 | $ | 23,576 | $ | 35,714 | $ | 59,290 |
The change in interest due to both volume and yield or rate has been allocated to change due to volume and change due to yield or rate in proportion to the absolute value of the change in each. Tax-exempt income has been adjusted to a tax equivalent basis using the federal statutory corporate tax rate in effect for each of the three years presented. The balances of nonaccrual loans and the related income recognized have been included for purposes of these computations.
Provision for Credit Losses
The PCL, LHFI is the amount necessary to maintain the ACL, LHFI at the amount of expected credit losses inherent within the LHFI portfolio. The amount of PCL and the related ACL for LHFI are based on Trustmark’s ACL methodology. The PCL, LHFI, excluding the PCL, LHFI sale of 1-4 family mortgage loans, totaled $37.3 million for 2024, compared to a PCL, LHFI of $27.4 million for 2023 and $21.7 million for 2022. The PCL, LHFI, excluding the PCL, LHFI sale of 1-4 family mortgage loans, for 2024 primarily reflected an increase in required reserves as a result of credit migrations and other net changes in the qualitative reserve factors, loan growth, changes in the macroeconomic forecast and an increase in specific reserves for individually analyzed credits.
FASB ASC Topic 326 requires Trustmark to estimate expected credit losses for off-balance sheet credit exposures which are not unconditionally cancellable by Trustmark. Trustmark maintains a separate ACL for off-balance sheet credit exposures, including unfunded commitments and letters of credit. Adjustments to the ACL on off-balance sheet credit exposures are recorded to the PCL, off-balance sheet credit exposures. The PCL, off-balance sheet credit exposures totaled a negative $4.7 million for 2024 compared to a negative $2.8 million for 2023, and $1.2 million for 2022. The release in PCL on off-balance sheet credit exposures for 2024 primarily reflected a decrease in required reserves as a result of changes in the total reserve rate coupled with a decrease in unfunded commitments which was partially offset by an increase in required reserves as a result of implementing the Performance Trend and the External Factor-Credit Quality Review qualitative reserve factors.
See the section captioned “Allowance for Credit Losses” for information regarding Trustmark’s ACL methodology as well as further analysis of the PCL.
45
Noninterest Income (Loss)
The following table provides the comparative components of noninterest income (loss) for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Service charges on deposit accounts | $ | 44,382 | 2.2 | % | $ | 43,416 | 3.0 | % | $ | 42,157 | 26.8 | % | ||||||||||||
| Bank card and other fees | 33,301 | -0.4 | % | 33,439 | -7.4 | % | 36,105 | 4.2 | % | |||||||||||||||
| Mortgage banking, net | 26,626 | 1.6 | % | 26,216 | -7.4 | % | 28,306 | -55.6 | % | |||||||||||||||
| Wealth management | 37,251 | 6.2 | % | 35,092 | 0.2 | % | 35,013 | -0.5 | % | |||||||||||||||
| Other, net | 17,813 | 74.1 | % | 10,231 | 4.0 | % | 9,841 | 52.7 | % | |||||||||||||||
| Securities gains (losses), net | (182,792 | ) | n/m | 39 | n/m | — | — | |||||||||||||||||
| Total noninterest income (loss) | $ | (23,419 | ) | n/m | $ | 148,433 | -2.0 | % | $ | 151,422 | -12.6 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
Changes in various components of noninterest income (loss) for the year ended December 31, 2024 are discussed in further detail below. For analysis of Trustmark’s wealth management income, please see the section captioned “Results of Segment Operations.”
Mortgage Banking, Net
The following table illustrates the components of mortgage banking, net included in noninterest income (loss) for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Mortgage servicing income, net | $ | 28,215 | 3.7 | % | $ | 27,196 | 3.4 | % | $ | 26,291 | 3.2 | % | ||||||||||||
| Change in fair value-MSR from runoff | (11,645 | ) | 16.1 | % | (10,030 | ) | -28.5 | % | (14,034 | ) | -30.4 | % | ||||||||||||
| Gain on sales of loans, net | 19,278 | 25.6 | % | 15,345 | -24.0 | % | 20,178 | -64.0 | % | |||||||||||||||
| Mortgage banking income before net hedge ineffectiveness | 35,848 | 10.3 | % | 32,511 | 0.2 | % | 32,435 | -47.1 | % | |||||||||||||||
| Change in fair value-MSR from market changes | 5,801 | n/m | (1,489 | ) | n/m | 38,181 | n/m | |||||||||||||||||
| Change in fair value of derivatives | (15,023 | ) | n/m | (4,806 | ) | -88.6 | % | (42,310 | ) | n/m | ||||||||||||||
| Net hedge ineffectiveness | (9,222 | ) | 46.5 | % | (6,295 | ) | 52.5 | % | (4,129 | ) | n/m | |||||||||||||
| Mortgage banking, net | $ | 26,626 | 1.6 | % | $ | 26,216 | -7.4 | % | $ | 28,306 | -55.6 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
The increase in mortgage banking, net when 2024 is compared to 2023 was principally due to an increase in the gain on sales of loans, net partially offset by an increase in the net negative hedge ineffectiveness. Mortgage loan production totaled $1.418 billion for 2024, a decrease of $36.4 million, or 2.5%, when compared to 2023. Loans serviced for others totaled $8.763 billion at December 31, 2024, compared with $8.477 billion at December 31, 2023, and $8.116 billion at December 31, 2022.
Representing a significant component of mortgage banking income is gain on sales of loans, net. The increase in the gain on sales of loans, net when 2024 is compared to 2023 was primarily the result of higher profit margins in secondary marketing activities partially offset by a decrease in the mortgage valuation adjustment. Loan sales increased $5.3 million, or 0.5%, during 2024 to total $1.141 billion compared to a decrease of $107.0 million, or 8.6%, during 2023 to total $1.136 billion.
46
Other, Net
The following table illustrates the components of other, net included in noninterest income (loss) for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Partnership amortization for tax credit purposes | $ | (7,627 | ) | -4.5 | % | $ | (7,988 | ) | 28.6 | % | $ | (6,211 | ) | -22.5 | % | |||||||||
| Increase in life insurance cash surrender value | 7,478 | 6.6 | % | 7,018 | 5.2 | % | 6,673 | 0.6 | % | |||||||||||||||
| Loss on sale of 1-4 family mortgage loans | (4,798 | ) | n/m | — | — | — | — | |||||||||||||||||
| Visa C shares fair value adjustment | 8,056 | n/m | — | — | — | — | ||||||||||||||||||
| Other miscellaneous income | 14,704 | 31.3 | % | 11,201 | 19.4 | % | 9,379 | 18.2 | % | |||||||||||||||
| Total other, net | $ | 17,813 | 74.1 | % | $ | 10,231 | 4.0 | % | $ | 9,841 | 50.2 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
The increase in other, net when 2024 is compared to 2023 was principally due to the $8.1 million Visa C shares fair value adjustment during the second quarter of 2024 as well as an increase in other miscellaneous income, partially offset by the $4.8 million noncredit-related loss on the sale of 1-4 family mortgage loans recorded during the second quarter of 2024. The increase in other miscellaneous income when 2024 is compared with 2023 was principally due to increases in cash management service charges and other partnership investments.
Noninterest Expense
The following table illustrates the comparative components of noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Salaries and employee benefits | $ | 266,239 | -0.8 | % | $ | 268,270 | 5.5 | % | $ | 254,247 | -0.1 | % | ||||||||||||
| Services and fees (1) | 101,590 | -5.8 | % | 107,805 | 3.8 | % | 103,893 | 15.9 | % | |||||||||||||||
| Net occupancy-premises | 29,128 | 2.2 | % | 28,507 | 1.9 | % | 27,986 | 8.4 | % | |||||||||||||||
| Equipment expense | 24,915 | -3.6 | % | 25,844 | 7.0 | % | 24,145 | 0.4 | % | |||||||||||||||
| Litigation settlement expense | — | -100.0 | % | 6,500 | -93.5 | % | 100,750 | n/m | ||||||||||||||||
| Other expense (1) | 63,818 | 8.6 | % | 58,770 | 10.7 | % | 53,112 | -10.2 | % | |||||||||||||||
| Total noninterest expense | $ | 485,690 | -2.0 | % | $ | 495,696 | -12.1 | % | $ | 564,133 | 24.5 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
(1)
During 2023, Trustmark reclassified its debit card transaction fees from other expense to services and fees. Prior periods have been reclassified accordingly.
Changes in the various components of noninterest expense for the year ended December 31, 2024 are discussed in further detail below. Management considers disciplined expense management a key area of focus in the support of improving shareholder value.
Salaries and Employee Benefits
The decrease in salaries and employee benefits expense when 2024 is compared to 2023 was principally due to decreases in commission expense due to the decline in mortgage originations, severance expense and medical insurance expense, partially offset by increases in salaries expense, primarily due to general merit increases, accrued management performance incentives and stock compensation expense related to performance awards.
Services and Fees
The decrease in services and fees when 2024 is compared to 2023 was principally due to declines in outside services and fees, telephone expense and advertising expense, partially offset by increases in data processing charges related to software and business process outsourcing fees.
47
Other Expense
The following table illustrates the comparative components of other noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Loan expense (1) | $ | 11,580 | 4.2 | % | $ | 11,114 | -9.3 | % | $ | 12,249 | -0.6 | % | ||||||||||||
| Amortization of intangibles | 110 | -62.1 | % | 290 | -70.6 | % | 985 | -44.2 | % | |||||||||||||||
| FDIC assessment expense | 19,211 | 42.0 | % | 13,529 | 83.2 | % | 7,385 | 33.9 | % | |||||||||||||||
| Other real estate expense, net | 3,164 | n/m | 119 | -89.9 | % | 1,173 | -66.8 | % | ||||||||||||||||
| Other miscellaneous expense | 29,753 | -11.8 | % | 33,718 | 7.7 | % | 31,320 | 1.1 | % | |||||||||||||||
| Total other expense | $ | 63,818 | 8.6 | % | $ | 58,770 | 10.7 | % | $ | 53,112 | -10.2 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
(1)
During 2023, Trustmark reclassified its debit card transaction fees from other expense to services and fees. Prior periods have been reclassified accordingly.
The increase in other expense when 2024 is compared to 2023 was principally due to increases in FDIC assessment expense, primarily due to an increase in the assessment rate, and other real estate write-downs, partially offset by declines in stationary and supplies and other miscellaneous expenses.
For additional analysis of other real estate and foreclosure expenses, please see the section captioned “Nonperforming Assets.”
Results of Segment Operations
Trustmark’s operations are managed along two operating segments: General Banking and Wealth Management. A description of each segment and the methodologies used to measure financial performance and financial information by reportable segment are included in Note 21 – Segment Information located in Part II. Item 8. – Financial Statements and Supplementary Data of this report. The Insurance Segment is included in discontinued operations for all periods presented in the accompanying consolidated balance sheets and the consolidated statements of income (loss). For additional information about discontinued operations, please see Note 2 - Discontinued Operations included in Part I. Item 1. – Financial Statements of this report.
The following table provides the net income by reportable segment for the periods presented ($ in thousands):
| Years Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | |||||||||
| General banking | $ | 37,409 | $ | 145,332 | $ | 55,247 | |||||
| Wealth management | 7,801 | 7,958 | 5,671 | ||||||||
| Consolidated net income from continuing operations | $ | 45,210 | $ | 153,290 | $ | 60,918 |
General Banking
Net interest income for the General Banking Segment for 2024 increased $31.5 million, or 5.8%, when compared with 2023, primarily resulting from increases in interest and fees from LHFS and LHFI and interest on securities as well as a decline in other interest expense, partially offset by an increase in interest expense on deposits and a decrease in other interest income. Net interest income for the General Banking Segment for 2023 increased $57.6 million, or 11.8%, when compared with 2022, principally due to increases in interest and fees on LHFS and LHFI, other interest income and interest on securities, partially offset by an increase in total interest expense. The PCL (LHFI and off-balance sheet credit exposures) for the General Banking Segment for 2024 totaled $41.1 million compared to a PCL of $26.7 million during 2023 and a PCL of $22.9 million during 2022. For more information on these net interest income items, please see the sections captioned “Financial Highlights” and “Results of Operations.”
Noninterest income (loss) for the General Banking Segment decreased $174.2 million during 2024 compared to a decrease of $2.9 million, or 2.5%, during 2023. The decrease in noninterest income (loss) for the General Banking Segment during 2024 was primarily due to the net loss on the sale of available for sale securities, the noncredit-related loss on the sale of 1-4 family mortgage loans and a decrease in mortgage banking, net, partially offset by the gain on the conversion of Visa Class B-1 shares to Visa Class C shares and increases in cash management service fees and other miscellaneous income. The decrease in noninterest income (loss) for the General Banking Segment during 2023 was primarily due to the decreases in bank card and other fees and mortgage banking, net, partially offset by increases in service charges on deposit accounts and other, net. Noninterest income (loss) for the General Banking Segment
48
represented a negative 11.7% of total revenue for 2024, 17.2% for 2023 and 19.2% for 2022. Noninterest income (loss) for the General Banking Segment includes service charges on deposit accounts; wealth management; bank card and other fees; mortgage banking, net; other, net and securities gains (losses), net. For more information on these noninterest income (loss) items, please see the analysis included in the section captioned “Noninterest Income (Loss).”
Noninterest expense for the General Banking Segment decreased $10.4 million, or 2.2%, during 2024 compared to a decrease of $67.9 million, or 12.8%, during 2023. The decrease in noninterest expense for the General Banking Segment for 2024 was principally due to the $6.5 million of litigation settlement expense recorded during 2023 as well as declines in services and fees and salaries and employee benefits, partially offset by an increase in other expense. The decrease in noninterest expense for the General Banking Segment for 2023 was principally due to decreases in litigation settlement expense, outside services and fees and loan expenses, partially offset by increases in salaries and employee benefits, data processing expenses related to software and FDIC assessment expense. During 2023, Trustmark recognized litigation settlement expense of $6.5 million as a result of the settlement relating to the litigation involving Adams/Madison timber compared to litigation settlement expense of $100.0 million and legal fees of $750 thousand recognized in 2022 as a result of the settlement relating to the litigation involving the Stanford Financial Group. For more information on these noninterest expense items, please see the analysis included in the section captioned “Noninterest Expense.”
Wealth Management
During 2024, net income for the Wealth Management Segment decreased $157 thousand, or 2.0%, compared to an increase of $2.3 million, or 40.3%, during 2023. The decrease in net income for the Wealth Management Segment during 2024 was principally due to increases in the PCL and noninterest expense largely offset by an increase in noninterest income. The increase in net income for the Wealth Management Segment during 2023 was principally due to an increase in the negative PCL.
Net interest income for the Wealth Management Segment increased $80 thousand, or 1.4%, during 2024 compared to an increase of $558 thousand, or 10.5%, during 2023. The slight increase in net interest income for the Wealth Management Segment during 2024 was principally due to an increase in interest and fees on LHFS and LHFI largely offset by an increase in interest expense on deposits. The increase in net interest income for the Wealth Management Segment during 2023 was principally due to an increase in interest and fees on loans partially offset by an increase in interest on deposits generated by the Private Banking Group. The PCL for the Wealth Management Segment for 2024 totaled $154 thousand compared to a negative PCL of $2.1 million during 2023 and a negative PCL of $21 thousand during 2022.
Noninterest income for the Wealth Management Segment, which includes income related to investment management, trust and brokerage services, increased $2.4 million, or 6.8%, during 2024, principally due to increases in brokerage asset management fees and commissions as well as income from annuity services. Noninterest income for the Wealth Management Segment decreased $136 thousand, or 0.4%, during 2023, principally due to declines in income from brokerage services and other miscellaneous income partially offset by increases in income from trust management and annuity services and indirect income allocated to the Wealth Management Segment.
Noninterest expense increased $405 thousand, or 1.3%, during 2024 compared to a decrease of $534 thousand, or 1.6%, during 2023. The increase in noninterest expense for the Wealth Management Segment for 2024 was principally due to an increase in salaries and employee benefits, primarily related to broker commissions and annual portfolio manager incentives. The decrease in noninterest expense for the Wealth Management Segment for 2023 was principally due to a decrease in data processing charges related to software, partially offset by an increase in business process outsourcing expenses.
At December 31, 2024 and 2023, Trustmark held assets under management and administration of $9.423 billion and $8.250 billion and brokerage assets of $2.638 billion and $2.592 billion, respectively.
Income Taxes
For the year ended December 31, 2024, Trustmark’s combined effective tax rate from continuing operations was a negative 32.7% compared to 15.3% in 2023 and a negative 3.1% in 2022. The negative effective tax rate from continuing operations for the year ended December 31, 2024 was principally due to the significant non-routine transactions that occurred during the second quarter of 2024. Excluding the significant non-routine transactions, Trustmark’s combined effective tax rate from continuing operations for 2024 was 16.1%. The negative effective tax rate from continuing operations for 2022 was principally due to the net loss recorded for 2022 as a result of the $100.8 million of litigation settlement expense. Excluding the litigation settlement expense, Trustmark's combined effective tax rate from continuing operations for 2022 was 14.6%. Trustmark’s effective tax rate continues to be less than the statutory rate primarily due to various tax-exempt income items and its utilization of income tax credit programs. Trustmark invests in partnerships that provide income tax credits on a Federal and/or State basis (i.e., new market tax credits, low income housing tax credits or historical
49
tax credits). The income tax credits related to these partnerships are utilized as specifically allowed by income tax law and are recorded as a reduction in income tax expense.
Financial Condition
Earning assets serve as the primary revenue streams for Trustmark and are comprised of securities, loans, federal funds sold, securities purchased under reverse repurchase agreements and other earning assets. Average earning assets totaled $17.010 billion, or 91.7% of total average assets, at December 31, 2024, compared with $17.082 billion, or 91.5% of total average assets, at December 31, 2023, a decrease of $71.9 million, or 0.4%.
Securities
The securities portfolio is utilized by Management to manage interest rate risk, generate interest income, provide liquidity and use as collateral for public and wholesale funding. Risk and return can be adjusted by altering duration, composition and/or balance of the portfolio. The weighted-average life of the portfolio at December 31, 2024 and 2023 was 4.8 and 4.5 years, respectively. The increase in the weighted-average life of the portfolio was principally due to the restructuring of the available for sale securities portfolio during the second quarter of 2024.
When compared with December 31, 2023, total investment securities decreased by $161.2 million, or 5.1%, during 2024. This decrease resulted primarily from available for sale securities sold net of available for sale securities purchased as part of the restructuring of the available for sale securities portfolio during the second quarter of 2024 as well as calls, maturities and pay-downs of the loans underlying GSE guaranteed securities. Trustmark sold $1.561 billion of available for sale securities during 2024, generating a loss of $182.8 million, compared to $4.8 million of available for sale securities sold during 2023, generating a net gain of $39 thousand.
During 2022, Trustmark reclassified approximately $766.0 million of securities available for sale to securities held to maturity to mitigate the potential adverse impact of a rising interest rate environment on the fair value of the available for sale securities and the related impact on tangible common equity. At the date of these transfers, the net unrealized holding loss on the available for sale securities totaled approximately $91.9 million ($68.9 million net of tax). The resulting net unrealized holding losses are being amortized over the remaining life of the securities as a yield adjustment in a manner consistent with the amortization or accretion of the original purchase premium or discount on the associated security.
At December 31, 2024, the net unamortized, unrealized loss on all transferred securities included in accumulated other comprehensive income (loss) (AOCI) in the accompanying consolidated balance sheets totaled $46.6 million compared to $57.6 million at December 31, 2023.
Available for sale securities are carried at their estimated fair value with unrealized gains or losses recognized, net of taxes, in AOCI, a separate component of shareholders’ equity. At December 31, 2024, available for sale securities totaled $1.693 billion, which represented 55.9% of the securities portfolio, compared to $1.763 billion, or 55.3%, at December 31, 2023. At December 31, 2024, unrealized losses, net on available for sale securities totaled $27.0 million compared to unrealized losses, net of $196.1 million at December 31, 2023. At December 31, 2024, available for sale securities consisted of U.S. Treasury securities, direct obligations of government agencies and GSE guaranteed mortgage-related securities.
Held to maturity securities are carried at amortized cost and represent those securities that Trustmark both intends and has the ability to hold to maturity. At December 31, 2024, held to maturity securities totaled $1.335 billion and represented 44.1% of the total securities portfolio, compared with $1.426 billion, or 44.7%, at December 31, 2023.
50
The following table details the weighted-average yield for each range of maturities of securities available for sale and held to maturity using the amortized cost at December 31, 2024 (tax equivalent basis):
| Maturing | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Within One Year | After One, But Within Five Years | After Five, But Within Ten Years | After Ten Years | Total | ||||||||||||||||
| Securities Available for Sale | ||||||||||||||||||||
| U.S. Treasury securities | 5.01 | % | 4.57 | % | 4.22 | % | — | 4.51 | % | |||||||||||
| U.S. Government agency obligations | — | — | 3.94 | % | — | 3.94 | % | |||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | 0.56 | % | 1.92 | % | 3.61 | % | 3.82 | % | 3.80 | % | ||||||||||
| Issued by FNMA and FHLMC | 2.24 | % | 1.80 | % | 1.88 | % | 4.30 | % | 4.28 | % | ||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | 3.87 | % | 4.99 | % | 5.46 | % | 4.99 | % | |||||||||||
| Total securities available for sale | 4.99 | % | 4.36 | % | 4.73 | % | 4.28 | % | 4.43 | % | ||||||||||
| Securities Held to Maturity | ||||||||||||||||||||
| U.S. Treasury securities | — | 1.04 | % | — | — | 1.04 | % | |||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | — | — | — | 4.36 | % | 4.36 | % | |||||||||||||
| Issued by FNMA and FHLMC | — | 1.94 | % | 1.73 | % | 1.71 | % | 1.71 | % | |||||||||||
| Other residential mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | — | 1.95 | % | 1.96 | % | 1.96 | % | ||||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | 3.21 | % | 2.36 | % | 2.09 | % | 2.46 | % | 2.30 | % | ||||||||||
| Total securities held to maturity | 3.21 | % | 2.26 | % | 2.06 | % | 1.83 | % | 2.08 | % |
Mortgage-backed securities and collateralized mortgage obligations are included in maturity categories based on their stated maturity date. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations.
Management continues to focus on asset quality as one of the strategic goals of the securities portfolio, which is evidenced by the investment of 100.0% of the portfolio in U.S. Treasury securities, GSE-backed obligations and other Aaa-rated securities as determined by Moody’s Investors Services (Moody’s). None of the securities owned by Trustmark are collateralized by assets which are considered sub-prime. Furthermore, outside of stock ownership in the FHLB of Dallas and FRBA, Trustmark does not hold any other equity investment in a GSE.
At December 31, 2024, Trustmark did not hold securities of any one issuer with a carrying value exceeding 10% of total shareholders’ equity, other than certain GSEs which are exempt from inclusion. Management continues to closely monitor the credit quality as well as the ratings of the debt and mortgage-backed securities issued by the GSEs and held in Trustmark’s securities portfolio.
The following tables present Trustmark’s securities portfolio by amortized cost and estimated fair value and by credit rating, as determined by Moody’s, at December 31, 2024 and 2023 ($ in thousands):
| December 31, 2024 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost | Estimated Fair Value | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Securities Available for Sale | ||||||||||||||||
| Aaa | $ | 1,719,537 | 100.0 | % | $ | 1,692,534 | 100.0 | % | ||||||||
| Total securities available for sale | $ | 1,719,537 | 100.0 | % | $ | 1,692,534 | 100.0 | % | ||||||||
| Securities Held to Maturity | ||||||||||||||||
| Aaa | $ | 1,335,385 | 100.0 | % | $ | 1,259,107 | 100.0 | % | ||||||||
| Total securities held to maturity | $ | 1,335,385 | 100.0 | % | $ | 1,259,107 | 100.0 | % |
51
| December 31, 2023 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost | Estimated Fair Value | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Securities Available for Sale | ||||||||||||||||
| Aaa | $ | 1,959,007 | 100.0 | % | $ | 1,762,878 | 100.0 | % | ||||||||
| Total securities available for sale | $ | 1,959,007 | 100.0 | % | $ | 1,762,878 | 100.0 | % | ||||||||
| Securities Held to Maturity | ||||||||||||||||
| Aaa | $ | 1,425,939 | 100.0 | % | $ | 1,355,164 | 100.0 | % | ||||||||
| Not Rated (1) | 340 | — | 340 | — | ||||||||||||
| Total securities held to maturity | $ | 1,426,279 | 100.0 | % | $ | 1,355,504 | 100.0 | % |
(1)
Not rated issues primarily consist of Mississippi municipal general obligations.
The table above presenting the credit rating of Trustmark’s securities is formatted to show the securities according to the credit rating category, and not by category of the underlying security.
LHFS
At December 31, 2024, LHFS totaled $200.3 million, consisting of $102.7 million of residential real estate mortgage loans in the process of being sold to third parties and $97.6 million of Government National Mortgage Association (GNMA) optional repurchase loans. At December 31, 2023, LHFS totaled $184.8 million, consisting of $106.0 million of residential real estate mortgage loans in the process of being sold to third parties and $78.8 million of GNMA optional repurchase loans. Please refer to the nonperforming assets table that follows for information on GNMA loans eligible for repurchase which are past due 90 days or more.
Trustmark did not exercise its buy-back option on any delinquent loans serviced for GNMA during 2024 or 2023.
For additional information regarding the GNMA optional repurchase loans, please see the section captioned “Past Due LHFS” included in Note 5 – LHFI and ACL, LHFI of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
LHFI
The table below provides the carrying value of the LHFI portfolio by loan class for the years ended December 31, 2024 and 2023 ($ in thousands):
| December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Loans secured by real estate: | ||||||||||||||||
| Construction, land development and other land | $ | 587,244 | 4.5 | % | $ | 642,886 | 5.0 | % | ||||||||
| Other secured by 1-4 family residential properties | 650,550 | 5.0 | % | 622,397 | 4.8 | % | ||||||||||
| Secured by nonfarm, nonresidential properties | 3,533,282 | 27.0 | % | 3,489,434 | 26.9 | % | ||||||||||
| Other real estate secured | 1,633,830 | 12.5 | % | 1,312,551 | 10.1 | % | ||||||||||
| Other loans secured by real estate: | ||||||||||||||||
| Other construction | 829,904 | 6.3 | % | 867,793 | 6.7 | % | ||||||||||
| Secured by 1-4 family residential properties | 2,298,993 | 17.6 | % | 2,282,318 | 17.6 | % | ||||||||||
| Commercial and industrial loans | 1,840,722 | 14.0 | % | 1,922,910 | 14.9 | % | ||||||||||
| Consumer loans | 156,569 | 1.2 | % | 165,734 | 1.3 | % | ||||||||||
| State and other political subdivision loans | 969,836 | 7.4 | % | 1,088,466 | 8.4 | % | ||||||||||
| Other commercial loans and leases | 589,012 | 4.5 | % | 556,035 | 4.3 | % | ||||||||||
| LHFI | $ | 13,089,942 | 100.0 | % | $ | 12,950,524 | 100.0 | % |
LHFI at December 31, 2024 increased $139.4 million, or 1.1%, compared to December 31, 2023. The increase in LHFI during 2024 was primarily due to net growth in LHFI secured by real estate and other commercial loans and leases partially offset by net declines in commercial and industrial LHFI and state and other political subdivision LHFI.
LHFI secured by real estate (loans secured by real estate and other loans secured by real estate) increased $316.4 million, or 3.4%, during 2024, principally due to net growth in other real estate secured LHFI, LHFI secured by nonfarm, nonresidential properties (NFNR
52
LHFI) and other LHFI secured by 1-4 family residential properties, partially offset by net declines in construction, land development and other land LHFI and other construction LHFI. Other real estate secured LHFI increased $321.3 million, or 24.5%, during 2024, primarily due to other construction loans that moved to LHFI secured by multi-family residential properties in the Alabama, Texas and Mississippi market regions. Excluding other construction loan reclassifications, other real estate secured LHFI declined by $269.2 million, or 20.5%, during 2024, primarily due to declines in LHFI secured by multi-family residential properties in the Alabama, Mississippi, Texas and Tennessee market regions. NFNR LHFI increased $43.8 million, or 1.3%, during 2024, principally due to other construction loans that moved to NFNR LHFI in the Mississippi, Alabama, Georgia and Texas market regions. Excluding other construction loan reclassifications, the NFNR LHFI portfolio decreased $433.4 million, or 12.4%, during 2024 primarily due to declines in nonowner-occupied loans in the Mississippi, Alabama, Texas and Florida market regions as well as declines in owner-occupied loans in the Florida, Tennessee and Texas market regions, which were partially offset by growth in owner-occupied loans in the Alabama market region. Other LHFI secured by 1-4 family residential properties, which primarily consists of revolving home equity lines of credit, increased $28.2 million, or 4.5%, during 2024 reflecting growth in the Mississippi, Texas, Florida, Tennessee and Alabama market regions. LHFI secured by construction, land development and other land decreased $55.6 million, or 8.7%, during 2024 principally due to declines in land development loans in Trustmark's Alabama and Mississippi market regions. Other construction loans decreased $37.9 million, or 4.4%, during 2024 primarily due to other construction loans moved to other loan categories upon the completion of the related construction project partially offset by new construction loans across all six market regions. During 2024, $1.081 billion loans were moved from other construction to other loan categories, including $603.6 million to multi-family residential loans, $429.9 million to nonowner-occupied loans and $47.4 million to owner-occupied loans. Excluding all reclassifications between loan categories, growth in other construction loans across all six market regions totaled $1.020 billion during 2024.
State and other political subdivision LHFI decreased $118.6 million, or 10.9%, during 2024, primarily due to declines in the Mississippi and Texas market regions partially offset by growth in the Florida market region. Commercial and industrial LHFI decreased $82.2 million, or 4.3%, during 2024, primarily due to declines in the Tennessee and Mississippi market regions partially offset by growth in Trustmark’s Alabama and Georgia market regions. Other commercial loans and leases increased $33.0 million, or 5.9%, during 2024, principally due to increases in equipment finance leases in the Georgia market region and other commercial loans in the Tennessee market region, partially offset by declines in other commercial loans in the Texas, Mississippi and Alabama market regions. Trustmark's commercial leases are primarily reported in the Georgia market region because these leases are centrally analyzed and approved as part of the Equipment Finance line of business which is located in Atlanta, Georgia. For additional information regarding the equipment finance leases, please see the sections captioned “Lessor Arrangements” included in Note 1 - Significant Accounting Policies and Note 10 – Leases of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
The following table provides information regarding Trustmark’s home equity loans and home equity lines of credit which are included in the LHFI secured by 1-4 family residential properties at December 31, 2024 and 2023 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||||
| Home equity loans | $ | 72,183 | $ | 58,176 | ||||
| Home equity lines of credit | 458,327 | 430,933 | ||||||
| Percentage of loans and lines for which Trustmark holds first lien | 46.7 | % | 47.8 | % | ||||
| Percentage of loans and lines for which Trustmark does not hold first lien | 53.3 | % | 52.2 | % |
Due to the increased risk associated with second liens, loan terms and underwriting guidelines differ from those used for products secured by first liens. Loan amounts and loan-to-value ratios are limited and are lower for second liens than first liens. Also, interest rates and maximum amortization periods are adjusted accordingly. In addition, regardless of lien position, the passing credit score for approval of all home equity lines of credit is higher than that of term loans. The ACL on LHFI is also reflective of the increased risk related to second liens through application of a greater loss factor to this portion of the portfolio.
In the following tables, LHFI reported by region (along with related nonperforming assets and net charge-offs) are associated with location of origination except for loans secured by 1-4 family residential properties (representing traditional mortgages) credit cards and equipment finance loans and leases. Loans secured by 1-4 family residential properties and credit cards are included in the Mississippi region because they are centrally analyzed and approved as part of a specific line of business located at Trustmark’s headquarters in Jackson, Mississippi. The equipment finance loans and leases are primarily reported in the Georgia market region because they are centrally analyzed and approved as part of the Equipment Finance line of business which is located in Atlanta, Georgia.
53
The following table presents the LHFI composition by region at December 31, 2024 and reflects a diversified mix of loans by region ($ in thousands):
| December 31, 2024 | |||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Georgia | Mississippi | Tennessee | Texas | |||||||||||||||||||||
| LHFI Composition by Region | |||||||||||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||||||||||
| Construction, land development and other land | $ | 587,244 | $ | 253,145 | $ | 26,969 | $ | 15,234 | $ | 147,711 | $ | 42,023 | $ | 102,162 | |||||||||||||
| Other secured by 1-4 family residential properties | 650,550 | 153,836 | 59,418 | — | 314,617 | 83,025 | 39,654 | ||||||||||||||||||||
| Secured by nonfarm, nonresidential properties | 3,533,282 | 1,023,992 | 192,212 | 74,794 | 1,481,810 | 126,296 | 634,178 | ||||||||||||||||||||
| Other real estate secured | 1,633,830 | 815,394 | 1,646 | — | 387,663 | 1,144 | 427,983 | ||||||||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||||||||||
| Other construction | 829,904 | 331,735 | 7,697 | 87,531 | 175,213 | 548 | 227,180 | ||||||||||||||||||||
| Secured by 1-4 family residential properties | 2,298,993 | — | — | — | 2,296,105 | 2,888 | — | ||||||||||||||||||||
| Commercial and industrial loans | 1,840,722 | 521,451 | 20,165 | 219,243 | 702,108 | 135,090 | 242,665 | ||||||||||||||||||||
| Consumer loans | 156,569 | 21,650 | 7,939 | — | 100,085 | 14,789 | 12,106 | ||||||||||||||||||||
| State and other political subdivision loans | 969,836 | 70,447 | 67,563 | — | 731,179 | 22,766 | 77,881 | ||||||||||||||||||||
| Other commercial loans and leases | 589,012 | 38,014 | 5,268 | 245,635 | 195,713 | 64,390 | 39,992 | ||||||||||||||||||||
| LHFI | $ | 13,089,942 | $ | 3,229,664 | $ | 388,877 | $ | 642,437 | $ | 6,532,204 | $ | 492,959 | $ | 1,803,801 | |||||||||||||
| Construction, Land Development and Other Land Loans by Region | |||||||||||||||||||||||||||
| Lots | $ | 60,977 | $ | 24,292 | $ | 6,498 | $ | 94 | $ | 20,100 | $ | 2,799 | $ | 7,194 | |||||||||||||
| Development | 104,694 | 54,968 | — | — | 18,008 | 12,275 | 19,443 | ||||||||||||||||||||
| Unimproved land | 102,857 | 17,206 | 12,074 | — | 25,343 | 9,892 | 38,342 | ||||||||||||||||||||
| 1-4 family construction | 318,716 | 156,679 | 8,397 | 15,140 | 84,260 | 17,057 | 37,183 | ||||||||||||||||||||
| Construction, land development and other land loans | $ | 587,244 | $ | 253,145 | $ | 26,969 | $ | 15,234 | $ | 147,711 | $ | 42,023 | $ | 102,162 | |||||||||||||
| Loans Secured by Nonfarm, Nonresidential (NFNR) Properties by Region | |||||||||||||||||||||||||||
| Nonowner-occupied: | |||||||||||||||||||||||||||
| Retail | $ | 309,752 | $ | 99,486 | $ | 21,718 | $ | — | $ | 93,786 | $ | 18,743 | $ | 76,019 | |||||||||||||
| Office | 242,741 | 92,612 | 18,965 | — | 96,541 | 1,330 | 33,293 | ||||||||||||||||||||
| Hotel/motel | 281,946 | 145,483 | 43,816 | — | 68,604 | 24,043 | — | ||||||||||||||||||||
| Mini-storage | 145,027 | 33,789 | 1,598 | 6,537 | 90,748 | 616 | 11,739 | ||||||||||||||||||||
| Industrial | 522,204 | 98,101 | 17,814 | 68,257 | 176,775 | 2,523 | 158,734 | ||||||||||||||||||||
| Health care | 152,396 | 124,873 | 674 | — | 24,342 | 323 | 2,184 | ||||||||||||||||||||
| Convenience stores | 23,627 | 2,658 | 399 | — | 12,693 | 207 | 7,670 | ||||||||||||||||||||
| Nursing homes/senior living | 384,232 | 140,569 | — | — | 143,539 | 4,186 | 95,938 | ||||||||||||||||||||
| Other | 100,983 | 28,242 | 7,613 | — | 49,094 | 7,699 | 8,335 | ||||||||||||||||||||
| Total nonowner-occupied loans | 2,162,908 | 765,813 | 112,597 | 74,794 | 756,122 | 59,670 | 393,912 | ||||||||||||||||||||
| Owner-occupied: | |||||||||||||||||||||||||||
| Office | 150,115 | 49,734 | 34,049 | — | 38,489 | 10,216 | 17,627 | ||||||||||||||||||||
| Churches | 50,304 | 11,726 | 3,844 | — | 29,223 | 3,130 | 2,381 | ||||||||||||||||||||
| Industrial warehouses | 176,506 | 12,582 | 8,323 | — | 48,821 | 12,489 | 94,291 | ||||||||||||||||||||
| Health care | 121,319 | 10,786 | 8,064 | — | 83,381 | 2,195 | 16,893 | ||||||||||||||||||||
| Convenience stores | 109,568 | 10,907 | 2,092 | — | 56,605 | — | 39,964 | ||||||||||||||||||||
| Retail | 67,668 | 8,449 | 12,992 | — | 31,750 | 6,399 | 8,078 | ||||||||||||||||||||
| Restaurants | 52,385 | 3,466 | 2,745 | — | 25,491 | 16,413 | 4,270 | ||||||||||||||||||||
| Auto dealerships | 40,377 | 4,113 | 174 | — | 21,105 | 14,985 | — | ||||||||||||||||||||
| Nursing homes/senior living | 480,393 | 130,474 | — | — | 323,911 | — | 26,008 | ||||||||||||||||||||
| Other | 121,739 | 15,942 | 7,332 | — | 66,912 | 799 | 30,754 | ||||||||||||||||||||
| Total owner-occupied loans | 1,370,374 | 258,179 | 79,615 | — | 725,688 | 66,626 | 240,266 | ||||||||||||||||||||
| Loans secured by NFNR properties | $ | 3,533,282 | $ | 1,023,992 | $ | 192,212 | $ | 74,794 | $ | 1,481,810 | $ | 126,296 | $ | 634,178 |
54
Trustmark’s variable rate LHFI are based primarily on various prime and SOFR interest rate bases. The following table provides information regarding Trustmark’s LHFI maturities by loan class and interest rate terms at December 31, 2024 ($ in thousands):
| Maturing | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| One Year | Five Years | ||||||||||||||||||
| Within | Through | Through | After | ||||||||||||||||
| One Year | Five | Fifteen | Fifteen | ||||||||||||||||
| or Less | Years | Years | Years | Total | |||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 381,841 | $ | 176,290 | $ | 16,235 | $ | 12,878 | $ | 587,244 | |||||||||
| Other secured by 1-4 family residential properties | 54,157 | 235,454 | 342,193 | 18,746 | 650,550 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 1,166,935 | 1,958,236 | 398,832 | 9,279 | 3,533,282 | ||||||||||||||
| Other real estate secured | 836,979 | 777,004 | 19,832 | 15 | 1,633,830 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 130,638 | 684,812 | 14,454 | — | 829,904 | ||||||||||||||
| Secured by 1-4 family residential properties | 36,658 | 225,629 | 1,091,062 | 945,644 | 2,298,993 | ||||||||||||||
| Commercial and industrial loans | 288,078 | 1,390,832 | 161,812 | — | 1,840,722 | ||||||||||||||
| Consumer loans | 46,696 | 103,954 | 5,919 | — | 156,569 | ||||||||||||||
| State and other political subdivision loans | 101,483 | 398,786 | 421,683 | 47,884 | 969,836 | ||||||||||||||
| Other commercial loans and leases | 113,130 | 337,894 | 137,595 | 393 | 589,012 | ||||||||||||||
| LHFI | $ | 3,156,595 | $ | 6,288,891 | $ | 2,609,617 | $ | 1,034,839 | $ | 13,089,942 | |||||||||
| Loans with Fixed Interest Rates | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 53,123 | $ | 58,095 | $ | 15,430 | $ | 12,878 | $ | 139,526 | |||||||||
| Other secured by 1-4 family residential properties | 25,953 | 112,275 | 49,259 | 425 | 187,912 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 447,945 | 817,763 | 112,747 | 2,656 | 1,381,111 | ||||||||||||||
| Other real estate secured | 64,283 | 90,958 | 4,583 | 15 | 159,839 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 23,555 | 4,277 | 3,634 | — | 31,466 | ||||||||||||||
| Secured by 1-4 family residential properties | 3,955 | 41,206 | 266,617 | 945,057 | 1,256,835 | ||||||||||||||
| Commercial and industrial loans | 58,231 | 564,521 | 139,897 | — | 762,649 | ||||||||||||||
| Consumer loans | 26,367 | 98,619 | 5,919 | — | 130,905 | ||||||||||||||
| State and other political subdivision loans | 99,975 | 376,418 | 404,395 | 25,462 | 906,250 | ||||||||||||||
| Other commercial loans and leases | 23,464 | 216,403 | 136,763 | 75 | 376,705 | ||||||||||||||
| LHFI | $ | 826,851 | $ | 2,380,535 | $ | 1,139,244 | $ | 986,568 | $ | 5,333,198 | |||||||||
| Loans with Variable Interest Rates | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 328,718 | $ | 118,195 | $ | 805 | $ | — | $ | 447,718 | |||||||||
| Other secured by 1-4 family residential properties | 28,204 | 123,179 | 292,934 | 18,321 | 462,638 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 718,990 | 1,140,473 | 286,085 | 6,623 | 2,152,171 | ||||||||||||||
| Other real estate secured | 772,696 | 686,046 | 15,249 | — | 1,473,991 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 107,083 | 680,535 | 10,820 | — | 798,438 | ||||||||||||||
| Secured by 1-4 family residential properties | 32,703 | 184,423 | 824,445 | 587 | 1,042,158 | ||||||||||||||
| Commercial and industrial loans | 229,847 | 826,311 | 21,915 | — | 1,078,073 | ||||||||||||||
| Consumer loans | 20,329 | 5,335 | — | — | 25,664 | ||||||||||||||
| State and other political subdivision loans | 1,508 | 22,368 | 17,288 | 22,422 | 63,586 | ||||||||||||||
| Other commercial loans and leases | 89,666 | 121,491 | 832 | 318 | 212,307 | ||||||||||||||
| LHFI | $ | 2,329,744 | $ | 3,908,356 | $ | 1,470,373 | $ | 48,271 | $ | 7,756,744 |
55
Allowance for Credit Losses
LHFI
Trustmark’s ACL methodology for LHFI is based upon guidance within FASB ASC Subtopic 326-20, “Financial Instruments – Credit Losses – Measured at Amortized Cost,” as well as regulatory guidance from its primary regulator. The ACL is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Credit quality within the LHFI portfolio is continuously monitored by Management and is reflected within the ACL for loans. The ACL is an estimate of expected losses inherent within Trustmark’s existing LHFI portfolio. The ACL on LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The loan loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations.
During the second quarter of 2024, Trustmark executed a sale on a portfolio of 1-4 family mortgage loans that were at least three payments delinquent and/or nonaccrual at the time of selection. As a result of this sale, a credit mark was established for a sub-pool of the loans in the sale. Due to the lack of historical experience and the use of industry data for this sub-pool, management elected to use the credit mark for reserving purposes on a go forward basis for this sub-pool that meet the same credit criteria of being three payments delinquent and/or nonaccrual. All loans of the sub-pool that meet the above credit criteria will be removed from the 1-4 family residential properties pool and placed into a separate pool with the credit mark reserve applied to the total balance.
The econometric models currently in production reflect segment or pool level sensitivities of probability of default (PD) to changes in macroeconomic variables. By measuring the relationship between defaults and changes in the economy, the quantitative reserve incorporates reasonable and supportable forecasts of future conditions that will affect the value of its assets, as required by FASB ASC Topic 326. Under stable forecasts, these linear regressions will reasonably predict a pool’s PD. However, due to the COVID-19 pandemic, the macroeconomic variables used for reasonable and supportable forecasting changed rapidly. At the macroeconomic levels experienced during the COVID-19 pandemic, it was not clear that the models in production would produce reasonably representative results since the models were originally estimated using data beginning in 2004 through 2019. During this period, a traditional, albeit severe, economic recession occurred. Thus, econometric models are sensitive to similar future levels of PD.
In order to prevent the econometric models from extrapolating beyond reasonable boundaries of their input variables, Trustmark chose to establish an upper and lower limit process when applying the periodic forecasts. In this way, Management will not rely upon unobserved and untested relationships in the setting of the quantitative reserve. This approach applies to all input variables, including: Southern Unemployment, National Unemployment, National Gross Domestic Product (GDP), National Home Price Index (HPI), National Commercial Real Estate (CRE) Price Index and the BBB 7-10 Year US Corporate Bond Index. The upper and lower limits are based on the distribution of the macroeconomic variable by selecting extreme percentiles at the upper and lower limits of the distribution, the 1st and 99th percentiles, respectively. These upper and lower limits are then used to calculate the PD for the forecast time period in which the forecasted values are outside of the upper and lower limit range. Additionally, for periods having a PD or loss given default (LGD) at or near zero as a result of the improving macroeconomic forecasts, Management implemented PD and LGD floors to account for the risk associated with each portfolio. The PD and LGD floors are based on Trustmark's historical loss experience and applied at a portfolio level.
The external factors qualitative factor is Management’s best judgment on the loan or pool level impact of all factors that affect the portfolio that are not accounted for using any other part of the ACL methodology (i.e., natural disasters, changes in legislation, impacts due to technology and pandemics). During the third quarter of 2024, Trustmark activated the External Factor – Credit Quality Review qualitative factor. This qualitative factor ensures reserve adequacy for collectively evaluated commercial loans that may not have been identified and downgraded timely for various reasons. This qualitative factor population is all commercial loans risk rated 1-5. These loans are then applied to the historical average of the Watch/Special Mention rated percentage. Then the balance of these loans are applied additional reserves based on the same reserve rates utilized in the performance trends qualitative factor for Watch/Special Mention rated loans. Then the Watch/Special Mention population is applied the historical Substandard rated percentage and then subsequently applied the Substandard reserve rate utilized in the performance trends qualitative factor as well. The historical Watch/Special Mention and Substandard rated percentage averages captures the weighted-average life of the commercial loan portfolio. Thus, Trustmark will allocate additional reserves to capture the proportion of potential Watch/Special Mention and Substandard rated credits that may not have been categorized as such at any given point in time through the life of the commercial loan portfolio.
56
During 2022, Management elected to activate the nature and volume of the portfolio qualitative factor as a result of a sub-pool of the secured by 1-4 family residential properties growing to a significant size along with the underlying nature being different as well. The nature and volume of the portfolio qualitative factor utilizes a WARM methodology that uses industry data for the assumptions to support the qualitative adjustment. The industry data is used to compile a PD based on credit score ranges along with using the industry data to compile an LGD. The sub-pools of credits are then aggregated into the appropriate credit score bands in which a weighted-average loss rate is calculated based on the PD and LGD for each credit score range. This weighted-average loss rate is then applied to the expected balance for the sub-segment of credits. This total is then used as the qualitative reserve adjustment.
Trustmark's current quantitative methodologies do not completely incorporate changes in credit quality. As a result, Trustmark utilizes the performance trends qualitative factor. This factor is based on migration analyses, that allocates additional ACL to non-pass/delinquent loans within each pool. In this way, Management believes the ACL will directly reflect changes in risk, based on the performance of the loans with a pool, whether declining or improving.
The performance trends qualitative factor is estimated by properly segmenting loan pools into risk levels by risk rating for commercial credits and delinquency status for consumer credits. A migration analysis is then performed quarterly using a third-party software and the results for each risk level are compiled to calculate the historical PD average for each loan portfolio based on risk levels. This average historical PD rate is updated annually. For the mortgage portfolio, Trustmark uses an internal report to incorporate a roll rate method for the calculation of the PD rate. In addition to the PD rate for each portfolio, Management incorporates the quantitative rate and the k value derived from the Frye-Jacobs method to calculate a loss estimate that includes both PD and LGD. The quantitative rate is used to eliminate any additional reserve that the quantitative reserve already includes. Finally, the loss estimate rate is then applied to the total balances for each risk level for each portfolio to calculate a qualitative reserve
Determining the appropriateness of the allowance is complex and requires judgment by Management about the effect of matters that are inherently uncertain. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and credit loss expense.
For a complete description of Trustmark’s ACL methodology and the quantitative and qualitative factors included in the calculation, please see Note 5 – LHFI and ACL, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
At December 31, 2024, the ACL, LHFI was $160.3 million, an increase of $20.9 million, or 15.0%, when compared with December 31, 2023. The increase in the ACL, LHFI during 2024 was principally due to credit migration and other net changes in the qualitative reserve factors, loan growth, changes in the macroeconomic forecast and an increase in specific reserves for individually analyzed credits. Allocation of Trustmark’s ACL, LHFI represented 1.10% of commercial LHFI and 1.62% of consumer and home mortgage LHFI, resulting in an ACL to total LHFI of 1.22% at December 31, 2024. This compares with an ACL to total LHFI of 1.08% at December 31, 2023, which was allocated to commercial LHFI at 0.85% and to consumer and home mortgage LHFI at 1.81%.
The table below illustrates the changes in Trustmark’s ACL on LHFI as well as Trustmark’s loan loss experience for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||
| Balance at beginning of period | $ | 139,367 | $ | 120,214 | $ | 99,457 | ||||||
| LHFI charged off | (26,316 | ) | (17,515 | ) | (11,332 | ) | ||||||
| LHFI charged off, sale of 1-4 family mortgage loans | (8,633 | ) | — | — | ||||||||
| Recoveries | 9,932 | 9,306 | 10,412 | |||||||||
| Net (charge-offs) recoveries | (25,017 | ) | (8,209 | ) | (920 | ) | ||||||
| PCL, LHFI | 37,287 | 27,362 | 21,677 | |||||||||
| PCL, LHFI sale of 1-4 family mortgage loans | 8,633 | — | — | |||||||||
| Balance at end of period | $ | 160,270 | $ | 139,367 | $ | 120,214 |
Charge-offs exceeded recoveries for 2024 resulting in net charge-offs of $25.0 million, or 0.19% of average loans (LHFS and LHFI), compared to net charge-offs of $8.2 million, or 0.06% of average loans (LHFS and LHFI), in 2023, and net charge-offs of $920 thousand, or 0.01% of average loans (LHFS and LHFI), in 2022. The increase in net charge-offs during 2024 was principally due to the charge-offs related to the sale of 1-4 family mortgage loans during the second quarter of 2024 and an increase in gross charge-offs in the Alabama and Texas market regions, primarily related to four large nonaccrual commercial credits, as well as a decline in gross recoveries in the Tennessee market region, partially offset by an increase in gross recoveries in the Texas market region. Excluding the charge-offs related to the sale of 1-4 family mortgage loans, net charge-offs totaled $16.4 million, or 0.12% of average loans (LHFS and LHFI), in 2024.
57
The following table presents the net (charge-offs) recoveries by geographic market region for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||
| Alabama | $ | (6,988 | ) | $ | (873 | ) | $ | 2,019 | ||||
| Florida | 884 | 130 | 652 | |||||||||
| Mississippi | (13,801 | ) | (5,347 | ) | (2,713 | ) | ||||||
| Tennessee | (805 | ) | 1,644 | (790 | ) | |||||||
| Texas | (4,307 | ) | (3,763 | ) | (88 | ) | ||||||
| Total net (charge-offs) recoveries | $ | (25,017 | ) | $ | (8,209 | ) | $ | (920 | ) |
58
The following table presents selected credit ratios for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||
| ACL, LHFI to Total LHFI | 1.22 | % | 1.08 | % | 0.99 | % | ||||||
| ACL, LHFI | $ | 160,270 | $ | 139,367 | $ | 120,214 | ||||||
| LHFI | 13,089,942 | 12,950,524 | 12,204,039 | |||||||||
| Nonaccrual LHFI to Total LHFI | 0.61 | % | 0.77 | % | 0.53 | % | ||||||
| Nonaccrual LHFI | $ | 80,109 | $ | 100,008 | $ | 65,972 | ||||||
| LHFI | 13,089,942 | 12,950,524 | 12,204,039 | |||||||||
| ACL, LHFI to Nonaccrual LHFI | 200.06 | % | 139.36 | % | 182.22 | % | ||||||
| ACL, LHFI | $ | 160,270 | $ | 139,367 | $ | 120,214 | ||||||
| Nonaccrual LHFI | 80,109 | 100,008 | 65,972 | |||||||||
| Net (Charge-offs) Recoveries to Average LHFI | ||||||||||||
| Construction, land development and other land loans | 0.16 | % | -0.02 | % | 0.16 | % | ||||||
| Net (charge-offs) recoveries | $ | 992 | $ | (100 | ) | $ | 1,054 | |||||
| Average LHFI | 608,671 | 652,922 | 655,680 | |||||||||
| Other loans secured by 1-4 family residential properties | 0.02 | % | 0.02 | % | 0.07 | % | ||||||
| Net (charge-offs) recoveries | $ | 160 | $ | 119 | $ | 372 | ||||||
| Average LHFI | 641,498 | 599,723 | 541,383 | |||||||||
| Loans secured by nonfarm, nonresidential properties | -0.07 | % | 0.06 | % | 0.05 | % | ||||||
| Net (charge-offs) recoveries | $ | (2,391 | ) | $ | 2,050 | $ | 1,418 | |||||
| Average LHFI | 3,563,373 | 3,455,308 | 3,094,532 | |||||||||
| Other loans secured by real estate | -0.01 | % | — | -0.02 | % | |||||||
| Net (charge-offs) recoveries | $ | (88 | ) | $ | 28 | $ | (117 | ) | ||||
| Average LHFI | 1,459,922 | 1,079,402 | 636,658 | |||||||||
| Other construction loans | -0.19 | % | -0.35 | % | 0.01 | % | ||||||
| Net (charge-offs) recoveries | $ | (1,793 | ) | $ | (3,380 | ) | $ | 69 | ||||
| Average LHFI | 936,608 | 976,849 | 831,435 | |||||||||
| Loans secured by 1-4 family residential properties | -0.45 | % | -0.06 | % | — | |||||||
| Net (charge-offs) recoveries | $ | (10,152 | ) | $ | (1,419 | ) | $ | 13 | ||||
| Average LHFI | 2,261,353 | 2,250,931 | 1,881,006 | |||||||||
| Commercial and industrial loans | -0.44 | % | -0.06 | % | 0.02 | % | ||||||
| Net (charge-offs) recoveries | $ | (8,085 | ) | $ | (1,095 | ) | $ | 284 | ||||
| Average LHFI | 1,851,959 | 1,867,199 | 1,603,499 | |||||||||
| Consumer loans | -2.32 | % | -2.48 | % | -0.35 | % | ||||||
| Net (charge-offs) recoveries | $ | (3,630 | ) | $ | (4,098 | ) | $ | (562 | ) | |||
| Average LHFI | 156,252 | 165,241 | 161,145 | |||||||||
| State and other political subdivision loans | — | — | — | |||||||||
| Net (charge-offs) recoveries | $ | — | $ | — | $ | — | ||||||
| Average LHFI | 1,017,430 | 1,104,444 | 1,159,939 | |||||||||
| Other commercial loans and leases | -0.01 | % | -0.06 | % | -0.72 | % | ||||||
| Net (charge-offs) recoveries | $ | (30 | ) | $ | (314 | ) | $ | (3,451 | ) | |||
| Average LHFI | 599,995 | 486,518 | 477,296 | |||||||||
| Total LHFI | -0.19 | % | -0.06 | % | -0.01 | % | ||||||
| Net (charge-offs) recoveries | $ | (25,017 | ) | $ | (8,209 | ) | $ | (920 | ) | |||
| Average LHFI | 13,097,061 | 12,638,537 | 11,042,573 |
The PCL, LHFI, excluding the PCL, LHFI 1-4 family mortgage loans, for 2024 totaled 0.28% of average loans (LHFS and LHFI), compared to 0.21% of average loans (LHFS and LHFI) in 2023 and 0.19% of average loans (LHFS and LHFI) in 2022. The PCL, LHFI, excluding the PCL, LHFI sale of 1-4 family mortgage loans, for 2024 primarily reflected an increase in required reserves as a result of credit migration and other net changes in the qualitative reserve factors, loan growth, changes in the macroeconomic forecast and an increase in specific reserves for individually analyzed credits.
59
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which is included on the accompanying consolidated balance sheets. Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. Trustmark calculates an expected funding rate each period which is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. Additionally, a reserve rate is applied to the unfunded commitment balance, which includes both quantitative and a majority of the qualitative aspects of the current period's expected credit loss rate. During 2024, Management implemented a performance trends qualitative factor for unfunded commitments and an External Factor - Credit Quality Review qualitative factor for unfunded commitments. For both qualitative factors, the same assumptions are applied in the unfunded commitment calculation that are used in the funded balance calculation with the only difference being the unfunded commitment calculation includes the funding rates for the unfunded commitments. The reserves for these two qualitative factors are added to the other calculated reserve to get a total reserve for off-balance sheet credit exposures. See the section captioned “Lending Related” in Note 17 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for complete description of Trustmark’s ACL methodology on off-balance sheet credit exposures.
Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures. At December 31, 2024, the ACL on off-balance sheet credit exposures totaled $29.4 million compared to $34.1 million at December 31, 2023, a decrease of $4.7 million, or 13.7%. The PCL, off-balance sheet credit exposures totaled a negative $4.7 million for 2024, compared to a negative PCL, off-balance sheet credit exposures of $2.8 million for 2023 and a PCL, off-balance sheet credit exposures of $1.2 million for 2022. The release in PCL, off-balance sheet credit exposures for 2024 primarily reflected a decrease in required reserves as a result of changes in the total reserve rate coupled with a decrease in unfunded commitments which was partially offset by an increase in required reserves as a result of implementing the Performance Trend and the External Factor-Credit Quality Review qualitative reserve factors.
Nonperforming Assets
The table below provides the components of the nonperforming assets by geographic market region at December 31, 2024 and 2023 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||||
| Nonaccrual LHFI | ||||||||
| Alabama | $ | 18,601 | $ | 23,271 | ||||
| Florida | 305 | 170 | ||||||
| Mississippi | 42,203 | 54,615 | ||||||
| Tennessee | 2,431 | 1,802 | ||||||
| Texas | 16,569 | 20,150 | ||||||
| Total nonaccrual LHFI | 80,109 | 100,008 | ||||||
| Other real estate | ||||||||
| Alabama | 170 | 1,397 | ||||||
| Mississippi | 2,407 | 1,242 | ||||||
| Tennessee | 1,079 | — | ||||||
| Texas | 2,261 | 4,228 | ||||||
| Total other real estate | 5,917 | 6,867 | ||||||
| Total nonperforming assets | $ | 86,026 | $ | 106,875 | ||||
| Nonperforming assets/total loans (LHFS and LHFI) and other real estate | 0.65 | % | 0.81 | % | ||||
| Loans Past Due 90 Days or More | ||||||||
| LHFI | $ | 4,092 | $ | 5,790 | ||||
| LHFS - Guaranteed GNMA services loans (1) | $ | 71,255 | $ | 51,243 |
(1)
No obligation to repurchase.
60
For additional information regarding the Trustmark’s serviced GNMA loans eligible for repurchase, please see the section captioned “Loans Held for Sale (LHFS)” included in Note 1 – Significant Accounting Policies of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Nonaccrual LHFI
At December 31, 2024, nonaccrual LHFI totaled $80.1 million, or 0.60% of total LHFS and LHFI, reflecting a decrease of $19.9 million, or 19.9%, relative to December 31, 2023, primarily as a result of the sale of 1-4 family mortgage loans during the second quarter of 2024 as well as the resolution of three large nonaccrual commercial credits in the Texas and Alabama market regions, partially offset by mortgage loans placed on nonaccrual in the Mississippi market region and three large commercial credits placed on nonaccrual in the Alabama and Texas market regions. Trustmark's mortgage loans are primarily included in the Mississippi market region because these loans are centrally analyzed and approved as part of the mortgage line of business which is located in Jackson, Mississippi.
For additional information regarding nonaccrual LHFI, see the section captioned “Nonaccrual and Past Due LHFI” in Note 5 – LHFI and ACL, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Other Real Estate
Other real estate at December 31, 2024 decreased $950 thousand, or 13.8%, when compared with December 31, 2023, principally due to properties sold in Trustmark’s Mississippi and Alabama market regions as well as a write-down on a large commercial property in the Texas market region, partially offset by properties foreclosed in the Mississippi market region.
The following tables illustrate changes in other real estate by geographic market region for the periods presented ($ in thousands):
| Year Ended December 31, 2024 | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | |||||||||||||||||||
| Balance at beginning of period | $ | 6,867 | $ | 1,397 | $ | — | $ | 1,242 | $ | — | $ | 4,228 | ||||||||||||
| Additions | 6,782 | 92 | — | 5,716 | 974 | — | ||||||||||||||||||
| Disposals | (6,084 | ) | (1,475 | ) | (71 | ) | (4,452 | ) | (86 | ) | — | |||||||||||||
| Net (write-downs) recoveries | (1,648 | ) | 156 | — | (28 | ) | 191 | (1,967 | ) | |||||||||||||||
| Adjustments | — | — | 71 | (71 | ) | — | — | |||||||||||||||||
| Balance at end of period | $ | 5,917 | $ | 170 | $ | — | $ | 2,407 | $ | 1,079 | $ | 2,261 |
| Year Ended December 31, 2023 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | ||||||||||||||||||
| Balance at beginning of period | $ | 1,986 | $ | 194 | $ | — | $ | 1,769 | $ | 23 | $ | — | |||||||||||
| Additions | 7,237 | 1,073 | — | 1,706 | 230 | 4,228 | |||||||||||||||||
| Disposals | (2,555 | ) | (194 | ) | — | (2,108 | ) | (253 | ) | — | |||||||||||||
| Net (write-downs) recoveries | 199 | 324 | — | (125 | ) | — | — | ||||||||||||||||
| Balance at end of period | $ | 6,867 | $ | 1,397 | $ | — | $ | 1,242 | $ | — | $ | 4,228 |
| Year Ended December 31, 2022 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | ||||||||||||||||||
| Balance at beginning of period | $ | 4,557 | $ | — | $ | — | $ | 4,557 | $ | — | $ | — | |||||||||||
| Additions | 1,533 | 151 | — | 1,359 | 23 | — | |||||||||||||||||
| Disposals | (4,142 | ) | (48 | ) | — | (4,094 | ) | — | — | ||||||||||||||
| Net (write-downs) recoveries | 38 | 91 | — | (53 | ) | — | — | ||||||||||||||||
| Balance at end of period | $ | 1,986 | $ | 194 | $ | — | $ | 1,769 | $ | 23 | $ | — |
Net write-downs of other real estate increased $1.8 million during 2024 compared to an increase in net recoveries of other real estate of $161 thousand during 2023. The increase in net write-downs of other real estate during 2024 compared to 2023 was primarily due to a write-down on a large commercial foreclosed property in the Texas market region.
61
The following table illustrates other real estate by type of property at December 31, 2024 and 2023 ($ in thousands):
| December 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2024 | 2023 | ||||||
| Construction, land development and other land properties | $ | 46 | $ | — | |||
| 1-4 family residential properties | 2,260 | 1,977 | |||||
| Nonfarm, nonresidential properties | 3,611 | 4,835 | |||||
| Other real estate properties | — | 55 | |||||
| Total other real estate | $ | 5,917 | $ | 6,867 |
Deposits
Trustmark’s deposits are its primary source of funding and consist primarily of core deposits from the communities Trustmark serves. Deposits include interest-bearing and noninterest-bearing demand accounts, savings, MMDA, CDs and individual retirement accounts. Total deposits were $15.108 billion at December 31, 2024 compared to $15.570 billion at December 31, 2023, a decrease of $461.6 million, or 3.0%, reflecting declines in both noninterest-bearing and interest-bearing deposits accounts. During 2024, noninterest-bearing deposits decreased $124.1 million, or 3.9%, primarily due to a decline in commercial demand deposit accounts. Interest-bearing deposits decreased $337.5 million, or 2.7%, during 2024, primarily due to intentional declines in public interest checking accounts and brokered deposits as well as a decline in consumer interest checking accounts, partially offset by growth in consumer MMDAs and commercial interest checking accounts and consumer CDs.
At December 31, 2024, Trustmark's total uninsured deposits were $5.359 billion, or 35.5% of total deposits, compared to $5.601 billion, or 36.0% of total deposits, at December 31, 2023.
The maturities of time deposits that exceed the FDIC insurance limit of $250 thousand at December 31, 2024 are as follows ($ in thousands):
| Three months or less | $ | 575,174 | |
|---|---|---|---|
| Over three months through six months | 263,272 | ||
| Over six months through twelve months | 83,456 | ||
| Over twelve months | 13,461 | ||
| Total time deposits in excess of FDIC insurance limit | $ | 935,363 |
Borrowings
Trustmark uses short-term borrowings, such as federal funds purchased, securities sold under repurchase agreements and short-term FHLB advances, to fund growth of earning assets in excess of deposit growth. See the section captioned “Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Federal funds purchased and repurchase agreements totaled $324.0 million at December 31, 2024 compared to $405.7 million at December 31, 2023, a decrease of $81.7 million, or 20.1%, principally due to a decrease in upstream federal funds purchased. At December 31, 2024 and 2023, $39.0 million and $35.7 million, respectively, represented customer related transactions, such as commercial sweep repurchase balances. Trustmark had $285.0 million of upstream federal funds purchased at December 31, 2024, compared to $370.0 million at December 31, 2023.
Other borrowings totaled $301.5 million at December 31, 2024, a decrease of $181.7 million, or 37.6%, when compared with $483.2 million at December 31, 2023, principally due to a decline in outstanding short-term FHLB advances obtained from the FHLB of Dallas.
Benefit Plans
Defined Benefit Plans
As disclosed in Note 15 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a noncontributory tax-qualified defined benefit pension plan titled the Trustmark Corporation Pension Plan for Certain Employees of Acquired Financial Institutions (the Continuing Plan) to satisfy commitments made by Trustmark to associates covered through plans obtained in acquisitions.
62
At December 31, 2024, the fair value of the Continuing Plan’s assets totaled $2.7 million and was exceeded by the projected benefit obligation of $5.5 million by $2.8 million. Net periodic benefit cost equaled $177 thousand in 2024, compared to $262 thousand in 2023 and $410 thousand in 2022.
The fair value of plan assets is determined utilizing current market quotes, while the benefit obligation and periodic benefit costs are determined utilizing actuarial methodology with certain weighted-average assumptions. For 2024, 2023 and 2022, the process used to select the discount rate assumption under FASB ASC Topic 715, "Compensation-Retirement Benefits," takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. Assumptions, which have been chosen to represent the estimate of a particular event as required by GAAP, have been reviewed and approved by Management based on recommendations from its actuaries.
The range of potential contributions to the Continuing Plan is determined annually by the Continuing Plan’s actuary in accordance with applicable IRS rules and regulations. Trustmark’s policy is to fund amounts that are sufficient to satisfy the annual minimum funding requirements and do not exceed the maximum that is deductible for federal income tax purposes. The actual amount of the contribution is determined annually based on the Continuing Plan’s funded status and return on plan assets as of the measurement date, which is December 31. For the plan year ending December 31, 2024, Trustmark’s minimum required contribution to the Continuing Plan was $127 thousand; however, Trustmark contributed $290 thousand, $163 thousand in excess of the minimum required. For the plan year ending December 31, 2025, Trustmark’s minimum required contribution to the Continuing Plan is expected to be $109 thousand; however, Management and the Board of Directors of Trustmark will monitor the Continuing Plan throughout 2025 to determine any additional funding requirements by the plan’s measurement date.
Supplemental Retirement Plans
As disclosed in Note 15 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a nonqualified supplemental retirement plan covering key executive officers and senior officers as well as directors who have elected to defer fees. The plan provides for retirement and/or death benefits based on a participant’s covered salary or deferred fees. Although plan benefits may be paid from Trustmark’s general assets, Trustmark has purchased life insurance contracts on the participants covered under the plan, which may be used to fund future benefit payments under the plan. The annual measurement date for the plan is December 31. As a result of mergers prior to 2014, Trustmark became the administrator of nonqualified supplemental retirement plans, for which the plan benefits were frozen prior to the merger dates.
At December 31, 2024, the accrued benefit obligation for the supplemental retirement plans equaled $38.2 million, while the net periodic benefit cost equaled $2.4 million in 2024, $2.5 million in 2023 and $2.4 million in 2022. The net periodic benefit cost and projected benefit obligation are determined using actuarial assumptions as of the plans’ measurement date. The process used to select the discount rate assumption under FASB ASC Topic 715 takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. At December 31, 2024, unrecognized actuarial losses and unrecognized prior service costs continue to be amortized over future service periods.
Legal Environment
Information required in this section is set forth under the heading “Legal Proceedings” of Note 17 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Arrangements
Information required in this section is set forth under the heading “Lending Related” of Note 17 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Capital Resources and Liquidity
Trustmark places a significant emphasis on the maintenance of a strong capital position, which promotes investor confidence, provides access to funding sources under favorable terms and enhances Trustmark’s ability to capitalize on business growth and acquisition opportunities. Higher levels of liquidity, however, bear corresponding costs, measured in terms of lower yields on short-term, more liquid earning assets and higher expenses for extended liability maturities. Trustmark manages capital based upon risks and growth opportunities as well as regulatory requirements. Trustmark utilizes a capital model in order to provide Management with a monthly tool for analyzing changes in its strategic capital ratios. This allows Management to hold sufficient capital to provide for growth opportunities and protect the balance sheet against sudden adverse market conditions, while maintaining an attractive return on equity to shareholders.
63
At December 31, 2024, Trustmark’s total shareholders’ equity was $1.962 billion, an increase of $300.5 million, or 18.1%, when compared to December 31, 2023. The increase in shareholders’ equity during 2024 was primarily as a result of net income of $223.0 million as well as an increase in the fair market value of available for sale securities, net of tax, of $126.8 million and a decrease in the unrealized net holding losses on securities transferred from available for sale to held to maturity, net of tax, of $10.9 million, partially offset by common stock dividends of $56.8 million.
Regulatory Capital
Trustmark and TNB are subject to minimum risk-based capital and leverage capital requirements, as described in the section captioned “Capital Adequacy” included in Part I. Item 1. – Business of this report, which are administered by the federal bank regulatory agencies. These capital requirements, as defined by federal regulations, involve quantitative and qualitative measures of assets, liabilities and certain off-balance sheet instruments. Trustmark’s and TNB’s minimum risk-based capital requirements include a capital conservation buffer of 2.5%. AOCI is not included in computing regulatory capital. Trustmark elected the five-year phase-in transition period (through December 31, 2024) related to adopting FASB ASU 2016-13 for regulatory capital purposes. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the financial statements of Trustmark and TNB and limit Trustmark’s and TNB’s ability to pay dividends. At December 31, 2024, Trustmark and TNB exceeded all applicable minimum capital standards. In addition, Trustmark and TNB met applicable regulatory guidelines to be considered well-capitalized at December 31, 2024. To be categorized in this manner, Trustmark and TNB maintained minimum common equity Tier 1 risk-based capital, Tier 1 risk-based capital, total risk-based capital and Tier 1 leverage ratios, and were not subject to any written agreement, order or capital directive, or prompt corrective action directive issued by their primary federal regulators to meet and maintain a specific capital level for any capital measures. There are no significant conditions or events that have occurred since December 31, 2024, which Management believes have affected Trustmark’s or TNB’s present classification.
In 2020, Trustmark enhanced its capital structure with the issuance of $125.0 million of subordinated notes. At December 31, 2024 and 2023, the carrying amount of the subordinated notes was $123.7 million and $123.5 million, respectively. The subordinated notes mature December 1, 2030 and are redeemable at Trustmark’s option under certain circumstances. For regulatory capital purposes, the subordinated notes qualified as Tier 2 capital for Trustmark at December 31, 2024 and 2023. Trustmark may utilize the full carrying value of the subordinated notes as Tier 2 capital until December 1, 2025 (five years prior to maturity). Beginning December 1, 2025, the subordinated notes will phase out of Tier 2 capital 20.0% each year until maturity.
In 2006, Trustmark enhanced its capital structure with the issuance of trust preferred securities. For regulatory capital purposes, the trust preferred securities qualified as Tier 1 capital at December 31, 2024 and 2023. Trustmark intends to continue to utilize $60.0 million in trust preferred securities issued by the Trust as Tier 1 capital up to the regulatory limit, as permitted by the grandfather provision in the Dodd-Frank Act and the Basel III Final Rule.
Refer to the section captioned “Regulatory Capital” included in Note 18 – Shareholders’ Equity in Part II. Item 8. – Financial Statements and Supplementary Data of this report for an illustration of Trustmark’s and TNB’s actual regulatory capital amounts and ratios under regulatory capital standards in effect at December 31, 2024 and 2023.
Dividends on Common Stock
Dividends per common share for each of the years ended December 31, 2024, 2023 and 2022 were $0.92. Trustmark’s dividend payout ratio for 2024, 2023 and 2022 was 25.21%, 33.95%, and 78.63%, respectively. The increase in the dividend payout ratio for 2022 was principally due to the $100.8 million of litigation settlement expense recorded during the fourth quarter of 2022. Since Trustmark is a holding company and does not conduct operations, its primary source of liquidity are dividends paid from TNB and borrowings from outside sources. Approval by TNB’s regulators is required if the total of all dividends declared in any calendar year exceeds the total of its net income for that year combined with its retained net income of the preceding two years. In 2025, TNB will have available approximately $255.3 million plus its net income for that year to pay as dividends to Trustmark. The actual amount of any dividends declared in 2025 by Trustmark will be determined by Trustmark’s Board of Directors. Trustmark’s Board of Directors declared a quarterly cash dividend of $0.24 per share payable of March 15, 2025, to shareholders of record on March 1, 2025.
Stock Repurchase Plan
From time to time, Trustmark’s Board of Directors has authorized stock repurchase plans. In general, stock repurchase plans allow Trustmark to proactively manage its capital position and return excess capital to shareholders. Shares purchased also provide Trustmark with shares of common stock necessary to satisfy obligations related to stock compensation awards. Under the stock repurchase plan effective January 1, 2022 through December 31, 2022, Trustmark repurchased approximately 789 thousand shares of its common stock valued at $24.6 million. Under the stock repurchase plan effective January 1, 2023 through December 31, 2023, Trustmark did not
64
repurchase any of its outstanding common stock. Under the stock repurchase plan effective January 1, 2024 through December 31, 2024, Trustmark repurchased approximately 203 thousand shares of its common stock valued at $7.5 million. On December 3, 2024, Trustmark’s Board of Directors authorized a stock repurchase program effective January 1, 2025, under which $100.0 million of Trustmark’s outstanding shares may be acquired through December 31, 2025. The repurchase program, which is subject to market conditions and management discretion, will be implemented through open market repurchases or privately negotiated transactions. Under this authority, Trustmark repurchased approximately 243 thousand shares of its common stock valued at $8.5 million during January 2025.
Liquidity
Liquidity is the ability to ensure that sufficient cash flow and liquid assets are available to satisfy current and future financial obligations, including demand for loans and deposit withdrawals, funding operating costs and other corporate purposes. Consistent cash flows from operations and adequate capital provide internally generated liquidity. Furthermore, Management maintains funding capacity from a variety of external sources to meet daily funding needs, such as those required to meet deposit withdrawals, loan disbursements and security settlements. Liquidity strategy also includes the use of wholesale funding sources to provide for the seasonal fluctuations of deposit and loan demand and the cyclical fluctuations of the economy that impact the availability of funds. Management keeps excess funding capacity available to meet potential demands associated with adverse circumstances.
The asset side of the balance sheet provides liquidity primarily through maturities and cash flows from loans and securities as well as the ability to pledge or sell certain loans and securities. The liability portion of the balance sheet provides liquidity primarily through noninterest and interest-bearing deposits. Trustmark utilizes federal funds purchased, FHLB advances, securities sold under repurchase agreements, the Discount Window and brokered deposits to provide additional liquidity. Access to these additional sources represents Trustmark’s incremental borrowing capacity.
Trustmark’s liquidity position is continuously monitored and adjustments are made to manage the balance as deemed appropriate. Liquidity risk management is an important element to Trustmark’s asset/liability management process. Trustmark regularly models liquidity stress scenarios to assess potential liquidity outflows or funding problems resulting from economic disruptions or other significant occurrences as deemed appropriate by Management. These scenarios are incorporated into Trustmark’s contingency funding plan, which provides the basis for the identification of its liquidity needs.
Deposit accounts represent Trustmark’s largest funding source. Average deposits totaled to $15.366 billion for 2024 and represented approximately 82.8% of average liabilities and shareholders’ equity, compared to average deposits of $14.935 billion, which represented 80.0% of average liabilities and shareholders’ equity for 2023.
Trustmark had $297.3 million held in an interest-bearing account at the FRBA at December 31, 2024, compared to $712.0 million at December 31, 2023. Trustmark efficiently managed its FRBA balance to lower levels during 2024.
Trustmark utilizes brokered deposits to supplement other wholesale funding sources. At both December 31, 2024 and 2023, brokered sweep MMDA deposits totaled $10.6 million. In addition, Trustmark had $250.0 million of brokered CDs at December 31, 2024 compared to $578.8 million at December 31, 2023. Trustmark lowered its brokered deposits during 2024 as it managed its balance sheet and controlled deposit costs.
At December 31, 2024, Trustmark had $285.0 million of upstream federal funds purchased compared to $370.0 million of upstream federal funds purchased at December 31, 2023. Trustmark maintains adequate federal funds lines to provide sufficient short-term liquidity.
Trustmark maintains a relationship with the FHLB of Dallas, which provided $200.0 million of outstanding short-term advances and no long-term advances at December 31, 2024, compared to $400.0 million of short-term and no long-term FHLB advances outstanding at December 31, 2023. Under the existing borrowing agreement, Trustmark had sufficient qualifying collateral to increase FHLB advances with the FHLB of Dallas by $4.292 billion at December 31, 2024.
In addition, at December 31, 2024, Trustmark had no short-term and no long-term FHLB advances outstanding with the FHLB of Atlanta, compared to no short-term and $58 thousand in long-term FHLB advances outstanding at December 31, 2023, which were acquired in the BancTrust merger in 2013. Trustmark had non-member status and thus no additional borrowing capacity with the FHLB of Atlanta.
Additionally, Trustmark has the ability to leverage its unencumbered investment securities as collateral. At December 31, 2024, Trustmark had approximately $1.107 billion available in unencumbered Treasury and agency securities compared to $842.0 million at December 31, 2023.
65
Another borrowing source is the Discount Window. At December 31, 2024, Trustmark had approximately $1.187 billion available in collateral capacity at the Discount Window primarily from pledges of commercial and industrial LHFI, compared with $1.374 billion at December 31, 2023.
During 2020, Trustmark issued $125.0 million aggregate principal amount of its 3.625% fixed-to-floating rate subordinated notes. At December 31, 2024 and 2023, the carrying amount of the subordinated notes was $123.7 million and $123.5 million, respectively. The subordinated notes mature December 1, 2030 and are redeemable at Trustmark’s option under certain circumstances. The subordinated notes are unsecured obligations and are subordinated in right of payment to all of Trustmark’s existing and future senior indebtedness, whether secured or unsecured. The subordinated notes are obligations of Trustmark only and are not obligations of, and are not guaranteed by, any of its subsidiaries, including TNB.
During 2006, Trustmark completed a private placement of $60.0 million of trust preferred securities through a newly formed Delaware trust affiliate, the Trust. The trust preferred securities mature September 30, 2036 and are redeemable at Trustmark’s option. The proceeds from the sale of the trust preferred securities were used by the Trust to purchase $61.9 million in aggregate principal amount of Trustmark’s junior subordinated debentures.
The Board of Directors of Trustmark currently has the authority to issue up to 20.0 million preferred shares with no par value. The ability to issue preferred shares in the future will provide Trustmark with additional financial and management flexibility for general corporate and acquisition purposes. At December 31, 2024, Trustmark had no shares of preferred stock issued and outstanding.
Management believes that Trustmark has sufficient liquidity and capital resources to meet presently known cash flow requirements arising from ongoing business transactions. As of December 31, 2024, Management is not aware of any events that are reasonably likely to have a material adverse effect on our liquidity, capital resources or operations. In addition, Management is not aware of any regulatory recommendations regarding liquidity that would have a material adverse effect on Trustmark.
In the ordinary course of business, Trustmark has entered into contractual obligations and has made other commitments to make future payments. Please refer to the accompanying notes to the consolidated financial statements included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for the expected timing of such payments as of December 31, 2024. These include payments related to (i) short-term and long-term borrowings (Note 12 – Borrowings), (ii) operating and finance leases (Note 10 – Leases), (iii) time deposits with stated maturity dates (Note 11 – Deposits) and (iv) commitments to extend credit and standby letters of credit (Note 17 – Commitments and Contingencies).
Asset/Liability Management
Overview
Market risk reflects the potential risk of loss arising from adverse changes in interest rates and market prices. Trustmark has risk management policies to monitor and limit exposure to market risk. Trustmark’s primary market risk is interest rate risk created by core banking activities. Interest rate risk is the potential variability of the income generated by Trustmark’s financial products or services, which results from changes in various market interest rates. Market rate changes may take the form of absolute shifts, variances in the relationships between different rates and changes in the shape or slope of the interest rate term structure.
Following the LIBOR cessation date of June 30, 2023, the nationwide process for replacing LIBOR in financial contracts that mature thereafter and that do not provide for an effective means to replace LIBOR upon its cessation took effect pursuant to the Adjustable Interest Rate (LIBOR) Act. For contracts in which a party has the discretion to identify a replacement rate, the Adjustable Interest Rate (LIBOR) Act also provides a safe harbor to parties if they choose the SOFR-based benchmark replacement rate to be identified by the FRB. Trustmark had a significant number of loans, derivative contracts, borrowings and other financial instruments with attributes that were either directly or indirectly dependent on LIBOR. As December 31, 2024, all of Trustmark’s LIBOR exposure was remediated. The transition from LIBOR could create costs and additional risk. Trustmark cannot predict what the ultimate impact of the transition from LIBOR will be; however, Trustmark has implemented various measures to manage the transition and mitigate risks. For additional information regarding the transition from LIBOR and Trustmark’s management of this transition, please see the respective risk factor included in Part I. Item 1A. – Risk Factors of this report.
Management continually develops and applies cost-effective strategies to manage these risks. Management’s Asset/Liability Committee sets the day-to-day operating guidelines, approves strategies affecting net interest income and coordinates activities within policy limits established by the Board of Directors of Trustmark. A key objective of the asset/liability management program is to quantify, monitor and manage interest rate risk and to assist Management in maintaining stability in the net interest margin under varying interest rate environments.
66
Derivatives
Trustmark uses financial derivatives for management of interest rate risk. Management’s Asset/Liability Committee, in its oversight role for the management of interest rate risk, approves the use of derivatives in balance sheet hedging strategies. The most common derivatives employed by Trustmark are interest rate lock commitments, forward contracts (both futures contracts and options on futures contracts), interest rate swaps, interest rate caps and interest rate floors. As a general matter, the values of these instruments are designed to be inversely related to the values of the assets that they hedge (i.e., if the value of the hedged asset falls, the value of the related hedge rises). In addition, Trustmark has entered into derivatives contracts as counterparty to one or more customers in connection with loans extended to those customers. These transactions are designed to hedge interest rate, currency or other exposures of the customers and are not entered into by Trustmark for speculative purposes. Increased federal regulation of the derivatives markets may increase the cost to Trustmark to administer derivatives programs.
Derivatives Designated as Hedging Instruments
Trustmark engages in a cash flow hedging program to add stability to interest income and to manage its exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of fixed-rate amounts from a counterparty in exchange for Trustmark making variable-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate floor spreads designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates fall below the purchased floor strike rate on the contract and payments of variable rate amounts if interest rates fall below the sold floor strike rate on the contract. Trustmark uses such derivatives to hedge the variable cash flows associated with existing and anticipated variable-rate loan assets. At December 31, 2024, the aggregate notional value of Trustmark's interest rate swaps and floor spreads designated as cash flow hedges totaled $1.500 billion compared to $1.125 billion at December 31, 2023.
Trustmark records any gains or losses on these cash flow hedges in AOCI. Gains and losses on derivatives representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis, as documented at hedge inception in accordance with Trustmark’s accounting policy election. The earnings recognition of excluded components totaled $474 thousand of amortization expense for the year ended December 31, 2024, compared to $57 thousand of amortization expense for the year ended December 31, 2023, and is included in interest and fees on LHFS and LHFI. As interest payments are received on Trustmark's variable-rate assets, amounts reported in AOCI are reclassified into interest and fees on LHFS and LHFI in the accompanying consolidated statements of income during the same period. For the years ended December 31, 2024 and 2023, Trustmark reclassified a loss, net of tax, of $13.6 million and $12.3 million, respectively, into interest and fees on LHFS and LHFI. During the next twelve months, Trustmark estimates that $8.1 million will be reclassified as a reduction to interest and fees on LHFS and LHFI. This amount could differ due to changes in interest rates, hedge de-designations or the addition of other hedges.
Derivatives Not Designated as Hedging Instruments
As part of Trustmark’s risk management strategy in the mortgage banking business, various derivative instruments such as interest rate lock commitments and forward sales contracts are utilized. Rate lock commitments are residential mortgage loan commitments with customers, which guarantee a specified interest rate for a specified period of time. Trustmark’s obligations under forward contracts consist of commitments to deliver mortgage loans, originated and/or purchased, in the secondary market at a future date. The gross notional amount of Trustmark’s off-balance sheet obligations under these derivative instruments totaled $162.1 million at December 31, 2024, with a positive valuation adjustment of $908 thousand, compared to $171.4 million, with a negative valuation adjustment of $150 thousand at December 31, 2023.
Trustmark utilizes a portfolio of exchange-traded derivative instruments, such as Treasury note futures contracts and option contracts, to achieve a fair value return that economically hedges changes in the fair value of the MSR attributable to interest rates. These transactions are considered freestanding derivatives that do not otherwise qualify for hedge accounting under GAAP. The total notional amount of these derivative instruments was $311.5 million at December 31, 2024 compared to $285.0 million at December 31, 2023. These exchange-traded derivative instruments are accounted for at fair value with changes in the fair value recorded as noninterest income in mortgage banking, net and are offset by the changes in the fair value of the MSR. The MSR fair value represents the present value of future cash flows, which among other things includes decay and the effect of changes in interest rates. Ineffectiveness of hedging the MSR fair value is measured by comparing the change in value of hedge instruments to the change in the fair value of the MSR asset attributable to changes in interest rates and other market driven changes in valuation inputs and assumptions. The impact of this strategy resulted in a net negative ineffectiveness of $9.2 million for the year ended December 31, 2024, compared to a net negative ineffectiveness of $6.3 million for the year ended December 31, 2023 and a net negative ineffectiveness of $4.1 million for the year ended December 31, 2022.
Trustmark offers certain interest rate derivatives products directly to qualified commercial lending clients seeking to manage their interest rate risk under loans they have entered into with TNB. Trustmark economically hedges interest rate swap transactions executed
67
with commercial lending clients by entering into offsetting interest rate swap transactions with institutional derivatives market participants. Derivatives transactions executed as part of this program are not designated as qualifying hedging relationships under GAAP and are, therefore, carried on Trustmark’s financial statements at fair value with the change in fair value recorded as noninterest income in bank card and other fees. Because these derivatives have mirror-image contractual terms, in addition to collateral provisions which mitigate the impact of non-performance risk, the changes in fair value are expected to substantially offset. The Chicago Mercantile Exchange rules legally characterize variation margin collateral payments made or received for centrally cleared interest rate swaps as settlements rather than collateral. As a result, centrally cleared interest rate swaps included in other assets and other liabilities are presented on a net basis in the accompanying consolidated balance sheets. At December 31, 2024, Trustmark had interest rate swaps with an aggregate notional amount of $1.819 billion related to this program, compared to $1.500 billion at December 31, 2023.
Credit-Risk-Related Contingent Features
Trustmark has agreements with its financial institution counterparties that contain provisions where if Trustmark defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then Trustmark could also be deemed to be in default on its derivatives obligations.
At December 31, 2024, the termination value of interest rate swaps in a liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $568 thousand compared to $1.4 million at December 31, 2023. At December 31, 2024 and 2023, Trustmark had posted collateral of $1.5 million and $2.0 million, respectively, against its obligations because of negotiated thresholds and minimum transfer amounts under these agreements. If Trustmark had breached any of these triggering provisions at December 31, 2024, it could have been required to settle its obligations under the agreements at the termination value (which is expected to approximate fair market value).
Credit risk participation agreements arise when Trustmark contracts with other financial institutions, as a guarantor or beneficiary, to share credit risk associated with certain interest rate swaps. These agreements provide for reimbursement of losses resulting from a third-party default on the underlying swap. At December 31, 2024, Trustmark had entered into eleven risk participation agreements as a beneficiary with and aggregate notional amount of $83.9 million compared to six risk participation agreements as a beneficiary with an aggregate notional amount of $40.1 million at December 31, 2023. At December 31, 2024, Trustmark had entered into twenty-eight risk participation agreements as a guarantor with an aggregate notional amount of $229.1 million, compared to thirty-five risk participation agreements as a guarantor with an aggregate notional amount of $304.7 million at December 31, 2023. The aggregate fair values of these risk participation agreements were immaterial at December 31, 2024 and 2023.
Trustmark’s participation in the derivatives markets is subject to increased federal regulation of these markets. Trustmark believes that it may continue to use financial derivatives to manage interest rate risk and also to offer derivatives products to certain qualified commercial lending clients in compliance with the Volcker Rule. However, the increased federal regulation of the derivatives markets has increased the cost to Trustmark of administering its derivatives programs. Some of these costs (particularly compliance costs related to the Volcker Rule and other federal regulations) are expected to recur in the future.
FY 2023 10-K MD&A
SEC filing source: 0000950170-24-015988.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following provides a narrative discussion and analysis of Trustmark’s financial condition and results of operations. This discussion should be read in conjunction with the consolidated financial statements and the supplemental financial data included in Part II. Item 8. – Financial Statements and Supplementary Data of this report. Discussion and analysis of Trustmark’s financial condition and results of operations for the years ended December 31, 2022 and 2021 are included in the respective sections within Part II. Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of Trustmark’s Annual Report filed on Form 10-K for the year ended December 31, 2022.
Executive Overview
Trustmark has been committed to meeting the banking and financial needs of its customers and communities for over 130 years and remains focused on providing support, advice and solutions to its customers' unique needs. Trustmark produced strong financial results during 2023, despite the challenging financial services environment and increasingly competitive deposit costs, reflected by significant growth in LHFI of $746.5 million, or 6.1%, and deposits of $1.132 billion, or 7.8%, an increase in net interest income of $58.2 million, or 11.8%, and solid credit quality. Trustmark’s capital position remained solid, reflecting the consistent profitability of its diversified financial services businesses.
On October 9, 2023, Trustmark entered into a settlement agreement that resolved all current and potential future claims relating to litigation involving Adams/Madison Timber. As a result, Trustmark recognized $6.5 million of litigation settlement expense which was included in noninterest expense for the third quarter of 2023.
Trustmark is committed to managing the franchise for the long term, supporting investments to promote profitable revenue growth, realigning delivery channels to support changing customer preferences as well as reengineering and efficiency opportunities to enhance long-term shareholder value. The Board of Directors of Trustmark declared a quarterly cash dividend of $0.23 per share. The dividend is payable March 15, 2024, to shareholders of record on March 1, 2024.
Financial Highlights
Trustmark reported net income of $36.1 million, or basic and diluted earnings per share (EPS) of $0.59, for the fourth quarter of 2023, compared to a net loss of $34.1 million, or basic and diluted EPS of -$0.56, in the fourth quarter of 2022. Trustmark’s reported performance during the quarter ended December 31, 2023, produced a return on average tangible equity of 11.92%, a return on average assets of 0.77%, an average equity to average assets ratio of 8.51% and a dividend payout ratio of 38.98%, compared to a return on
33
average tangible equity of -12.14%, a return on average assets of -0.76%, an average equity to average assets ratio of 8.41% and a dividend payout ratio of -41.07% during the quarter ended December 31, 2022.
The increase in net income when the fourth quarter of 2023 is compared to the fourth quarter of 2022 was principally due to the litigation settlement expense recorded during the fourth quarter of 2022 related to the Stanford Financial Group litigation. Excluding the litigation settlement expense, net income decreased $5.4 million, or 13.0%, when the fourth quarter of 2023 is compared to the fourth quarter of 2022, principally due to a decrease in revenue and an increase in noninterest expense, excluding the litigation settlement expense, partially offset by a decrease in the PCL on off-balance sheet credit exposures. Revenue, which is defined as net interest income plus noninterest income, totaled $186.5 million for the quarter ended December 31, 2023 compared to $191.8 million for the quarter ended December 31, 2022, a decrease of $5.2 million, or 2.7%. The decrease in total revenue for the fourth quarter of 2023 compared to the same time period in 2022, resulted from a decrease in net interest income, principally due to increases in interest on deposits and other interest expense largely offset by increases in interest and fees on LHFS and LHFI and other interest income, partially offset by an increase in noninterest income, principally due to increases in mortgage banking, net and insurance commissions.
Net interest income for the fourth quarter of 2023 totaled $136.7 million, a decrease of $9.8 million, or 6.7%, when compared to the fourth quarter of 2022. Interest income totaled $232.9 million for the fourth quarter of 2023, an increase of $56.4 million, or 31.9%, when compared to the same time period in 2022, principally due to increases in interest and fees on LHFS and LHFI primarily due to loan growth and rising interest rates and other interest income primarily due to an increase in the rate paid by the Federal Reserve Bank of Atlanta (FRBA) on reserves. Interest expense totaled $96.1 million for the fourth quarter of 2023, an increase of $66.2 million when compared to the same time period in 2022. The increase in interest expense when the fourth quarter of 2023 is compared to the same time period in 2022 was principally due to an increase in interest on deposits primarily due to rising interest rates, increased competition for deposits and higher average balances, and an increase in other interest expense primarily due to the increase in the rate paid on short-term FHLB advances.
Noninterest income for the fourth quarter of 2023 totaled $49.8 million, an increase of $4.6 million, or 10.3%, when compared to the fourth quarter of 2022, principally due to increases in mortgage banking, net and insurance commissions. Mortgage banking, net totaled $5.5 million for the fourth quarter of 2023, an increase of $2.1 million, or 61.9%, when compared to the same time period in 2022, principally due to a decline in the net negative hedge ineffectiveness and an increase in the gain on sales of loans, net. Insurance commissions totaled $13.2 million for the fourth quarter of 2023, an increase of $1.2 million, or 9.8%, when compared to the same time period in 2022, principally due to an increase in other commission income.
Noninterest expense for the fourth quarter of 2023 totaled $136.4 million, a decrease of $94.8 million, or 41.0%, when compared to the fourth quarter of 2022, principally due to the litigation settlement expense recorded during the fourth quarter of 2022 related to the Stanford Financial Group litigation partially offset by increases in salaries and employee benefits and other expense. Excluding the litigation settlement expense, noninterest expense increased $6.0 million, or 4.6%, when the fourth quarter of 2023 is compared to the fourth quarter of 2022. Salaries and employee benefits totaled $78.0 million for the fourth quarter of 2023, an increase of $4.5 million, or 6.2%, when compared to the same time period in 2022, principally due to increases in salaries expense, primarily due to general merit increases, and accrued management performance incentives, partially offset by a decrease in commission expense due to the decline in mortgage originations. Other expense totaled $16.6 million for the fourth quarter of 2023, an increase of $1.5 million, or 10.0%, when compared to the same time period in 2022, principally due to an increase in FDIC assessment expense.
Trustmark’s PCL, LHFI for the three months ended December 31, 2023 totaled $7.6 million compared to $6.9 million for the three months ended December 31, 2022, an increase of $683 thousand, or 9.9%. The PCL, LHFI for the fourth quarter of 2023 primarily reflected an increase in required reserves as a result of net adjustments to the qualitative reserve factors, loan growth and changes in the macroeconomic forecasts, partially offset by a decline in specific reserves for individually analyzed LHFI. The PCL, off-balance sheet credit exposures totaled a negative $888 thousand for the three months ended December 31, 2023 compared to $5.2 million for the three months ended December 31, 2022, a decrease of $6.1 million. The PCL, off-balance sheet credit exposures for the fourth quarter of 2023 primarily reflected declines in required reserves as a result of a decline in unfunded commitments. Please see the section captioned “Provision for Credit Losses,” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
For the year ended December 31, 2023, Trustmark reported net income of $165.5 million, or basic and diluted EPS of $2.71 and $2.70, respectively, compared to $71.9 million, or basic and diluted EPS of $1.17, for the year ended December 31, 2022 and $147.4 million, or basic and diluted EPS of $2.35 and $2.34, respectively, for the year ended December 31, 2021. Trustmark’s reported performance for the year ended December 31, 2023, produced a return on average tangible equity of 14.04%, a return on average assets of 0.89% and a dividend payout ratio of 33.95%, compared to a return on average tangible equity of 6.00%, a return on average assets of 0.41% and a dividend payout ratio of 78.63% for the year ended December 31, 2022 and a return on average tangible equity of 10.81%, a return on average assets of 0.86% and a dividend payout ratio of 39.15% for the year ended December 31, 2021. Trustmark’s average equity to average assets ratio was 8.41%, 9.18% and 10.38% for the years ended December 31, 2023, 2022 and 2021, respectively.
34
Revenue totaled $759.8 million for the year ended December 31, 2023, compared to $699.9 million and $640.3 million for the years ended December 31, 2022 and 2021, respectively, an increase of $60.0 million, or 8.6%, and $59.6 million, or 9.3%, respectively. The increase in total revenue for 2023 compared to 2022 was principally due an increase in net interest income, principally due to increases in interest and fees on LHFS and LHFI and other interest income largely offset by an increase in total interest expense.
Net interest income for the year ended December 31, 2023 totaled $552.9 million, an increase of $58.2 million, or 11.8%, when compared to the year ended December 31, 2022. Interest income totaled $878.8 million for the year ended December 31, 2023, an increase of $337.0 million, or 62.2%, when compared to the year ended December 31, 2022, principally due to increases in interest and fees on LHFS and LHFI, primarily due to loan growth and rising interest rates, and other interest income, primarily due to an increase in the rate paid by the FRBA on reserves. Interest expense totaled $326.0 million for the year ended December 31, 2023, an increase of $278.8 million, when compared to the year ended December 31, 2022. The increase in interest expense when 2023 is compared to 2022 was due to an increase in interest on deposits primarily due to rising interest rates, increased competition for deposits and higher average balances, an increase in other interest expense primarily due to the increase in the amount of short-term FHLB advances held throughout 2023 as well as an increase in the rate paid for short-term FHLB advances and an increase in interest on federal funds purchased and securities sold under repurchase agreements primarily due to increases to the target rate for federal funds purchased by the FRB.
Noninterest income for 2023 totaled $207.0 million, an increase of $1.8 million, or 0.9%, when compared to 2022, principally due to increases in insurance commissions, other income, net and service charges on deposit accounts, partially offset by declines in bank card and other fees and mortgage banking, net. Insurance commissions totaled $57.6 million for 2023, an increase of $3.8 million, or 7.2%, when compared to 2022, principally due to increases in commercial property and casualty commissions and other commission income. Other income, net totaled $11.2 million for 2023, an increase of $1.3 million, or 13.7%, when compared to 2022, principally due to an increase in cash management service charges partially offset by an increase in the amortization of tax credit partnerships and a decrease in other miscellaneous income. Service charges on deposit accounts totaled $43.4 million for 2023, an increase of $1.3 million, or 3.0%, when compared to 2022, principally due to an increase in service charges on personal interest checking accounts partially offset by a decline in NSF and overdraft charges on consumer deposit accounts. Bank card and other fees totaled $33.4 million for 2023, a decline of $2.7 million, or 7.4%, when compared to 2022, principally due to declines in customer derivatives revenue and miscellaneous other bank fees. Mortgage banking, net totaled $26.2 million for 2023, a decrease of $2.1 million, or 7.4%, when compared to 2022, principally due to a decline in the gain on sales of loans, net and an increase in the net negative hedge ineffectiveness, partially offset by a decline in the run-off of the MSR.
Noninterest expense totaled $537.9 million for 2023, a decrease of $65.3 million, or 10.8%, when compared to 2022, principally due to the $100.8 million litigation settlement expense recorded during the fourth quarter of 2022, partially offset by the $6.5 million of litigation settlement expense recorded during the third quarter of 2023 as well as increases in salaries and employee benefits, other expense, services and fees and equipment expense. Excluding the litigation settlement expenses, noninterest expense increased $29.0 million, or 5.8%, when 2023 is compared to 2022. Salaries and employee benefits totaled $304.7 million for the year ended December 31, 2023, an increase of $17.2 million, or 6.0%, when compared to the year ended December 31, 2022, principally due to increases in salaries expense, primarily due to general merit increases, accrued management performance incentives and commission expense due to improvements in insurance production, partially offset by a decline in commission expense due to the decline in mortgage originations. Other expense totaled $61.7 million for 2023, an increase of $5.8 million, or 10.4%, when compared to 2022, principally due to increases in FDIC assessment expense, primarily due to an increase in the assessment rate, partially offset by a decline in loan expense. Services and fees totaled $109.5 million for 2023, an increase of $4.0 million, or 3.8%, when compared to 2022, principally due to increases in data processing charges related to software and business process outsourcing fees, partially offset by a decrease in other services and fees. Equipment expense totaled $26.1 million for 2023, an increase of $1.7 million, or 6.9%, when compared to 2022, principally due to increases in data processing equipment expenses, depreciation on furniture and equipment and personal property taxes.
Trustmark’s PCL, LHFI for 2023 totaled $27.4 million compared to $21.7 million for 2022, an increase of $5.7 million, or 26.2%. The PCL, LHFI for 2023 primarily reflected an increase in required reserves as a result of loan growth, net changes in the qualitative reserve factors, changes in the macroeconomic forecasts and extended maturities on the secured by 1-4 family residential properties portfolio resulting from lower prepayment speeds, partially offset by a decline in specific reserves for individually analyzed LHFI. The PCL, off-balance sheet credit exposures totaled a negative $2.8 million for 2023 compared to $1.2 million for 2022, a decrease of $4.0 million. The release in PCL on off-balance sheet credit exposures for 2023 primarily reflected a decrease in required reserves due to a decline in unfunded commitments partially offset by an increase in required reserves as a result of changes in the total reserve rate. Please see the section captioned “Provision for Credit Losses” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
At December 31, 2023, nonperforming assets totaled $106.9 million, an increase of $38.9 million, or 57.3%, compared to December 31, 2022 principally due to an increase in nonaccrual LHFI. Total nonaccrual LHFI were $100.0 million at December 31, 2023, an increase of $34.0 million, or 51.6%, relative to December 31, 2022, primarily as a result of three large commercial credits placed on nonaccrual as well as an increase in mortgage nonaccruals that were partially offset by other commercial credits that were foreclosed, charged off,
35
returned to accrual or paid off. The percentage of total loans (LHFS and LHFI) that are 30 days or more past due and nonaccrual LHFI increased in 2023 to 1.69% compared to 1.33% in 2022.
LHFI totaled $12.951 billion at December 31, 2023, an increase of $746.5 million, or 6.1%, compared to December 31, 2022. The increase in LHFI during 2023 was primarily due to net growth in LHFI secured by real estate, commercial and industrial LHFI and other commercial LHFI and leases partially offset by a decline in state and other political subdivision LHFI. For additional information regarding changes in LHFI and comparative balances by loan category, see the section captioned “LHFI.”
Management has continued its practice of maintaining excess funding capacity to provide Trustmark with adequate liquidity for its ongoing operations. In this regard, Trustmark benefits from its strong deposit base, its investment portfolio and its access to funding from a variety of external funding sources such as upstream federal funds lines, FHLB advances and brokered deposits. See the section captioned “Capital Resources and Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Total deposits were $15.570 billion at December 31, 2023, an increase of $1.132 billion, or 7.8%, compared to December 31, 2022. During 2023, noninterest-bearing deposits decreased $896.2 million, or 21.9%, as a result of declines in all categories of noninterest-bearing deposits reflecting customers' desire for higher-yielding deposit accounts. Interest-bearing deposits increased $2.028 billion, or 19.6%, during 2023, primarily due to growth in certificates of deposits (CDs), which was principally attributable to deposit campaigns offered during 2023 and the addition of $578.8 million of brokered CDs, business and consumer money market deposit accounts (MMDA) and business interest checking accounts, partially offset by declines in consumer and public interest checking accounts and consumer savings accounts.
Federal funds purchased and repurchase agreements totaled $405.7 million at December 31, 2023 compared to $449.3 million at December 31, 2022, a decrease of $43.6 million, or 9.7%, principally due to a decrease in customer sweep transactions. Trustmark had $370.0 million of upstream federal funds purchased at December 31, 2023, compared to $383.0 million at December 31, 2022. Other borrowings totaled $483.2 million at December 31, 2023, a decrease of $567.7 million, or 54.0%, when compared with $1.051 billion at December 31, 2022, principally due to a decline in outstanding short-term FHLB advances obtained from the FHLB of Dallas.
Critical Accounting Policies and Accounting Estimates
Trustmark’s consolidated financial statements are prepared in accordance with GAAP and follow general practices within the financial services industry. Application of these accounting principles requires Management to make estimates, assumptions and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates, assumptions and judgments are based on historical experience, current information and other factors deemed relevant as of the date of the consolidated financial statements; accordingly, as this information changes, actual financial results could differ from those estimates.
Certain policies inherently have a greater reliance on the use of estimates, assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. An accounting estimate is considered critical if the accounting estimate requires Management to make assumptions about matters with a significant level of uncertainty and if the accounting estimate, or changes to the accounting estimate that are reasonably likely to occur from period to period, have had or are reasonable likely to have a material impact to the consolidated financial statements.
For additional information regarding the accounting policies discussed below, please see Note 1 – Significant Accounting Policies set forth in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Allowance for Credit Losses (ACL)
LHFI
The ACL, LHFI is a valuation account, calculated in accordance with FASB ASC Topic 326, that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. The ACL, LHFI represents Management’s best estimate of current expected credit losses on Trustmark’s existing LHFI portfolio considering available information, from internal and external sources, relevant to assessing exposure to credit loss over the contractual term of the instrument. The ACL, LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The credit loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments
36
as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL, LHFI is complex and requires judgment by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL, LHFI is dependent upon a variety of factors beyond its controls, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL for LHFI. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology for LHFI, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for the LHFI portfolio, please see Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which are not unconditionally cancellable. The ACL on off-balance sheet credit exposures is a liability account calculated in accordance with FASB ASC Topic 326 and presented in the accompanying consolidated balance sheets. Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures.
Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. In addition to the unfunded balances, Trustmark uses a funding rate for loan pools that are considered open-ended. In order to mitigate volatility and incorporate historical experience in the funding rate, Trustmark uses a twelve-quarter moving average. For the closed-ended loan pools, Trustmark takes a conservative approach and uses a 100% funding rate. The expected funding rate is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. In addition to the funding rate being applied to the unfunded commitment balance, a reserve rate is applied that is loan pool specific and is applied to the unfunded amount to ensure loss factors, both quantitative and qualitative, are being considered on the unfunded portion of the loan pool, consistent with the methodology applied to the funded loan pools.
Evaluations of the unfunded commitments are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL on off-balance sheet credit exposures is complex and requires judgment by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL on off-balance sheet credit exposures is dependent upon a variety of factors beyond its control, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of off-balance sheet credit exposures, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL on off-balance sheet credit exposures. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology for off-balance sheet credit exposures, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for off-balance sheet credit exposures, please see the section captioned “Lending Related” in Note 16 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Mortgage Servicing Rights (MSR)
Trustmark recognizes as assets the rights to service mortgage loans based on the estimated fair value of the MSR when loans are sold and the associated servicing rights are retained. Trustmark has elected to account for the MSR at fair value.
The fair value of the MSR is determined using a valuation model administered by a third party that calculates the present value of estimated future net servicing income. The model incorporates assumptions that market participants use in estimating future net servicing income, including estimates of prepayment speeds, discount rate, escrow account earnings and contractual servicing fee income and costs. Management reviews all significant assumptions at least quarterly. Mortgage loan prepayment speeds, a key assumption in the model, is the annual rate at which borrowers are forecasted to repay their mortgage loan principal. The discount rate used to determine the present value of estimated future net servicing income, another key assumption in the model, is an estimate of the required rate of return investors in the market would require for an asset with similar risk. Both assumptions can, and generally will, change as market conditions and interest rates change.
By way of example, an increase in either the prepayment speed or discount rate assumption may result in a decrease in the fair value of the MSR, while a decrease in either assumption may result in an increase in the fair value of the MSR. In recent years, there have been significant market-driven fluctuations in loan prepayment speeds and discount rates. These fluctuations can be rapid and may continue
37
to be significant. Therefore, estimating prepayment speeds and/or discount rates within ranges that market participants would use in determining the fair value of the MSR requires significant management judgment.
At December 31, 2023, the MSR fair value was $131.9 million. The impact on the MSR fair value of either a 10% adverse change in prepayment speeds or a 100 basis point increase in discount rates at December 31, 2023, would be a decline in fair value of approximately $4.8 million and $5.4 million, respectively. Changes of equal magnitude in the opposite direction would produce similar increases in fair value in the respective amounts. See the section captioned “MSR” in Note 6 – Mortgage Banking included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for additional information regarding the valuation of the MSR.
Recent Legislative and Regulatory Developments
For information regarding legislation and regulation applicable to Trustmark, see the section captioned “Supervision and Regulation” included in Part I. Item 1. – Business of this report.
Non-GAAP Financial Measures
In addition to capital ratios defined by GAAP and banking regulators, Trustmark utilizes various tangible common equity measures when evaluating capital utilization and adequacy. Tangible common equity, as defined by Trustmark, represents common equity less goodwill and identifiable intangible assets. Trustmark’s Common Equity Tier 1 capital includes common stock, capital surplus and retained earnings, and is reduced by goodwill and other intangible assets, net of associated net deferred tax liabilities as well as disallowed deferred tax assets and threshold deductions as applicable.
Trustmark believes these measures are important because they reflect the level of capital available to withstand unexpected market conditions. Additionally, presentation of these measures allows readers to compare certain aspects of Trustmark’s capitalization to other organizations. These ratios differ from capital measures defined by banking regulators principally in that the numerator excludes shareholders’ equity associated with preferred securities, the nature and extent of which varies across organizations. In Management’s experience, many stock analysts use tangible common equity measures in conjunction with more traditional bank capital ratios to compare capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, typically stemming from the use of the purchase accounting method in accounting for mergers and acquisitions.
These calculations are intended to complement the capital ratios defined by GAAP and banking regulators. Because GAAP does not include these capital ratio measures, Trustmark believes there are no comparable GAAP financial measures to these tangible common equity ratios. Despite the importance of these measures to Trustmark, there are no standardized definitions for them and, as a result, Trustmark’s calculations may not be comparable with other organizations. Also, there may be limits in the usefulness of these measures to investors. As a result, Trustmark encourages readers to consider its audited consolidated financial statements and the notes related thereto in their entirety and not to rely on any single financial measure.
38
The following table reconciles Trustmark’s calculation of these measures to amounts reported under GAAP for the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| TANGIBLE EQUITY | 2023 | 2022 | 2021 | ||||||||||
| AVERAGE BALANCES | |||||||||||||
| Total shareholders' equity | $ | 1,570,098 | $ | 1,604,854 | $ | 1,770,151 | |||||||
| Less: Goodwill | (384,237 | ) | (384,237 | ) | (384,463 | ) | |||||||
| Identifiable intangible assets | (3,259 | ) | (4,312 | ) | (6,205 | ) | |||||||
| Total average tangible equity | $ | 1,182,602 | $ | 1,216,305 | $ | 1,379,483 | |||||||
| PERIOD END BALANCES | |||||||||||||
| Total shareholders' equity | $ | 1,661,847 | $ | 1,492,268 | $ | 1,741,311 | |||||||
| Less: Goodwill | (384,237 | ) | (384,237 | ) | (384,237 | ) | |||||||
| Identifiable intangible assets | (2,965 | ) | (3,640 | ) | (5,074 | ) | |||||||
| Total tangible equity | (a) | $ | 1,274,645 | $ | 1,104,391 | $ | 1,352,000 | ||||||
| TANGIBLE ASSETS | |||||||||||||
| Total assets | $ | 18,722,189 | $ | 18,015,478 | $ | 17,595,636 | |||||||
| Less: Goodwill | (384,237 | ) | (384,237 | ) | (384,237 | ) | |||||||
| Identifiable intangible assets | (2,965 | ) | (3,640 | ) | (5,074 | ) | |||||||
| Total tangible assets | (b) | $ | 18,334,987 | $ | 17,627,601 | $ | 17,206,325 | ||||||
| Risk-weighted assets | (c) | $ | 15,153,263 | $ | 14,521,078 | $ | 12,623,630 | ||||||
| NET INCOME ADJUSTED FOR INTANGIBLE AMORTIZATION | |||||||||||||
| Net income | $ | 165,489 | $ | 71,887 | $ | 147,365 | |||||||
| Plus: Intangible amortization net of tax | 505 | 1,076 | 1,738 | ||||||||||
| Net income adjusted for intangible amortization | $ | 165,994 | $ | 72,963 | $ | 149,103 | |||||||
| Period end common shares outstanding | (d) | 61,071,173 | 60,977,686 | 61,648,679 | |||||||||
| TANGIBLE EQUITY MEASUREMENTS | |||||||||||||
| Return on average tangible equity (1) | 14.04 | % | 6.00 | % | 10.81 | % | |||||||
| Tangible equity/tangible assets | (a)/(b) | 6.95 | % | 6.27 | % | 7.86 | % | ||||||
| Tangible equity/risk-weighted assets | (a)/(c) | 8.41 | % | 7.61 | % | 10.71 | % | ||||||
| Tangible book value | (a)/(d)*1,000 | $ | 20.87 | $ | 18.11 | $ | 21.93 | ||||||
| COMMON EQUITY TIER 1 CAPITAL (CET1) - BASEL III | |||||||||||||
| Total shareholders' equity | $ | 1,661,847 | $ | 1,492,268 | $ | 1,741,311 | |||||||
| CECL transition adjustment (2) | 13,000 | 19,500 | 26,000 | ||||||||||
| AOCI-related adjustments | 219,723 | 275,403 | 32,560 | ||||||||||
| CET1 adjustments and deductions: | |||||||||||||
| Goodwill net of associated deferred tax liabilities (DTLs) | (370,212 | ) | (370,241 | ) | (370,252 | ) | |||||||
| Other adjustments and deductions for CET1 (3) | (2,693 | ) | (3,258 | ) | (4,392 | ) | |||||||
| CET1 capital | (e) | 1,521,665 | 1,413,672 | 1,425,227 | |||||||||
| Additional tier 1 capital instruments plus related surplus | 60,000 | 60,000 | 60,000 | ||||||||||
| Tier 1 capital | $ | 1,581,665 | $ | 1,473,672 | $ | 1,485,227 | |||||||
| Common equity tier 1 risk-based capital ratio | (e)/(c) | 10.04 | % | 9.74 | % | 11.29 | % |
(1)
Calculated using net income adjusted for intangible amortization divided by total average tangible equity.
(2)
Trustmark elected the five-year phase-in transition period related to adopting FASB ASU 2016-13 for regulatory capital purposes.
(3)
Includes other intangible assets, net of DTLs, disallowed deferred tax assets and threshold deductions, as applicable.
Significant Non-routine Transactions
Trustmark discloses certain non-GAAP financial measures, including net income adjusted for significant non-routine transactions, because Management uses these measures for business planning purposes, including to manage Trustmark’s business against internal projected results of operations and to measure Trustmark’s performance. Trustmark views net income adjusted for significant non-routine transactions as a measure of its core operating business, which excludes the impact of the items detailed below, as these items are generally not operational in nature. This non-GAAP measure also provides another basis for comparing period-to-period results as presented in the accompanying selected financial data table and the audited consolidated financial statements by excluding potential differences caused by non-operational and unusual or non-recurring items. Readers are cautioned that these adjustments are not permitted under GAAP. Trustmark encourages readers to consider its audited consolidated financial statements and the notes related thereto, included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, in their entirety, and not to rely on any single financial measure.
39
The following table presents adjustments to net income and select financial ratios as reported in accordance with GAAP resulting from significant non-routine items occurring during the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||||||||||||||
| Amount | Diluted EPS | Amount | Diluted EPS | Amount | Diluted EPS | |||||||||||||||||||
| Net income (GAAP) | $ | 165,489 | $ | 2.70 | $ | 71,887 | $ | 1.17 | $ | 147,365 | $ | 2.34 | ||||||||||||
| Significant non-routine transactions (net of taxes): | ||||||||||||||||||||||||
| Reduction in force expense | 1,055 | 0.02 | — | — | — | — | ||||||||||||||||||
| Litigation settlement expense | 4,875 | 0.08 | 75,563 | 1.23 | — | — | ||||||||||||||||||
| Voluntary early retirement program | — | — | — | — | 4,275 | 0.07 | ||||||||||||||||||
| Regulatory settlement charge (not tax deductible) | — | — | — | — | 5,000 | 0.08 | ||||||||||||||||||
| Net Income adjusted for significant non-routine transactions (Non-GAAP) | $ | 171,419 | $ | 2.80 | $ | 147,450 | $ | 2.40 | $ | 156,640 | $ | 2.49 | ||||||||||||
| Reported (GAAP) | Adjusted (Non-GAAP) | Reported (GAAP) | Adjusted (Non-GAAP) | Reported (GAAP) | Adjusted (Non-GAAP) | |||||||||||||||||||
| Return on average equity | 10.54 | % | 10.90 | % | 4.48 | % | 9.13 | % | 8.32 | % | 8.83 | % | ||||||||||||
| Return on average tangible equity | 14.04 | % | 14.51 | % | 6.00 | % | 12.12 | % | 10.81 | % | 11.45 | % | ||||||||||||
| Return on average assets | 0.89 | % | 0.92 | % | 0.41 | % | 0.84 | % | 0.86 | % | 0.92 | % |
Reduction in Force Expense
During the fourth quarter 2023, Trustmark incurred reduction in force expenses of $1.4 million related to various restructuring initiatives.
Litigation Settlement Expense
On October 9, 2023, Trustmark entered into a settlement agreement that resolved all current and potential future claims relating to litigation involving Adams/Madison Timber. Information regarding this settlement and related litigation is set forth under the heading “Legal Proceedings” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report. As a result of this settlement, Trustmark recognized a one-time charge of $6.5 million of litigation settlement expense during the third quarter of 2023.
On January 13, 2023, TNB entered into a settlement agreement relating to the litigation involving the Stanford Financial Group. Information regarding this settlement and related litigation is set forth under the heading “Legal Proceedings” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report. As a result of this settlement, Trustmark recognized a one-time charge of $100.0 million of litigation settlement expense as well as an additional $750 thousand of legal fees during the fourth quarter of 2022.
Voluntary Early Retirement Program
During 2021, Trustmark completed a voluntary early retirement program and incurred one-time charges of $5.7 million ($5.6 million of non-routine salaries and employee benefits expense and $89 thousand of non-routine other miscellaneous expense) related to this program.
Regulatory Settlement Charge
During 2021, Trustmark finalized a settlement with regulatory authorities to resolve fair lending allegations in the Memphis metropolitan statistical area (MSA). Trustmark incurred a one-time settlement expense of $5.0 million and made other commitments to enhance credit opportunities to residents in majority-Black and Hispanic neighborhoods in the Memphis MSA.
Results of Operations
Net Interest Income
Net interest income is the principal component of Trustmark’s income stream and represents the difference, or spread, between interest and fee income generated from earning assets and the interest expense paid on deposits and borrowed funds. Fluctuations in interest
40
rates, as well as volume and mix changes in earning assets and interest-bearing liabilities, can materially impact net interest income. The net interest margin is computed by dividing fully taxable equivalent (FTE) net interest income by average interest-earning assets and measures how effectively Trustmark utilizes its interest-earning assets in relationship to the interest cost of funding them. The accompanying Yield/Rate Analysis Table shows the average balances for all assets and liabilities of Trustmark and the interest income or expense associated with earning assets and interest-bearing liabilities. The yields and rates have been computed based upon interest income and expense adjusted to a FTE basis using the federal statutory corporate tax rate in effect for each of the periods shown. Loans on nonaccrual have been included in the average loan balances, and interest collected prior to these loans having been placed on nonaccrual has been included in interest income. Loan fees included in interest associated with the average LHFS and LHFI balances are immaterial.
Net interest income-FTE for the year ended December 31, 2023 increased $59.3 million, or 11.7%, when compared with the year ended December 31, 2022. The increase in net interest income-FTE when 2023 is compared to 2022 was principally due to increases in interest and fees on LHFS and LHFI-FTE and other interest income, partially offset by an increase in total interest expense. The net interest margin-FTE for 2023 increased 15 basis points to 3.32% when compared to 2022. The net interest margin-FTE excluding PPP loans and the balance held at the FRBA, which equals the reported net interest income-FTE excluding interest and fees on PPP loans and interest on the FRBA balance, as a percentage of average earning assets excluding average PPP loans and the average FRBA balance, was 3.25% for 2023, a decrease of 5 basis points when compared to 3.30% for 2022. The decrease in the net interest margin-FTE excluding PPP loans and the balance held at the FRBA for 2023 was principally due to higher costs of interest-bearing liabilities, partially offset by increases in the yields on the LHFS and LHFI and securities portfolios reflecting the higher interest rate environment.
At both December 31, 2023 and 2022, Trustmark had no PPP loans outstanding.
The average FRBA balance, included in other earning assets, for 2023 totaled $617.6 million, a decrease of $229.3 million, or 27.1%, when compared to 2022. Interest earned on the FRBA balance increased $25.0 million when 2023 is compared to 2022. The yield on the FRBA balance was 5.17% and 0.82% for 2023 and 2022, respectively, an increase of 435 basis points reflecting the FRBA's increase in the interest rate that it pays on reserves during 2023.
Average interest-earning assets for 2023 were $17.082 billion compared to $16.014 billion for 2022, an increase of $1.068 billion, or 6.7%. The increase in average earning assets during 2023 was primarily due to an increase in average loans (LHFS and LHFI) of $1.565 billion, or 13.9%, which was partially offset by decreases in average securities of $302.5 million, or 7.9%, and average other earning assets of $179.2 million, or 19.8%. The increase in average loans (LHFS and LHFI) was primarily attributable to an increase in the average balance of the LHFI portfolio of $1.596 billion, or 14.5%, partially offset by a decrease in the average balance of the LHFS portfolio of $30.8 million, or 15.9%, when balances at December 31, 2023 are compared to balances at December 31, 2022. See the sections captioned "LHFS" and "LHFI" for additional information regarding changes in the LHFS and LHFI portfolios. The decrease in average securities when 2023 is compared to 2022 was principally due to calls, maturities and pay-downs of the underlying loans of government-sponsored enterprise (GSE) guaranteed securities. The decrease in average other earning assets when 2023 is compared to 2022 was primarily due to a decrease in reserves held at the FRBA.
Interest income-FTE totaled $892.3 million for 2023, an increase of $338.1 million, or 61.0%, while the yield on total earning assets increased 176 basis points to 5.22% when compared to 2022. The increase in interest income-FTE in 2023 primarily reflects increases in interest and fees on LHFS and LHFI-FTE and other interest income. During 2023, interest and fees on LHFS and LHFI-FTE increased $303.5 million, or 62.5%, when compared to 2022, while the yield on loans (LHFS and LHFI) increased to 6.16% compared to 4.32% as a result of the increase in the average balance of the LHFI portfolio as well as higher interest rates. During 2023, other interest income increased $29.1 million when compared to 2022, while the yield on other earning assets increased to 5.10% compared to 0.89%, principally due to the FRBA's increase in the interest rate paid on reserves during 2023. See the discussion above regarding changes in interest income and yields on balances held at the FRBA.
Average interest-bearing liabilities for 2023 totaled $12.983 billion compared to $10.987 billion for 2022, an increase of $1.996 billion, or 18.2%. The increase in average interest-bearing liabilities was primarily the result of increases in average interest-bearing deposits, average other borrowings and average federal funds purchased and securities sold under repurchase agreements. Average interest-bearing deposits for 2023 increased $1.083 billion, or 10.5%, when compared to 2022, reflecting growth in average time deposits and average interest-bearing demand deposits partially offset by declines in average savings deposits. Average other borrowings for 2023 increased $785.6 million when compared to 2022, principally due to the increase in short-term FHLB advances outstanding during the year. Average federal funds purchased and securities sold under repurchase agreements increased $127.6 million, or 45.0%, when 2023 is compared to 2022, principally due to an increase in upstream federal funds purchased during the year.
Interest expense for 2023 totaled $326.0 million, an increase of $278.8 million when compared with 2022, while the rate on total interest-bearing liabilities increased to 2.51% compared to 0.43%. The increase in total interest expense for 2023 reflected increases in interest on deposits, interest on federal funds purchased and securities sold under repurchase agreements and other interest expense. Interest on
41
deposits increased $216.9 million, while the rate on interest-bearing deposits increased to 2.16% compared to 0.28% when 2023 is compared to 2022, primarily due to increases in interest on all categories of interest checking accounts, CDs and MMDAs, reflecting rising interest rates and higher average balances. Other interest expense increased $47.7 million, while the rate on other borrowings increased to 5.09% compared to 3.11%, when 2023 is compared to 2022, principally due to an increase in the amount of short-term FHLB advances obtained from the FHLB of Dallas during the year as well as the interest rate paid on short-term FHLB advances. Interest expense on federal funds purchased and securities sold under repurchase agreements increased $14.3 million, while the rate on federal funds purchased and securities sold under repurchase agreements increased to 4.97% compared to 2.16%, when 2023 is compared to 2022, principally due to the FRB’s increase in the target range for the federal funds rate as well as an increase in upstream federal funds purchased during the year.
The following table provides the tax equivalent basis yield or rate for each component of the tax equivalent net interest margin for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||||||||||||||||||||||||||
| Average | Yield/ | Average | Yield/ | Average | Yield/ | |||||||||||||||||||||||||||||||
| Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | ||||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||||||
| Interest-earning assets: | ||||||||||||||||||||||||||||||||||||
| Federal funds sold and securities purchased under reverse repurchase agreements | $ | 1,492 | $ | 80 | 5.36 | % | $ | 1,753 | $ | 74 | 4.22 | % | $ | 79 | $ | — | — | |||||||||||||||||||
| Securities available for sale: | ||||||||||||||||||||||||||||||||||||
| Taxable | 2,090,201 | 35,359 | 1.69 | % | 2,932,054 | 38,799 | 1.32 | % | 2,573,533 | 30,453 | 1.18 | % | ||||||||||||||||||||||||
| Nontaxable | 4,657 | 182 | 3.91 | % | 4,997 | 195 | 3.90 | % | 5,166 | 199 | 3.85 | % | ||||||||||||||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||||||||||||||
| Taxable | 1,454,450 | 30,741 | 2.11 | % | 911,010 | 20,918 | 2.30 | % | 423,763 | 8,245 | 1.95 | % | ||||||||||||||||||||||||
| Nontaxable | 1,854 | 81 | 4.37 | % | 5,623 | 227 | 4.04 | % | 12,765 | 495 | 3.88 | % | ||||||||||||||||||||||||
| PPP loans | — | — | — | 14,868 | 639 | 4.30 | % | 350,668 | 36,726 | 10.47 | % | |||||||||||||||||||||||||
| Loans (LHFS and LHFI) | 12,801,531 | 788,719 | 6.16 | % | 11,236,388 | 485,246 | 4.32 | % | 10,377,941 | 375,330 | 3.62 | % | ||||||||||||||||||||||||
| Other earning assets | 728,181 | 37,135 | 5.10 | % | 907,414 | 8,080 | 0.89 | % | 1,825,134 | 2,767 | 0.15 | % | ||||||||||||||||||||||||
| Total interest-earning assets | 17,082,366 | 892,297 | 5.22 | % | 16,014,107 | 554,178 | 3.46 | % | 15,569,049 | 454,215 | 2.92 | % | ||||||||||||||||||||||||
| Other assets | 1,718,058 | 1,567,921 | 1,599,114 | |||||||||||||||||||||||||||||||||
| Allowance for credit losses | (125,942 | ) | (104,138 | ) | (110,170 | ) | ||||||||||||||||||||||||||||||
| Total Assets | $ | 18,674,482 | $ | 17,477,890 | $ | 17,057,993 | ||||||||||||||||||||||||||||||
| Liabilities and Shareholders' Equity | ||||||||||||||||||||||||||||||||||||
| Interest-bearing liabilities: | ||||||||||||||||||||||||||||||||||||
| Interest-bearing demand deposits | $ | 4,871,977 | 121,138 | 2.49 | % | $ | 4,585,955 | 16,409 | 0.36 | % | $ | 4,096,746 | 4,906 | 0.12 | % | |||||||||||||||||||||
| Savings deposits | 3,838,791 | 28,605 | 0.75 | % | 4,579,742 | 9,654 | 0.21 | % | 4,622,167 | 7,912 | 0.17 | % | ||||||||||||||||||||||||
| Time deposits | 2,691,682 | 96,208 | 3.57 | % | 1,153,983 | 3,006 | 0.26 | % | 1,287,663 | 4,127 | 0.32 | % | ||||||||||||||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 410,945 | 20,419 | 4.97 | % | 283,328 | 6,127 | 2.16 | % | 172,782 | 232 | 0.13 | % | ||||||||||||||||||||||||
| Other borrowings | 984,315 | 50,441 | 5.12 | % | 198,672 | 4,963 | 2.50 | % | 125,554 | 1,037 | 0.83 | % | ||||||||||||||||||||||||
| Subordinated notes | 123,364 | 4,751 | 3.85 | % | 123,144 | 4,751 | 3.86 | % | 122,933 | 4,752 | 3.87 | % | ||||||||||||||||||||||||
| Junior subordinated debt securities | 61,856 | 4,392 | 7.10 | % | 61,856 | 2,215 | 3.58 | % | 61,856 | 1,194 | 1.93 | % | ||||||||||||||||||||||||
| Total interest-bearing liabilities | 12,982,930 | 325,954 | 2.51 | % | 10,986,680 | 47,125 | 0.43 | % | 10,489,701 | 24,160 | 0.23 | % | ||||||||||||||||||||||||
| Noninterest-bearing demand deposits | 3,532,134 | 4,452,046 | 4,531,642 | |||||||||||||||||||||||||||||||||
| Other liabilities | 589,320 | 434,310 | 266,499 | |||||||||||||||||||||||||||||||||
| Shareholders' equity | 1,570,098 | 1,604,854 | 1,770,151 | |||||||||||||||||||||||||||||||||
| Total Liabilities and Shareholders' Equity | $ | 18,674,482 | $ | 17,477,890 | $ | 17,057,993 | ||||||||||||||||||||||||||||||
| Net Interest Margin | 566,343 | 3.32 | % | 507,053 | 3.17 | % | 430,055 | 2.76 | % | |||||||||||||||||||||||||||
| Less tax equivalent adjustments: | ||||||||||||||||||||||||||||||||||||
| Investments | 55 | 89 | 146 | |||||||||||||||||||||||||||||||||
| Loans | 13,410 | 12,256 | 11,558 | |||||||||||||||||||||||||||||||||
| Net Interest Margin per Consolidated Statements of Income | $ | 552,878 | $ | 494,708 | $ | 418,351 |
42
The table below shows the change from year to year for each component of the tax equivalent net interest margin in the amount generated by volume changes and the amount generated by changes in the yield or rate (tax equivalent basis) for the periods presented ($ in thousands):
| 2023 Compared to 2022 | 2022 Compared to 2021 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Increase (Decrease) Due To: | Increase (Decrease) Due To: | |||||||||||||||||||||||
| Yield/ | Yield/ | |||||||||||||||||||||||
| Volume | Rate | Net | Volume | Rate | Net | |||||||||||||||||||
| Interest earned on: | ||||||||||||||||||||||||
| Federal funds sold and securities purchased under reverse repurchase agreements | $ | (12 | ) | $ | 18 | $ | 6 | $ | — | $ | 74 | $ | 74 | |||||||||||
| Securities available for sale: | ||||||||||||||||||||||||
| Taxable | (12,720 | ) | 9,280 | (3,440 | ) | 4,508 | 3,838 | 8,346 | ||||||||||||||||
| Nontaxable | (13 | ) | — | (13 | ) | (7 | ) | 3 | (4 | ) | ||||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||
| Taxable | 11,669 | (1,846 | ) | 9,823 | 10,962 | 1,711 | 12,673 | |||||||||||||||||
| Nontaxable | (164 | ) | 18 | (146 | ) | (287 | ) | 19 | (268 | ) | ||||||||||||||
| PPP loans | (319 | ) | (320 | ) | (639 | ) | (22,339 | ) | (13,748 | ) | (36,087 | ) | ||||||||||||
| Loans, net of unearned income (LHFS and LHFI) | 74,788 | 228,685 | 303,473 | 32,932 | 76,984 | 109,916 | ||||||||||||||||||
| Other earning assets | (1,898 | ) | 30,953 | 29,055 | (2,008 | ) | 7,321 | 5,313 | ||||||||||||||||
| Total interest-earning assets | 71,331 | 266,788 | 338,119 | 23,761 | 76,202 | 99,963 | ||||||||||||||||||
| Interest paid on: | ||||||||||||||||||||||||
| Interest-bearing demand deposits | 1,093 | 103,636 | 104,729 | 648 | 10,855 | 11,503 | ||||||||||||||||||
| Savings deposits | (1,806 | ) | 20,757 | 18,951 | (73 | ) | 1,815 | 1,742 | ||||||||||||||||
| Time deposits | 8,831 | 84,371 | 93,202 | (399 | ) | (722 | ) | (1,121 | ) | |||||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 3,676 | 10,616 | 14,292 | 233 | 5,662 | 5,895 | ||||||||||||||||||
| Other borrowings | 35,951 | 9,527 | 45,478 | 881 | 3,045 | 3,926 | ||||||||||||||||||
| Subordinated notes | 10 | (10 | ) | — | 9 | (10 | ) | (1 | ) | |||||||||||||||
| Junior subordinated debt securities | — | 2,177 | 2,177 | — | 1,021 | 1,021 | ||||||||||||||||||
| Total interest-bearing liabilities | 47,755 | 231,074 | 278,829 | 1,299 | 21,666 | 22,965 | ||||||||||||||||||
| Change in net interest income on a tax equivalent basis | $ | 23,576 | $ | 35,714 | $ | 59,290 | $ | 22,462 | $ | 54,536 | $ | 76,998 |
The change in interest due to both volume and yield or rate has been allocated to change due to volume and change due to yield or rate in proportion to the absolute value of the change in each. Tax-exempt income has been adjusted to a tax equivalent basis using the federal statutory corporate tax rate in effect for each of the three years presented. The balances of nonaccrual loans and the related income recognized have been included for purposes of these computations.
Provision for Credit Losses
The PCL, LHFI is the amount necessary to maintain the ACL, LHFI at the amount of expected credit losses inherent within the LHFI portfolio. The amount of PCL and the related ACL for LHFI are based on Trustmark’s ACL methodology. The PCL, LHFI totaled $27.4 million for 2023, compared to a PCL, LHFI of $21.7 million for 2022 and a negative PCL, LHFI of $21.5 million for 2021. The PCL, LHFI for 2023 primarily reflected an increase in required reserves as a result of loan growth, net changes in the qualitative reserve factors, changes in the macroeconomic forecasts and extended maturities on the secured by 1-4 family residential properties portfolio resulting from lower prepayment speeds, partially offset by a decline in specific reserves for individually analyzed LHFI.
FASB ASC Topic 326 requires Trustmark to estimate expected credit losses for off-balance sheet credit exposures which are not unconditionally cancellable by Trustmark. Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded commitments and letters of credit. Adjustments to the ACL on off-balance sheet credit exposures are recorded to the PCL, off-balance sheet credit exposures. The PCL, off-balance sheet credit exposures totaled a negative $2.8 million for 2023 compared to $1.2 million for 2022, and a negative $2.9 million for 2021. The release in PCL on off-balance sheet credit exposures for 2023 primarily reflected a decrease in required reserves due to a decline in unfunded commitments partially offset by an increase in required reserves as a result of changes in the total reserve rate.
See the section captioned “Allowance for Credit Losses” for information regarding Trustmark’s ACL methodology as well as further analysis of the PCL.
43
Noninterest Income
Noninterest income represented 27.2%, 29.3% and 34.7% of total revenue, before securities gains (losses), net in 2023, 2022 and 2021, respectively. The following table provides the comparative components of noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Service charges on deposit accounts | $ | 43,416 | 3.0 | % | $ | 42,157 | 26.8 | % | $ | 33,246 | 3.0 | % | ||||||||||||
| Bank card and other fees | 33,439 | -7.4 | % | 36,105 | 4.2 | % | 34,662 | 11.7 | % | |||||||||||||||
| Mortgage banking, net | 26,216 | -7.4 | % | 28,306 | -55.6 | % | 63,750 | -49.3 | % | |||||||||||||||
| Insurance commissions | 57,569 | 7.2 | % | 53,721 | 10.7 | % | 48,511 | 7.4 | % | |||||||||||||||
| Wealth management | 35,092 | 0.2 | % | 35,013 | -0.5 | % | 35,190 | 11.3 | % | |||||||||||||||
| Other, net | 11,187 | 13.7 | % | 9,842 | 50.2 | % | 6,551 | -24.3 | % | |||||||||||||||
| Total noninterest income before securities gains (losses), net | 206,919 | 0.9 | % | 205,144 | -7.6 | % | 221,910 | -19.2 | % | |||||||||||||||
| Securities gains (losses), net | 39 | n/m | — | — | — | — | ||||||||||||||||||
| Total noninterest income | $ | 206,958 | 0.9 | % | $ | 205,144 | -7.6 | % | $ | 221,910 | -19.2 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
Changes in various components of noninterest income for the year ended December 31, 2023 are discussed in further detail below. For analysis of Trustmark’s insurance commissions and wealth management income, please see the section captioned “Results of Segment Operations.”
Service Charges on Deposit Accounts
The increase in service charges on deposit accounts when 2023 is compared to 2022 was principally due to an increase in service charges on personal interest checking accounts partially offset by a decline in NSF and overdraft charges on consumer deposit accounts.
Bank Card and Other Fees
The decrease in bank card and other fees when 2023 is compared to 2022 was principally due to declines in customer derivatives revenue and miscellaneous other bank fees.
Mortgage Banking, Net
The following table illustrates the components of mortgage banking, net included in noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Mortgage servicing income, net | $ | 27,196 | 3.4 | % | $ | 26,291 | 3.2 | % | $ | 25,476 | 7.6 | % | ||||||||||||
| Change in fair value-MSR from runoff | (10,030 | ) | -28.5 | % | (14,034 | ) | -30.4 | % | (20,160 | ) | 21.5 | % | ||||||||||||
| Gain on sales of loans, net | 15,345 | -24.0 | % | 20,178 | -64.0 | % | 55,976 | -49.5 | % | |||||||||||||||
| Mortgage banking income before net hedge ineffectiveness | 32,511 | 0.2 | % | 32,435 | -47.1 | % | 61,292 | -48.1 | % | |||||||||||||||
| Change in fair value-MSR from market changes | (1,489 | ) | n/m | 38,181 | n/m | 13,258 | n/m | |||||||||||||||||
| Change in fair value of derivatives | (4,806 | ) | -88.6 | % | (42,310 | ) | n/m | (10,800 | ) | n/m | ||||||||||||||
| Net hedge ineffectiveness | (6,295 | ) | 52.5 | % | (4,129 | ) | n/m | 2,458 | -68.6 | % | ||||||||||||||
| Mortgage banking, net | $ | 26,216 | -7.4 | % | $ | 28,306 | -55.6 | % | $ | 63,750 | -49.3 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
The decrease in mortgage banking, net when 2023 is compared to 2022 was principally due to a decline in the gain on sales of loans, net and an increase in the net negative hedge ineffectiveness, partially offset by a decline in the run-off of the MSR. Mortgage loan production totaled $1.454 billion for 2023, a decrease of $670.7 million, or 31.6%, when compared to 2022. Mortgage loan production totaled $2.125 billion for 2022, a decrease of $678.1 million, or 24.2%, when compared to 2021. Loans serviced for others totaled $8.477 billion at December 31, 2023, compared with $8.116 billion at December 31, 2022, and $7.953 billion at December 31, 2021.
44
Representing a significant component of mortgage banking income is gain on sales of loans, net. The decrease in the gain on sales of loans, net when 2023 is compared to 2022 was primarily the result of decreases in the volume of loans sold as well as lower profit margins in secondary marketing activities partially offset by an increase in the mortgage valuation adjustment. Loan sales decreased $107.0 million, or 8.6%, during 2023 to total $1.136 billion compared to a decrease of $1.043 billion, or 45.6%, during 2022 to total $1.243 billion. The decrease in loan sales during 2023 and 2022 was principally due to a decline in mortgage lending activity as result of rising interest rates.
Other Income, Net
The following table illustrates the components of other income, net included in noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Partnership amortization for tax credit purposes | $ | (7,988 | ) | 28.6 | % | $ | (6,211 | ) | -22.5 | % | $ | (8,011 | ) | 40.5 | % | |||||||||
| Increase in life insurance cash surrender value | 7,018 | 5.2 | % | 6,673 | 0.6 | % | 6,630 | -3.6 | % | |||||||||||||||
| Other miscellaneous income | 12,157 | 29.6 | % | 9,380 | 18.3 | % | 7,932 | 6.1 | % | |||||||||||||||
| Total other, net | $ | 11,187 | 13.7 | % | $ | 9,842 | 50.2 | % | $ | 6,551 | -24.3 | % |
The increase in other income, net when 2023 is compared to 2022 was primarily due to an increase in other miscellaneous income partially offset by an increase in the amortization of tax credit partnerships as a result of investment in new tax credit partnerships. The increase in other miscellaneous income when 2023 is compared with 2022 was principally due to increases in cash management service charges partially offset by declines in gains on the sales of premises and equipment and gain on non-qualified benefit plans.
Noninterest Expense
The following table illustrates the comparative components of noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Salaries and employee benefits | $ | 304,665 | 6.0 | % | $ | 287,440 | 1.2 | % | $ | 284,158 | 4.4 | % | ||||||||||||
| Services and fees (2) | 109,478 | 3.8 | % | 105,469 | 14.3 | % | 92,282 | 10.1 | % | |||||||||||||||
| Net occupancy-premises | 29,482 | 0.7 | % | 29,264 | 8.2 | % | 27,043 | 2.1 | % | |||||||||||||||
| Equipment expense | 26,142 | 6.9 | % | 24,448 | 0.5 | % | 24,337 | 4.6 | % | |||||||||||||||
| Litigation settlement expense | 6,500 | -93.5 | % | 100,750 | n/m | — | — | |||||||||||||||||
| Other expense (1)(2) | 61,652 | 10.4 | % | 55,842 | -9.2 | % | 61,476 | 1.7 | % | |||||||||||||||
| Total noninterest expense | $ | 537,919 | -10.8 | % | $ | 603,213 | 23.3 | % | $ | 489,296 | 4.9 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
(1)
During 2022, Trustmark reclassified its other real estate expense, net to other expense. Prior periods have been reclassified accordingly.
(2)
During 2023, Trustmark reclassified its debit card transaction fees from other expense to services and fees. Prior periods have been reclassified accordingly.
Changes in the various components of noninterest expense for the year ended December 31, 2023 are discussed in further detail below. Management considers disciplined expense management a key area of focus in the support of improving shareholder value.
Salaries and Employee Benefits
The increase in salaries and employee benefits expense when 2023 is compared to 2022 was principally due to increases in salaries expense, primarily due to general merit increases, accrued management performance incentives and commission expense due to improvements in insurance production, partially offset by a decline in commission expense due to the decline in mortgage originations.
Services and Fees
The increase in services and fees when 2023 is compared to 2022 was principally due to increases in data processing charges related to software and business process outsourcing fees, partially offset by a decrease in other services and fees.
45
Equipment Expense
The increase in equipment expense when 2023 is compared to 2022 was principally due to increases in data processing equipment expenses, depreciation on furniture and equipment and personal property taxes.
Other Expense
The following table illustrates the comparative components of other noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Loan expense (2) | $ | 11,114 | -9.3 | % | $ | 12,249 | -0.6 | % | $ | 12,329 | -18.8 | % | ||||||||||||
| Amortization of intangibles | 675 | -52.9 | % | 1,434 | -38.1 | % | 2,316 | -24.1 | % | |||||||||||||||
| FDIC assessment expense | 13,529 | 83.2 | % | 7,385 | 33.9 | % | 5,515 | -9.4 | % | |||||||||||||||
| Regulatory settlement charge | — | — | — | -100.0 | % | 5,000 | n/m | |||||||||||||||||
| Other real estate expense, net (1) | 119 | -89.9 | % | 1,173 | -66.8 | % | 3,528 | 80.4 | % | |||||||||||||||
| Other miscellaneous expense | 36,215 | 7.8 | % | 33,601 | 2.5 | % | 32,788 | -4.1 | % | |||||||||||||||
| Total other expense | $ | 61,652 | 10.4 | % | $ | 55,842 | -9.2 | % | $ | 61,476 | 1.7 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
(1)
During 2022, Trustmark reclassified its other real estate expense, net to other expense. Prior periods have been reclassified accordingly.
(2)
During 2023, Trustmark reclassified its debit card transaction fees from other expense to services and fees. Prior periods have been reclassified accordingly.
The increase in other expense when 2023 is compared to 2022 was principally due to an increase in FDIC assessment expense, primarily due to an increase in the assessment rate, partially offset by a decline in loan expense.
For additional analysis of other real estate and foreclosure expenses, please see the section captioned “Nonperforming Assets.”
Results of Segment Operations
Trustmark’s operations are managed along three operating segments: General Banking, Wealth Management and Insurance. A description of each segment and the methodologies used to measure financial performance and financial information by reportable segment are included in Note 20 – Segment Information located in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
The following table provides the net income by reportable segment for the periods presented ($ in thousands):
| Years Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | |||||||||
| General banking | $ | 145,204 | $ | 55,121 | $ | 131,247 | |||||
| Wealth management | 7,958 | 5,671 | 6,650 | ||||||||
| Insurance | 12,327 | 11,095 | 9,468 | ||||||||
| Consolidated net income | $ | 165,489 | $ | 71,887 | $ | 147,365 |
General Banking
Net interest income for the General Banking Segment for 2023 increased $57.6 million, or 11.8%, when compared with 2022, principally due to increases in interest and fees on LHFS and LHFI, other interest income and interest on securities, partially offset by an increase in total interest expense. Net interest income for the General Banking Segment for 2022 increased $76.2 million, or 18.4%, when compared with 2021, principally due to increases in interest and fees on LHFS and LHFI and interest on securities, partially offset by a decline in interest and fees on PPP loans and an increase in total interest expense. The PCL (LHFI and off-balance sheet credit exposures) for the General Banking Segment for 2023 totaled $26.7 million compared to a PCL of $22.9 million during 2022 and a negative PCL of $24.4 million during 2021. For more information on these net interest income items, please see the sections captioned “Financial Highlights” and “Results of Operations.”
46
Noninterest income for the General Banking Segment decreased $2.9 million, or 2.5%, during 2023 compared to a decrease of $21.5 million, or 15.6%, during 2022. The decrease in noninterest income for the General Banking Segment during 2023 was primarily due to the decreases in bank card and other fees and mortgage banking, net, partially offset by increases in service charges on deposit accounts and other income, net. The decrease in noninterest income for the General Banking Segment during 2022 was primarily due to the decrease in mortgage banking, net, partially offset by increases in service charges on deposit accounts and other income, net. Noninterest income for the General Banking Segment represented 17.2% of total revenue for 2023, 19.2% for 2022 and 25.0% for 2021. Noninterest income for the General Banking Segment includes service charges on deposit accounts; wealth management; bank card and other fees; mortgage banking, net; other income, net and securities gains (losses), net. For more information on these noninterest income items, please see the analysis included in the section captioned “Noninterest Income.”
Noninterest expense for the General Banking Segment decreased $67.9 million, or 12.8%, during 2023 compared to an increase of $109.8 million, or 26.1%, during 2022. The decrease in noninterest expense for the General Banking Segment for 2023 was principally due to decreases in litigation settlement expense, outside services and fees and loan expenses, partially offset by increases in salaries and employee benefits, data processing expenses related to software and FDIC assessment expense. During 2023, Trustmark recognized litigation settlement expense of $6.5 million as a result of the settlement relating to the litigation involving the Adams/Madison timber compared to litigation settlement expense of $100.0 million and legal fees of $750 thousand recognized in 2022 as a result of the settlement relating to the litigation involving the Stanford Financial Group. The increase in noninterest expense for the General Banking Segment for 2022 was principally due to increases in litigation settlement expense, services and fees, net occupancy-premises and salaries and employee benefits, partially offset by non-routine transaction expenses incurred during 2021. For more information on these noninterest expense items, please see the analysis included in the section captioned “Noninterest Expense.”
Wealth Management
During 2023, net income for the Wealth Management Segment increased $2.3 million, or 40.3%, compared to a decrease of $979 thousand, or 14.7%, during 2022. The increase in net income for the Wealth Management Segment during 2023 was principally due to an increase in the negative PCL. The decrease in net income for the Wealth Management Segment during 2022 was principally due to an increase in noninterest expense.
Net interest income for the Wealth Management Segment increased $558 thousand, or 10.5%, during 2023 compared to an increase of $160 thousand, or 3.1%, during 2022. The increase in net interest income for the Wealth Management Segment during 2023 and 2022 was principally due to an increase in interest and fees on loans partially offset by an increase in interest on deposits generated by the Private Banking Group. The PCL for the Wealth Management Segment for 2023 totaled a negative $2.1 million compared to a negative PCL of $21 thousand during 2022 and a negative PCL of $9 thousand during 2021.
Noninterest income for the Wealth Management Segment, which includes income related to investment management, trust and brokerage services, decreased $136 thousand, or 0.4%, during 2023, principally due to declines in income from brokerage services and other miscellaneous income partially offset by increases in income from trust management and annuity services and indirect income allocated to the Wealth Management Segment. Noninterest income for the Wealth Management Segment decreased $348 thousand, or 1.0%, during 2022, principally due to declines in income from brokerage services and trust management services, partially offset by an increase in income from annuity services. Noninterest expense decreased $534 thousand, or 1.6%, during 2023 compared to an increase of $1.2 million, or 3.6%, during 2022. The decrease in noninterest expense for the Wealth Management Segment for 2023 was principally due to a decrease in data processing charges related to software, partially offset by an increase in business process outsourcing expenses. The increase in noninterest expense for the Wealth Management Segment for 2022 was principally due to an increase in salary and employee benefit expense, primarily due to increases in commissions expense and annual performance incentives, and data processing charges related to software, partially offset by a decline in other miscellaneous expenses.
At December 31, 2023 and 2022, Trustmark held assets under management and administration of $8.250 billion and $16.913 billion and brokerage assets of $2.592 billion and $2.327 billion, respectively.
Insurance
Net income for the Insurance Segment during 2023 increased $1.2 million, or 11.1%, compared to an increase of $1.6 million, or 17.2%, during 2022. Noninterest income for the Insurance Segment, which predominately consists of insurance commissions, increased $4.8 million, or 8.9%, during 2023, compared to an increase of $5.1 million, or 10.5%, during 2022. The increase in noninterest income for the Insurance Segment during 2023 was principally due to increases in commercial property and casualty commissions, other commission income and other miscellaneous income. The increase in noninterest income for the Insurance Segment during 2022 was principally due to increases in property and casualty commissions, other commission income and group health commissions.
47
Noninterest expense for the Insurance Segment increased $3.1 million, or 8.1%, during 2023 and $2.9 million, or 8.1%, during 2022. The increase in noninterest expense for the Insurance Segment for 2023 was principally due to higher salaries expense resulting from modest general merit increases and higher commission expense due to improvements in business volumes. The increase in noninterest expense for the Insurance Segment for 2022 was principally due to higher salaries expense resulting from modest general merit increases and higher commission expense due to improvements in business volumes, partially offset by a decrease in outside services and fees.
Trustmark performed an annual impairment test of the book value of goodwill held in the Insurance Segment as of October 1, 2023, 2022, and 2021. Based on this analysis, Trustmark concluded that no impairment charge was required. An extended period of falling prices and suppressed demand for the products of the Insurance Segment could result in impairment of goodwill in the future. FBBI’s ability to maintain the current income trend is dependent on the success of the subsidiary’s continued initiatives to attract new business through cross referrals between practice units and bank relationships and seeking new business in other markets.
Income Taxes
For the year ended December 31, 2023, Trustmark’s combined effective tax rate was 16.1% compared to 2.5% in 2022 and 16.0% in 2021. The decline in the effective tax rate for 2022 was principally due to the net loss recorded for 2022 as a result of the $100.8 million of litigation settlement expense. Trustmark’s effective tax rate continues to be less than the statutory rate primarily due to various tax-exempt income items and its utilization of income tax credit programs. Trustmark invests in partnerships that provide income tax credits on a Federal and/or State basis (i.e., new market tax credits, low income housing tax credits or historical tax credits). The income tax credits related to these partnerships are utilized as specifically allowed by income tax law and are recorded as a reduction in income tax expense.
Financial Condition
Earning assets serve as the primary revenue streams for Trustmark and are comprised of securities, loans, federal funds sold, securities purchased under reverse repurchase agreements and other earning assets. Average earning assets totaled $17.082 billion, or 91.5% of total average assets, at December 31, 2023, compared with $16.014 billion, or 91.6% of total average assets, at December 31, 2022, an increase of $1.068 billion, or 6.7%.
Securities
The securities portfolio is utilized by Management to manage interest rate risk, generate interest income, provide liquidity and use as collateral for public and wholesale funding. Risk and return can be adjusted by altering duration, composition and/or balance of the portfolio. The weighted-average life of the portfolio at December 31, 2023 and 2022 was 4.5 and 4.9 years, respectively.
When compared with December 31, 2022, total investment securities decreased by $329.4 million, or 9.4%, during 2023. This decrease resulted primarily from calls, maturities and pay-downs of the underlying loans of GSE guaranteed securities partially offset by an increase in the fair market value of securities available for sale. Trustmark sold $4.8 million of available for sale securities during 2023, generating a net gain of $39 thousand, compared to no securities sold during 2022.
During 2022, Trustmark reclassified approximately $766.0 million of securities available for sale to securities held to maturity to mitigate the potential adverse impact of a rising interest rate environment on the fair value of the available for sale securities and the related impact on tangible common equity. At the date of these transfers, the net unrealized holding loss on the available for sale securities totaled approximately $91.9 million ($68.9 million net of tax). The resulting net unrealized holding losses are being amortized over the remaining life of the securities as a yield adjustment in a manner consistent with the amortization or accretion of the original purchase premium or discount on the associated security.
At December 31, 2023, the net unamortized, unrealized loss on all transferred securities included in accumulated other comprehensive income (loss) (AOCI) in the accompanying consolidated balance sheets totaled $57.6 million compared to $69.2 million at December 31, 2022.
Available for sale securities are carried at their estimated fair value with unrealized gains or losses recognized, net of taxes, in AOCI, a separate component of shareholders’ equity. At December 31, 2023, available for sale securities totaled $1.763 billion, which represented 55.3% of the securities portfolio, compared to $2.024 billion, or 57.5%, at December 31, 2022. At December 31, 2023, unrealized losses, net on available for sale securities totaled $196.1 million compared to unrealized losses, net of $246.6 million at December 31, 2022. At December 31, 2023, available for sale securities consisted of U.S. Treasury securities, GSE guaranteed mortgage-related securities and direct obligations of government agencies and GSEs.
48
Held to maturity securities are carried at amortized cost and represent those securities that Trustmark both intends and has the ability to hold to maturity. At December 31, 2023, held to maturity securities totaled $1.426 billion and represented 44.7% of the total securities portfolio, compared with $1.495 billion, or 42.5%, at December 31, 2022.
The following table details the weighted-average yield for each range of maturities of securities available for sale and held to maturity using the amortized cost at December 31, 2023 (tax equivalent basis):
| Maturing | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Within One Year | After One, But Within Five Years | After Five, But Within Ten Years | After Ten Years | Total | ||||||||||||||||
| Securities Available for Sale | ||||||||||||||||||||
| U.S. Treasury securities | 1.08 | % | 1.18 | % | — | — | 1.17 | % | ||||||||||||
| U.S. Government agency obligations | 8.58 | % | 7.00 | % | 2.27 | % | 7.22 | % | 5.34 | % | ||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | 0.93 | % | 1.65 | % | 3.75 | % | 2.51 | % | 2.51 | % | ||||||||||
| Issued by FNMA and FHLMC | 2.83 | % | 2.04 | % | 1.95 | % | 1.44 | % | 1.49 | % | ||||||||||
| Other residential mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | 2.37 | % | 2.40 | % | 2.13 | % | 2.26 | % | |||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | 4.88 | % | 3.41 | % | 5.63 | % | 3.57 | % | 5.56 | % | ||||||||||
| Total securities available for sale | 1.10 | % | 1.35 | % | 3.93 | % | 1.50 | % | 1.69 | % | ||||||||||
| Securities Held to Maturity | ||||||||||||||||||||
| U.S. Treasury securities | — | 1.04 | % | — | — | 1.04 | % | |||||||||||||
| Obligations of states and political subdivisions | 5.17 | % | — | — | — | 5.17 | % | |||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | — | — | — | 4.49 | % | 4.49 | % | |||||||||||||
| Issued by FNMA and FHLMC | — | 1.91 | % | 1.90 | % | 1.68 | % | 1.68 | % | |||||||||||
| Other residential mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | — | 1.95 | % | 1.95 | % | 1.95 | % | ||||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | 2.53 | % | 2.09 | % | 2.96 | % | 2.32 | % | |||||||||||
| Total securities held to maturity | 5.17 | % | 2.41 | % | 2.06 | % | 1.81 | % | 2.07 | % |
Mortgage-backed securities and collateralized mortgage obligations are included in maturity categories based on their stated maturity date. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations.
Management continues to focus on asset quality as one of the strategic goals of the securities portfolio, which is evidenced by the investment of approximately 99.99% of the portfolio in GSE-backed obligations and other Aaa-rated securities as determined by Moody’s Investors Services (Moody’s). None of the securities owned by Trustmark are collateralized by assets which are considered sub-prime. Furthermore, outside of stock ownership in the FHLB of Dallas, FHLB of Atlanta and FRBA, Trustmark does not hold any other equity investment in a GSE.
At December 31, 2023, Trustmark did not hold securities of any one issuer with a carrying value exceeding ten percent of total shareholders’ equity, other than certain GSEs which are exempt from inclusion. Management continues to closely monitor the credit quality as well as the ratings of the debt and mortgage-backed securities issued by the GSEs and held in Trustmark’s securities portfolio.
49
The following table presents Trustmark’s securities portfolio by amortized cost and estimated fair value and by credit rating, as determined by Moody’s, at December 31, 2023 ($ in thousands):
| December 31, 2023 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amortized Cost | Estimated Fair Value | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Securities Available for Sale | ||||||||||||||||
| Aaa | $ | 1,959,007 | 100.0 | % | $ | 1,762,878 | 100.0 | % | ||||||||
| Total securities available for sale | $ | 1,959,007 | 100.0 | % | $ | 1,762,878 | 100.0 | % | ||||||||
| Securities Held to Maturity | ||||||||||||||||
| Aaa | $ | 1,425,939 | 100.0 | % | $ | 1,355,164 | 100.0 | % | ||||||||
| Not Rated (1) | 340 | — | 340 | — | ||||||||||||
| Total securities held to maturity | $ | 1,426,279 | 100.0 | % | $ | 1,355,504 | 100.0 | % |
(1)
Not rated issues primarily consist of Mississippi municipal general obligations.
The table above presenting the credit rating of Trustmark’s securities is formatted to show the securities according to the credit rating category, and not by category of the underlying security. At December 31, 2023, approximately 100.0% of the available for sale securities, measured at the estimated fair value, and the held to maturity securities, measured at amortized cost, were rated Aaa.
LHFS
At December 31, 2023, LHFS totaled $184.8 million, consisting of $106.0 million of residential real estate mortgage loans in the process of being sold to third parties and $78.8 million of Government National Mortgage Association (GNMA) optional repurchase loans. At December 31, 2022, LHFS totaled $135.2 million, consisting of $64.4 million of residential real estate mortgage loans in the process of being sold to third parties and $70.8 million of GNMA optional repurchase loans. Please refer to the nonperforming assets table that follows for information on GNMA loans eligible for repurchase which are past due 90 days or more.
Trustmark did not exercise its buy-back option on any delinquent loans serviced for GNMA during 2023 or 2022.
For additional information regarding the GNMA optional repurchase loans, please see the section captioned “Past Due LHFS” included in Note 4 – LHFI and Allowance for Credit Losses, LHFI of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
LHFI
The table below provides the carrying value of the LHFI portfolio by loan class for the years ended December 31, 2023 and 2022 ($ in thousands):
| December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Loans secured by real estate: | ||||||||||||||||
| Construction, land development and other land | $ | 642,886 | 5.0 | % | $ | 690,616 | 5.7 | % | ||||||||
| Other secured by 1-4 family residential properties | 622,397 | 4.8 | % | 590,790 | 4.8 | % | ||||||||||
| Secured by nonfarm, nonresidential properties | 3,489,434 | 26.9 | % | 3,278,830 | 26.9 | % | ||||||||||
| Other real estate secured | 1,312,551 | 10.1 | % | 742,538 | 6.1 | % | ||||||||||
| Other loans secured by real estate: | ||||||||||||||||
| Other construction | 867,793 | 6.7 | % | 1,028,926 | 8.4 | % | ||||||||||
| Secured by 1-4 family residential properties | 2,282,318 | 17.6 | % | 2,185,057 | 17.9 | % | ||||||||||
| Commercial and industrial loans | 1,922,910 | 14.9 | % | 1,821,259 | 14.9 | % | ||||||||||
| Consumer loans | 165,734 | 1.3 | % | 170,230 | 1.4 | % | ||||||||||
| State and other political subdivision loans | 1,088,466 | 8.4 | % | 1,223,863 | 10.0 | % | ||||||||||
| Other commercial loans and leases | 556,035 | 4.3 | % | 471,930 | 3.9 | % | ||||||||||
| LHFI | $ | 12,950,524 | 100.0 | % | $ | 12,204,039 | 100.0 | % |
LHFI at December 31, 2023 increased $746.5 million, or 6.1%, compared to December 31, 2022. The increase in LHFI during 2023 was primarily due to net growth in LHFI secured by real estate, commercial and industrial LHFI and other commercial LHFI and leases partially offset by a decline in state and other political subdivision LHFI.
50
LHFI secured by real estate (loans secured by real estate and other loans secured by real estate) increased $700.6 million, or 8.2%, during 2023, principally due to net growth in Trustmark's Alabama, Mississippi and Texas market regions. LHFI secured by other real estate increased $570.0 million, or 76.8%, during 2023, primarily due to other construction loans that moved to LHFI secured by multi-family residential properties in the Alabama, Texas and Mississippi market regions, partially offset by pay-offs of LHFI secured by multi-family residential properties. Excluding other construction loan reclassifications, LHFI secured by other real estate declined by $160.8 million, or 21.7%. LHFI secured by nonfarm, nonresidential properties (NFNR LHFI) increased $210.6 million, or 6.4%, during 2023, principally due to movement from the other construction loans category. Excluding other construction loan reclassifications, the NFNR LHFI portfolio decreased $286.0 million, or 8.7%, during 2023 primarily due to declines in nonowner-occupied loans in the Mississippi, Alabama, Florida and Tennessee market regions as well as declines in owner-occupied loans in the Texas and Alabama market regions, which were partially offset by growth in owner-occupied loans in the Mississippi market region and nonowner-occupied loans in the Texas market region. Other construction loans decreased $161.1 million, or 15.7%, during 2023 primarily due to other construction loans moved to other loan categories upon the completion of the related construction project partially offset by new construction loans across all five market regions. During 2023, $1.227 billion loans were moved from other construction to other loan categories, including $730.8 million to multi-family residential loans, $419.1 million to nonowner-occupied loans and $77.5 million to owner-occupied loans. Excluding all reclassifications between loan categories, other construction loans increased $1.060 billion during 2023, reflecting growth in the Alabama, Texas, Mississippi and Florida market regions. LHFI secured by 1-4 family residential properties increased $97.3 million, or 4.5%, during 2023, primarily in the Mississippi market region. Trustmark's LHFI secured by 1-4 family residential properties are primarily included in the Mississippi market region because these loans are centrally analyzed and approved as part of the mortgage line of business which is located in Jackson, Mississippi. LHFI secured by construction, land development and other land decreased $47.7 million, or 6.9%, during 2023 principally due to declines in 1-4 family construction loans in Trustmark's Alabama, Florida, Tennessee and Mississippi market regions. LHFI secured by other 1-4 family residential properties, which primarily consists of revolving home equity lines of credit, increased $31.6 million, or 5.4%, during 2023 reflecting growth across all five market regions.
Commercial and industrial LHFI increased $101.7 million, or 5.6%, during 2023, primarily due to growth in Trustmark’s Alabama market region, principally due to the growth in equipment finance (EF) loans, partially offset by a decline in the Tennessee market region. Other commercial LHFI and leases increased $84.1 million, or 17.8%, during 2023, principally due to an increase in the Alabama market region, primarily due to growth in EF leases, partially offset by declines in the Mississippi and Tennessee market regions. During 2023, Trustmark introduced the EF lending line of business through its Georgia LPO providing commercial customers with loans and leases for equipment and machinery. At December 31, 2023, EF loans totaled $130.5 million and were included in the commercial and industrial LHFI loan portfolio in Trustmark's Alabama market region. At December 31, 2023, EF leases, which include sales-type and direct financing leases, totaled $137.7 million and were included in the other commercial LHFI and leases portfolio in Trustmark's Alabama market region. For additional information regarding the EF leases, please see the sections captioned “Lessor Arrangements” included in Note 1 - Significant Accounting Policies and Note 9 – Leases of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
State and other political subdivision LHFI decreased $135.4 million, or 11.1%, during 2023 reflecting declines across all five market regions.
The following table provides information regarding Trustmark’s home equity loans and home equity lines of credit which are included in the LHFI secured by 1-4 family residential properties at December 31, 2023 and 2022 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||||
| Home equity loans | $ | 58,176 | $ | 45,532 | ||||
| Home equity lines of credit | 430,933 | 412,013 | ||||||
| Percentage of loans and lines for which Trustmark holds first lien | 47.8 | % | 51.7 | % | ||||
| Percentage of loans and lines for which Trustmark does not hold first lien | 52.2 | % | 48.3 | % |
Due to the increased risk associated with second liens, loan terms and underwriting guidelines differ from those used for products secured by first liens. Loan amounts and loan-to-value ratios are limited and are lower for second liens than first liens. Also, interest rates and maximum amortization periods are adjusted accordingly. In addition, regardless of lien position, the passing credit score for approval of all home equity lines of credit is higher than that of term loans. The ACL on LHFI is also reflective of the increased risk related to second liens through application of a greater loss factor to this portion of the portfolio.
In the following tables, LHFI reported by region (along with related nonperforming assets and net charge-offs) are associated with location of origination except for loans secured by 1-4 family residential properties (representing traditional mortgages) and credit cards. These loans are included in the Mississippi market region because they are centrally analyzed and approved as part of a specific line of business located at Trustmark’s headquarters in Jackson, Mississippi.
51
The following table presents the LHFI composition by region at December 31, 2023 and reflects a diversified mix of loans by region ($ in thousands):
| December 31, 2023 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| LHFI Composition by Region | Total | Alabama | Florida | Mississippi | Tennessee | Texas | |||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||||||
| Construction, land development and other land | $ | 642,886 | $ | 286,345 | $ | 35,567 | $ | 185,817 | $ | 37,194 | $ | 97,963 | |||||||||||
| Other secured by 1-4 family residential properties | 622,397 | 151,446 | 54,998 | 304,167 | 79,875 | 31,911 | |||||||||||||||||
| Secured by nonfarm, nonresidential properties | 3,489,434 | 960,656 | 233,908 | 1,431,968 | 153,226 | 709,676 | |||||||||||||||||
| Other real estate secured | 1,312,551 | 583,165 | 1,761 | 396,715 | 7,587 | 323,323 | |||||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||||||
| Other construction | 867,793 | 402,093 | 2,059 | 249,589 | — | 214,052 | |||||||||||||||||
| Secured by 1-4 family residential properties | 2,282,318 | — | — | 2,278,162 | 4,156 | — | |||||||||||||||||
| Commercial and industrial loans | 1,922,910 | 658,573 | 25,406 | 780,949 | 217,729 | 240,253 | |||||||||||||||||
| Consumer loans | 165,734 | 22,752 | 7,491 | 105,502 | 20,306 | 9,683 | |||||||||||||||||
| State and other political subdivision loans | 1,088,466 | 71,882 | 52,759 | 813,291 | 25,999 | 124,535 | |||||||||||||||||
| Other commercial loans and leases | 556,035 | 209,731 | 8,494 | 219,470 | 46,646 | 71,694 | |||||||||||||||||
| LHFI | $ | 12,950,524 | $ | 3,346,643 | $ | 422,443 | $ | 6,765,630 | $ | 592,718 | $ | 1,823,090 | |||||||||||
| Construction, Land Development and Other Land Loans by Region | |||||||||||||||||||||||
| Lots | $ | 71,875 | $ | 30,186 | $ | 8,353 | $ | 17,257 | $ | 4,714 | $ | 11,365 | |||||||||||
| Development | 146,655 | 74,015 | 1,262 | 36,690 | 12,649 | 22,039 | |||||||||||||||||
| Unimproved land | 101,941 | 17,432 | 12,853 | 36,573 | 8,094 | 26,989 | |||||||||||||||||
| 1-4 family construction | 322,415 | 164,712 | 13,099 | 95,297 | 11,737 | 37,570 | |||||||||||||||||
| Construction, land development and other land loans | $ | 642,886 | $ | 286,345 | $ | 35,567 | $ | 185,817 | $ | 37,194 | $ | 97,963 | |||||||||||
| Loans Secured by Nonfarm, Nonresidential (NFNR) Properties by Region | |||||||||||||||||||||||
| Nonowner-occupied: | |||||||||||||||||||||||
| Retail | $ | 346,844 | $ | 128,743 | $ | 25,732 | $ | 91,057 | $ | 17,721 | $ | 83,591 | |||||||||||
| Office | 286,511 | 104,114 | 19,857 | 94,294 | 1,649 | 66,597 | |||||||||||||||||
| Hotel/motel | 270,740 | 144,403 | 47,111 | 53,227 | 25,999 | — | |||||||||||||||||
| Mini-storage | 157,938 | 32,452 | 1,917 | 103,500 | 756 | 19,313 | |||||||||||||||||
| Industrial | 382,737 | 57,386 | 19,762 | 123,306 | 9,730 | 172,553 | |||||||||||||||||
| Health care | 97,783 | 69,352 | 688 | 25,021 | 333 | 2,389 | |||||||||||||||||
| Convenience stores | 26,254 | 3,315 | 425 | 13,777 | 249 | 8,488 | |||||||||||||||||
| Nursing homes/senior living | 508,665 | 229,352 | — | 160,359 | 4,901 | 114,053 | |||||||||||||||||
| Other | 110,828 | 31,370 | 9,232 | 52,521 | 8,321 | 9,384 | |||||||||||||||||
| Total nonowner-occupied loans | 2,188,300 | 800,487 | 124,724 | 717,062 | 69,659 | 476,368 | |||||||||||||||||
| Owner-occupied: | |||||||||||||||||||||||
| Office | 152,053 | 44,028 | 38,401 | 39,790 | 11,459 | 18,375 | |||||||||||||||||
| Churches | 62,217 | 17,098 | 4,178 | 34,899 | 3,541 | 2,501 | |||||||||||||||||
| Industrial warehouses | 159,227 | 11,619 | 4,618 | 40,837 | 16,330 | 85,823 | |||||||||||||||||
| Health care | 125,304 | 11,031 | 6,274 | 87,507 | 2,269 | 18,223 | |||||||||||||||||
| Convenience stores | 142,537 | 12,593 | 29,299 | 65,031 | 14 | 35,600 | |||||||||||||||||
| Retail | 89,174 | 9,606 | 15,644 | 37,340 | 17,694 | 8,890 | |||||||||||||||||
| Restaurants | 48,172 | 4,010 | 3,503 | 22,316 | 15,095 | 3,248 | |||||||||||||||||
| Auto dealerships | 43,556 | 5,533 | 201 | 21,383 | 16,439 | — | |||||||||||||||||
| Nursing homes/senior living | 345,108 | 31,644 | — | 287,264 | — | 26,200 | |||||||||||||||||
| Other | 133,786 | 13,007 | 7,066 | 78,539 | 726 | 34,448 | |||||||||||||||||
| Total owner-occupied loans | 1,301,134 | 160,169 | 109,184 | 714,906 | 83,567 | 233,308 | |||||||||||||||||
| Loans secured by NFNR properties | $ | 3,489,434 | $ | 960,656 | $ | 233,908 | $ | 1,431,968 | $ | 153,226 | $ | 709,676 |
52
Trustmark’s variable rate LHFI are based primarily on various prime and SOFR interest rate bases. The following table provides information regarding Trustmark’s LHFI maturities by loan class and interest rate terms at December 31, 2023 ($ in thousands):
| Maturing | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| One Year | Five Years | ||||||||||||||||||
| Within | Through | Through | After | ||||||||||||||||
| One Year | Five | Fifteen | Fifteen | ||||||||||||||||
| or Less | Years | Years | Years | Total | |||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 412,967 | $ | 192,672 | $ | 19,576 | $ | 17,671 | $ | 642,886 | |||||||||
| Other secured by 1-4 family residential properties | 56,969 | 238,281 | 310,411 | 16,736 | 622,397 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 754,572 | 2,134,093 | 589,766 | 11,003 | 3,489,434 | ||||||||||||||
| Other real estate secured | 467,767 | 783,585 | 61,183 | 16 | 1,312,551 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 85,609 | 756,987 | 25,197 | — | 867,793 | ||||||||||||||
| Secured by 1-4 family residential properties | 32,907 | 173,694 | 1,042,746 | 1,032,971 | 2,282,318 | ||||||||||||||
| Commercial and industrial loans | 394,100 | 1,407,426 | 121,384 | — | 1,922,910 | ||||||||||||||
| Consumer loans | 47,201 | 112,881 | 5,652 | — | 165,734 | ||||||||||||||
| State and other political subdivision loans | 166,048 | 481,354 | 395,030 | 46,034 | 1,088,466 | ||||||||||||||
| Other commercial loans and leases | 82,096 | 353,230 | 120,298 | 411 | 556,035 | ||||||||||||||
| LHFI | $ | 2,500,236 | $ | 6,634,203 | $ | 2,691,243 | $ | 1,124,842 | $ | 12,950,524 | |||||||||
| Loans with Fixed Interest Rates | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 66,290 | $ | 55,541 | $ | 18,641 | $ | 17,671 | $ | 158,143 | |||||||||
| Other secured by 1-4 family residential properties | 27,414 | 112,902 | 39,957 | 392 | 180,665 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 331,490 | 988,144 | 167,304 | 317 | 1,487,255 | ||||||||||||||
| Other real estate secured | 46,600 | 90,350 | 10,145 | 16 | 147,111 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 5,530 | 3,509 | 1,201 | — | 10,240 | ||||||||||||||
| Secured by 1-4 family residential properties | 1,944 | 38,959 | 306,835 | 1,026,761 | 1,374,499 | ||||||||||||||
| Commercial and industrial loans | 89,144 | 568,126 | 99,542 | — | 756,812 | ||||||||||||||
| Consumer loans | 28,349 | 103,423 | 5,652 | — | 137,424 | ||||||||||||||
| State and other political subdivision loans | 164,702 | 454,756 | 376,780 | 25,854 | 1,022,092 | ||||||||||||||
| Other commercial loans and leases | 21,019 | 159,494 | 119,506 | 75 | 300,094 | ||||||||||||||
| LHFI | $ | 782,482 | $ | 2,575,204 | $ | 1,145,563 | $ | 1,071,086 | $ | 5,574,335 | |||||||||
| Loans with Variable Interest Rates | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 346,677 | $ | 137,131 | $ | 935 | $ | — | $ | 484,743 | |||||||||
| Other secured by 1-4 family residential properties | 29,555 | 125,379 | 270,454 | 16,344 | 441,732 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 423,082 | 1,145,949 | 422,462 | 10,686 | 2,002,179 | ||||||||||||||
| Other real estate secured | 421,167 | 693,235 | 51,038 | — | 1,165,440 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 80,079 | 753,478 | 23,996 | — | 857,553 | ||||||||||||||
| Secured by 1-4 family residential properties | 30,963 | 134,735 | 735,911 | 6,210 | 907,819 | ||||||||||||||
| Commercial and industrial loans | 304,956 | 839,300 | 21,842 | — | 1,166,098 | ||||||||||||||
| Consumer loans | 18,852 | 9,458 | — | — | 28,310 | ||||||||||||||
| State and other political subdivision loans | 1,346 | 26,598 | 18,250 | 20,180 | 66,374 | ||||||||||||||
| Other commercial loans and leases | 61,077 | 193,736 | 792 | 336 | 255,941 | ||||||||||||||
| LHFI | $ | 1,717,754 | $ | 4,058,999 | $ | 1,545,680 | $ | 53,756 | $ | 7,376,189 |
53
Allowance for Credit Losses
LHFI
Trustmark’s ACL methodology for LHFI is based upon guidance within FASB ASC Subtopic 326-20, “Financial Instruments – Credit Losses – Measured at Amortized Cost,” as well as regulatory guidance from its primary regulator. The ACL is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Credit quality within the LHFI portfolio is continuously monitored by Management and is reflected within the ACL for loans. The ACL is an estimate of expected losses inherent within Trustmark’s existing LHFI portfolio. The ACL on LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The loan loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations.
The econometric models currently in production reflect segment or pool level sensitivities of probability of default (PD) to changes in macroeconomic variables. By measuring the relationship between defaults and changes in the economy, the quantitative reserve incorporates reasonable and supportable forecasts of future conditions that will affect the value of its assets, as required by FASB ASC Topic 326. Under stable forecasts, these linear regressions will reasonably predict a pool’s PD. However, due to the COVID-19 pandemic, the macroeconomic variables used for reasonable and supportable forecasting changed rapidly. At the current levels, it is not clear that the models currently in production will produce reasonably representative results since the models were originally estimated using data beginning in 2004 through 2019. During this period, a traditional, albeit severe, economic recession occurred. Thus, econometric models are sensitive to similar future levels of PD.
In order to prevent the econometric models from extrapolating beyond reasonable boundaries of their input variables, Trustmark chose to establish an upper and lower limit process when applying the periodic forecasts. In this way, Management will not rely upon unobserved and untested relationships in the setting of the quantitative reserve. This approach applies to all input variables, including: Southern Unemployment, National Unemployment, National Gross Domestic Product (GDP), Southern GDP, Southern Vacancy Rate and the Prime Rate. The upper and lower limits are based on the distribution of the macroeconomic variable by selecting extreme percentiles at the upper and lower limits of the distribution, the 1st and 99th percentiles, respectively. These upper and lower limits are then used to calculate the PD for the forecast time period in which the forecasted values are outside of the upper and lower limit range. Due to multiple periods having a PD or loss given default (LGD) at or near zero as a result of the improving macroeconomic forecasts, Management implemented PD and LGD floors to account for the risk associated with each portfolio. The PD and LGD floors are based on Trustmark's historical loss experience and applied at a portfolio level.
The external factors qualitative factor is Management’s best judgment on the loan or pool level impact of all factors that affect the portfolio that are not accounted for using any other part of the ACL methodology (i.e., natural disasters, changes in legislation, impacts due to technology and pandemics). Trustmark's External Factor – Pandemic ensures reserve adequacy for collectively evaluated loans most likely to be impacted by the unique economic and behavioral conditions created by the COVID-19 pandemic. Additional qualitative reserves are derived based on two principles. The first is the disconnect of economic factors to Trustmark’s modeled PD (derived from the econometric models underpinning the quantitative pooled reserves). During the pandemic, extraordinary measures by the federal government were made available to consumers and businesses, including COVID-19 loan payment concessions, direct transfer payments to households, tax deferrals and reduced interest rates, among others. These government interventions may have extended the lag between economic conditions and default, relative to what was captured in the model development data. Because Trustmark’s econometric PD models rely on the observed relationship from the economic downturn from 2007 to 2009 in both timing and severity, Management does not expect the models to reflect these current conditions. For example, while the models would predict contemporaneous unemployment peaks and loan defaults, this may not occur when borrowers can request payment deferrals. Thus, for the affected population, economic conditions are not fully considered as a part of Trustmark’s quantitative reserve. The second principle is the change in risk that is identified by rating changes. As a part of Trustmark’s credit review process, loans in the affected population have been given more frequent screening to ensure accurate ratings are maintained through this dynamic period. Trustmark’s quantitative reserve does not directly address changes in ratings; thus, a migration qualitative factor was designed to work in concert with the quantitative reserve.
As discussed above, the disconnect of economic factors means that changes in rating caused by deteriorating and weak economic conditions as a result of the pandemic are not being captured in the quantitative reserve. During 2020, due to unforeseen pandemic conditions that varied from Management’s expectations, additional reserves were further dimensioned in order to appropriately reflect the risk within the portfolio related to the COVID-19 pandemic. In an effort to ensure the External Factor – Pandemic qualitative factor
54
is reasonable and supportable, historical Trustmark loss data was leveraged to construct a framework that is quantitative in nature. To dimension the additional reserve, Management uses the sensitivity of the quantitative commercial loan reserve to changes in macroeconomic conditions to apply to loans rated acceptable or better (risk rates 1-4). In addition, to account for the known changes in risk, a weighted average of the commercial loan portfolio loss rate, derived from the performance trends qualitative factor, is used to dimension additional reserves for downgraded credits. Loans rated acceptable with risk (risk rate 5) or watch (risk rate 6) received the additional reserves based on the average of the macroeconomic conditions and weighted average of the commercial loan portfolio loss rate while the loans rated special mention (risk rate 7) and substandard (risk rate 8) received additional reserves based on the weighted-average described above. During 2022, Management noted that all pass rate loans (risk rate 5 and 6) related to the External Factor - Pandemic qualitative factor either did not experience significant stress related to the pandemic or have since recovered and does not expect future stresses attributed to the pandemic that may affect these loans. As a result, Management decided to accelerate the release of the additional pandemic reserves on all pass rate loans as a result of pandemic conditions resolving. During the fourth quarter of 2023, Management decided to resolve the External Factor-Pandemic qualitative factor as a result of the remaining loan balances that were identified as COVID affected loans were immaterial from both a reserve and balance perspective. The remaining loans were incorporated back into the performance qualitative factor as a result of this resolution. Further, due to this resolution there is no longer any active External Factor as of December 31, 2023.
During the first quarter of 2022, in order to account for the potential uncertainty related to higher prices and low economic growth, Trustmark chose to enact a portion of the qualitative framework, External Factor - Stagflation. Management calculated the reserve using a third-party stagflation forecast and compared it to the third-party baseline forecast used in the quantitative modeling. The weighted differential was added as qualitative reserves to account for potential uncertainty. During the fourth quarter of 2022, Management determined that the likelihood of a stagflation scenario had sufficiently diminished. Management identified that the potential had already been reduced and effectively captured within a nominally more negative baseline economic forecast. As a result, Management elected to resolve the External Factor - Stagflation and fully release the reserves.
During 2022, Management elected to activate the nature and volume of the portfolio qualitative factor as a result of a sub-pool of the secured by 1-4 family residential properties growing to a significant size along with the underlying nature being different as well. The nature and volume of the portfolio qualitative factor utilizes a WARM methodology that uses industry data for the assumptions to support the qualitative adjustment. The industry data is used to compile a PD based on credit score ranges along with using the industry data to compile an LGD. The sub-pool of credits is then aggregated into the appropriate credit score bands in which a weighted average loss rate is calculated based on the PD and LGD for each credit score range. This weighted average loss rate is then applied to the expected balance for the sub-segment of credits. This total is then used as the qualitative reserve adjustment.
Trustmark's current quantitative methodologies do not completely incorporate changes in credit quality. As a result, Trustmark utilizes the performance trends factor. This factor is based on migration analyses, that allocates additional ACL to non-pass/delinquent loans within each pool. In this way, Management believes the ACL will directly reflect changes in risk, based on the performance of the loans with a pool, whether declining or improving.
The performance trends qualitative factor is estimated by properly segmenting loan pools into risk levels by risk rating for commercial credits and delinquency status for consumer credits. A migration analysis is then performed quarterly using a third-party software and the results for each risk level are compiled to calculate the historical PD average for each loan portfolio based on risk levels. This average historical PD rate is updated annually. For the mortgage portfolio, Trustmark uses an internal report to incorporate a roll rate method for the calculation of the PD rate. In addition, to the PD rate for each portfolio, Management incorporates the quantitative rate and the k value derived from the Frye-Jacobs method to calculate a loss estimate that includes both PD and LGD. The quantitative rate is used to eliminate any additional reserve that the quantitative reserve already includes. Finally, the loss estimate rate is then applied to the total balances for each risk level for each portfolio to calculate a qualitative reserve
Determining the appropriateness of the allowance is complex and requires judgment by Management about the effect of matters that are inherently uncertain. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and credit loss expense.
For a complete description of Trustmark’s ACL methodology and the quantitative and qualitative factors included in the calculation, please see Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
At December 31, 2023, the ACL, LHFI was $139.4 million, an increase of $19.2 million, or 15.9%, when compared with December 31, 2022. The increase in the ACL, LHFI during 2023 was principally due to loan growth, net changes in the qualitative reserve factors, changes in the macroeconomic forecasts and extended maturities on the secured by 1-4 family residential properties portfolio resulting from lower prepayment speeds, partially offset by a decline in specific reserves for individually analyzed LHFI. Allocation of Trustmark’s ACL, LHFI represented 0.85% of commercial LHFI and 1.81% of consumer and home mortgage LHFI, resulting in an
55
ACL to total LHFI of 1.08% at December 31, 2023. This compares with an ACL to total LHFI of 0.99% at December 31, 2022, which was allocated to commercial LHFI at 0.85% and to consumer and home mortgage LHFI at 1.41%.
The table below illustrates the changes in Trustmark’s ACL on LHFI as well as Trustmark’s loan loss experience for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||
| Balance at beginning of period | $ | 120,214 | $ | 99,457 | $ | 117,306 | ||||||
| LHFI charged off | (17,515 | ) | (11,332 | ) | (10,275 | ) | ||||||
| Recoveries | 9,306 | 10,412 | 13,925 | |||||||||
| Net (charge-offs) recoveries | (8,209 | ) | (920 | ) | 3,650 | |||||||
| PCL, LHFI | 27,362 | 21,677 | (21,499 | ) | ||||||||
| Balance at end of period | $ | 139,367 | $ | 120,214 | $ | 99,457 |
Charge-offs exceeded recoveries for 2023 resulting in net charge-offs of $8.2 million, or 0.06% of average loans (LHFS and LHFI), compared to net charge-offs of $920 thousand, or 0.01% of average loans (LHFS and LHFI), in 2022, and net recoveries of $3.7 million, or -0.04% of average loans (LHFS and LHFI), in 2021. The increase in net charge-offs during 2023 was principally due to increases in charge-offs in the Texas, Mississippi and Alabama market regions as well as declines in recoveries in the Alabama, Mississippi and Florida market regions, partially offset by an increase in recoveries in the Tennessee market region.
The following table presents the net (charge-offs) recoveries by geographic market region for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||
| Alabama | $ | (873 | ) | $ | 2,019 | $ | 1,299 | |||||
| Florida | 130 | 652 | 521 | |||||||||
| Mississippi | (5,347 | ) | (2,713 | ) | (111 | ) | ||||||
| Tennessee | 1,644 | (790 | ) | 940 | ||||||||
| Texas | (3,763 | ) | (88 | ) | 1,001 | |||||||
| Total net (charge-offs) recoveries | $ | (8,209 | ) | $ | (920 | ) | $ | 3,650 |
56
The following table presents selected credit ratios for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2021 | ||||||||||
| ACL, LHFI to Total LHFI | 1.08 | % | 0.99 | % | 0.97 | % | ||||||
| ACL, LHFI | $ | 139,367 | $ | 120,214 | $ | 99,457 | ||||||
| LHFI | 12,950,524 | 12,204,039 | 10,247,829 | |||||||||
| Nonaccrual LHFI to Total LHFI | 0.77 | % | 0.53 | % | 0.61 | % | ||||||
| Nonaccrual LHFI | $ | 100,008 | $ | 65,972 | $ | 62,698 | ||||||
| LHFI | 12,950,524 | 12,204,039 | 10,247,829 | |||||||||
| ACL, LHFI to Nonaccrual LHFI | 139.36 | % | 182.22 | % | 158.63 | % | ||||||
| ACL, LHFI | $ | 139,367 | $ | 120,214 | $ | 99,457 | ||||||
| Nonaccrual LHFI | 100,008 | 65,972 | 62,698 | |||||||||
| Net (Charge-offs) Recoveries to Average LHFI | ||||||||||||
| Construction, land development and other land loans | -0.02 | % | 0.16 | % | 0.28 | % | ||||||
| Net (charge-offs) recoveries | $ | (100 | ) | $ | 1,054 | $ | 1,525 | |||||
| Average LHFI | 652,922 | 655,680 | 551,266 | |||||||||
| Other loans secured by 1-4 family residential properties | 0.02 | % | 0.07 | % | 0.08 | % | ||||||
| Net (charge-offs) recoveries | $ | 119 | $ | 372 | $ | 396 | ||||||
| Average LHFI | 599,723 | 541,383 | 505,063 | |||||||||
| Loans secured by nonfarm, nonresidential properties | 0.06 | % | 0.05 | % | 0.04 | % | ||||||
| Net (charge-offs) recoveries | $ | 2,050 | $ | 1,418 | $ | 1,076 | ||||||
| Average LHFI | 3,455,308 | 3,094,532 | 2,846,103 | |||||||||
| Other loans secured by real estate | — | -0.02 | % | — | ||||||||
| Net (charge-offs) recoveries | $ | 28 | $ | (117 | ) | $ | 20 | |||||
| Average LHFI | 1,079,402 | 636,658 | 971,881 | |||||||||
| Other construction loans | -0.35 | % | 0.01 | % | 0.01 | % | ||||||
| Net (charge-offs) recoveries | $ | (3,380 | ) | $ | 69 | $ | 47 | |||||
| Average LHFI | 976,849 | 831,435 | 757,716 | |||||||||
| Loans secured by 1-4 family residential properties | -0.06 | % | — | — | ||||||||
| Net (charge-offs) recoveries | $ | (1,419 | ) | $ | 13 | $ | (49 | ) | ||||
| Average LHFI | 2,250,931 | 1,881,006 | 1,328,220 | |||||||||
| Commercial and industrial loans | -0.06 | % | 0.02 | % | 0.03 | % | ||||||
| Net (charge-offs) recoveries | $ | (1,095 | ) | $ | 284 | $ | 336 | |||||
| Average LHFI | 1,867,199 | 1,603,499 | 1,331,537 | |||||||||
| Consumer loans | -2.48 | % | -0.35 | % | 0.02 | % | ||||||
| Net (charge-offs) recoveries | $ | (4,098 | ) | $ | (562 | ) | $ | 25 | ||||
| Average LHFI | 165,241 | 161,145 | 156,826 | |||||||||
| State and other political subdivision loans | — | — | — | |||||||||
| Net (charge-offs) recoveries | $ | — | $ | — | $ | — | ||||||
| Average LHFI | 1,104,444 | 1,159,939 | 1,098,190 | |||||||||
| Other commercial loans and leases | -0.06 | % | -0.72 | % | 0.06 | % | ||||||
| Net (charge-offs) recoveries | $ | (314 | ) | $ | (3,451 | ) | $ | 274 | ||||
| Average LHFI | 486,518 | 477,296 | 474,291 | |||||||||
| Total LHFI | -0.06 | % | -0.01 | % | 0.04 | % | ||||||
| Net (charge-offs) recoveries | $ | (8,209 | ) | $ | (920 | ) | $ | 3,650 | ||||
| Average LHFI | 12,638,537 | 11,042,573 | 10,021,093 |
The PCL, LHFI for 2023 totaled 0.21% of average loans (LHFS and LHFI), compared to 0.19% of average loans (LHFS and LHFI) in 2022 and -0.21% of average loans (LHFS and LHFI) in 2021. The PCL, LHFI for 2023 primarily reflected an increase in required reserves as a result of loan growth, net changes in the qualitative reserve factors, changes in the macroeconomic forecasts and extended maturities on the secured by 1-4 family residential properties portfolio resulting from lower prepayment speeds, partially offset by a decline in specific reserves for individually analyzed LHFI.
57
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which is included on the accompanying consolidated balance sheets. Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. Trustmark calculates an expected funding rate each period which is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. Additionally, a reserve rate is applied to the unfunded commitment balance, which incorporates both quantitative and qualitative aspects of the current period’s expected credit loss rate. The reserve rate is loan pool specific and is applied to the unfunded amount to ensure loss factors, both quantitative and qualitative, are being considered on the unfunded portion of the loan pool, consistent with the methodology applied to the funded loan pools. See the section captioned “Lending Related” in Note 16 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for complete description of Trustmark’s ACL methodology on off-balance sheet credit exposures.
Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures. At December 31, 2023, the ACL on off-balance sheet credit exposures totaled $34.1 million compared to $36.8 million at December 31, 2022, a decrease of $2.8 million, or 7.5%. The PCL, off-balance sheet credit exposures totaled a negative $2.8 million for 2023, compared to a PCL, off-balance sheet credit exposures totaled $1.2 million for 2022 and a negative PCL, off-balance sheet credit exposures of $2.9 million for 2021. The release in PCL, off-balance sheet credit exposures for 2023 primarily reflected a decrease in required reserves due to a decline in unfunded commitments partially offset by an increase in required reserves as a result of changes in the total reserve rate.
Nonperforming Assets
The table below provides the components of the nonperforming assets by geographic market region at December 31, 2023 and 2022 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||||
| Nonaccrual LHFI | ||||||||
| Alabama | $ | 23,271 | $ | 12,300 | ||||
| Florida | 170 | 227 | ||||||
| Mississippi | 54,615 | 24,683 | ||||||
| Tennessee | 1,802 | 5,566 | ||||||
| Texas | 20,150 | 23,196 | ||||||
| Total nonaccrual LHFI | 100,008 | 65,972 | ||||||
| Other real estate | ||||||||
| Alabama | 1,397 | 194 | ||||||
| Mississippi | 1,242 | 1,769 | ||||||
| Tennessee | — | 23 | ||||||
| Texas | 4,228 | — | ||||||
| Total other real estate | 6,867 | 1,986 | ||||||
| Total nonperforming assets | $ | 106,875 | $ | 67,958 | ||||
| Nonperforming assets/total loans (LHFS and LHFI) and other real estate | 0.81 | % | 0.55 | % | ||||
| Loans Past Due 90 Days or More | ||||||||
| LHFI | $ | 5,790 | $ | 3,929 | ||||
| LHFS - Guaranteed GNMA services loans (1) | $ | 51,243 | $ | 49,320 |
(1)
No obligation to repurchase.
For additional information regarding the Trustmark’s serviced GNMA loans eligible for repurchase, please see the section captioned “Loans Held for Sale (LHFS)” included in Note 1 – Significant Accounting Policies of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
58
Nonaccrual LHFI
At December 31, 2023, nonaccrual LHFI totaled $100.0 million, or 0.76% of total LHFS and LHFI, reflecting an increase of $34.0 million, or 51.6%, relative to December 31, 2022. The increase in nonaccrual LHFI was primarily as a result of three large commercial credits placed on nonaccrual as well as an increase in mortgage nonaccruals that were partially offset by other commercial credits that were foreclosed, charged off, returned to accrual or paid off.
For additional information regarding nonaccrual LHFI, see the section captioned “Nonaccrual and Past Due LHFI” in Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Other Real Estate
Other real estate at December 31, 2023 increased $4.9 million when compared with December 31, 2022, principally due to properties foreclosed in the Texas, Mississippi and Alabama market regions partially offset by properties sold in Trustmark’s Mississippi market region.
The following tables illustrate changes in other real estate by geographic market region for the periods presented ($ in thousands):
| Year Ended December 31, 2023 | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Mississippi | Tennessee | Texas | |||||||||||||||
| Balance at beginning of period | $ | 1,986 | $ | 194 | $ | 1,769 | $ | 23 | $ | — | |||||||||
| Additions | 7,237 | 1,073 | 1,706 | 230 | 4,228 | ||||||||||||||
| Disposals | (2,555 | ) | (194 | ) | (2,108 | ) | (253 | ) | — | ||||||||||
| Net (write-downs) recoveries | 199 | 324 | (125 | ) | — | — | |||||||||||||
| Balance at end of period | $ | 6,867 | $ | 1,397 | $ | 1,242 | $ | — | $ | 4,228 |
| Year Ended December 31, 2022 | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Mississippi | Tennessee | Texas | |||||||||||||||
| Balance at beginning of period | $ | 4,557 | $ | — | $ | 4,557 | $ | — | $ | — | |||||||||
| Additions | 1,533 | 151 | 1,359 | 23 | — | ||||||||||||||
| Disposals | (4,142 | ) | (48 | ) | (4,094 | ) | — | — | |||||||||||
| Net (write-downs) recoveries | 38 | 91 | (53 | ) | — | — | |||||||||||||
| Balance at end of period | $ | 1,986 | $ | 194 | $ | 1,769 | $ | 23 | $ | — |
| Year Ended December 31, 2021 | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Mississippi | Tennessee | Texas | |||||||||||||||
| Balance at beginning of period | $ | 11,651 | $ | 3,271 | $ | 8,330 | $ | 50 | $ | — | |||||||||
| Additions | 770 | — | 717 | 53 | — | ||||||||||||||
| Disposals | (6,932 | ) | (3,063 | ) | (3,741 | ) | (128 | ) | — | ||||||||||
| Net (write-downs) recoveries | (932 | ) | (208 | ) | (749 | ) | 25 | — | |||||||||||
| Balance at end of period | $ | 4,557 | $ | — | $ | 4,557 | $ | — | $ | — |
Net recoveries of other real estate increased $161 thousand during 2023 compared to a decrease in net write-downs of other real estate of $970 thousand during 2022. The increase in net recoveries of other real estate during 2023 compared to 2022 was primarily due to a decline in write-downs on foreclosed properties in the Mississippi market region as well as an increase in recoveries at foreclosure for properties in the Alabama market region, partially offset by reserves released during 2022 as a result of properties sold in the Mississippi and Alabama market regions.
The following table illustrates other real estate by type of property at December 31, 2023 and 2022 ($ in thousands):
| December 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2023 | 2022 | ||||||
| 1-4 family residential properties | $ | 1,977 | $ | 1,128 | |||
| Nonfarm, nonresidential properties | 4,835 | 561 | |||||
| Other real estate properties | 55 | 297 | |||||
| Total other real estate | $ | 6,867 | $ | 1,986 |
59
Deposits
Trustmark’s deposits are its primary source of funding and consist primarily of core deposits from the communities Trustmark serves. Deposits include interest-bearing and noninterest-bearing demand accounts, savings, MMDA, certificates of deposit and individual retirement accounts. Total deposits were $15.570 billion at December 31, 2023 compared to $14.438 billion at December 31, 2022, an increase of $1.132 billion, or 7.8%, primarily reflecting an increase in interest-bearing deposits partially offset by a decrease in noninterest-bearing deposit accounts. During 2023, noninterest-bearing deposits decreased $896.2 million, or 21.9%, as a result of declines in all categories of noninterest-bearing deposits reflecting customers' desire for higher-yielding deposit accounts. Interest-bearing deposits increased $2.028 billion, or 19.6%, during 2023, primarily due to growth in CDs, which was principally attributable to deposit campaigns offered during 2023 and the addition of $578.8 million of brokered CDs, business and consumer MMDA and business interest checking accounts, partially offset by declines in consumer and public interest checking accounts and consumer savings accounts.
At December 31, 2023, Trustmark's total uninsured deposits were $5.601 billion, or 36.0% of total deposits, compared to $5.831 billion, or 40.4% of total deposits, at December 31, 2022.
The maturities of time deposits that exceed the FDIC insurance limit of $250 thousand at December 31, 2023 are as follows ($ in thousands):
| Three months or less | $ | 355,175 | |
|---|---|---|---|
| Over three months through six months | 286,191 | ||
| Over six months through twelve months | 153,104 | ||
| Over twelve months | 27,961 | ||
| Total time deposits in excess of FDIC insurance limit | $ | 822,431 |
Borrowings
Trustmark uses short-term borrowings, such as federal funds purchased, securities sold under repurchase agreements and short-term FHLB advances, to fund growth of earning assets in excess of deposit growth. See the section captioned “Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Federal funds purchased and repurchase agreements totaled $405.7 million at December 31, 2023 compared to $449.3 million at December 31, 2022, a decrease of $43.6 million, or 9.7%. At December 31, 2023 and 2022, $35.7 million and $66.3 million, respectively, represented customer related transactions, such as commercial sweep repurchase balances. Trustmark had $370.0 million of upstream federal funds purchased at December 31, 2023, compared to $383.0 million at December 31, 2022.
Other borrowings totaled $483.2 million at December 31, 2023, a decrease of $567.7 million, or 54.0%, when compared with $1.051 billion at December 31, 2022, principally due to a decline in outstanding short-term FHLB advances obtained from the FHLB of Dallas.
Benefit Plans
Defined Benefit Plans
As disclosed in Note 14 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a noncontributory tax-qualified defined benefit pension plan titled the Trustmark Corporation Pension Plan for Certain Employees of Acquired Financial Institutions (the Continuing Plan) to satisfy commitments made by Trustmark to associates covered through plans obtained in acquisitions.
At December 31, 2023, the fair value of the Continuing Plan’s assets totaled $2.4 million and was exceeded by the projected benefit obligation of $5.9 million by $3.5 million. Net periodic benefit cost equaled $262 thousand in 2023, compared to $410 thousand in 2022 and $1.1 million in 2021.
The fair value of plan assets is determined utilizing current market quotes, while the benefit obligation and periodic benefit costs are determined utilizing actuarial methodology with certain weighted-average assumptions. For 2023, 2022 and 2021, the process used to select the discount rate assumption under FASB ASC Topic 715, "Compensation-Retirement Benefits," takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. Assumptions, which have been chosen to represent the estimate of a particular event as required by GAAP, have been reviewed and approved by Management based on recommendations from its actuaries.
60
The range of potential contributions to the Continuing Plan is determined annually by the Continuing Plan’s actuary in accordance with applicable IRS rules and regulations. Trustmark’s policy is to fund amounts that are sufficient to satisfy the annual minimum funding requirements and do not exceed the maximum that is deductible for federal income tax purposes. The actual amount of the contribution is determined annually based on the Continuing Plan’s funded status and return on plan assets as of the measurement date, which is December 31. For the plan year ending December 31, 2023, Trustmark’s minimum required contribution to the Continuing Plan was $154 thousand; however, Trustmark contributed $609 thousand, $455 thousand in excess of the minimum required. For the plan year ending December 31, 2024, Trustmark’s minimum required contribution to the Continuing Plan is expected to be $128 thousand; however, Management and the Board of Directors of Trustmark will monitor the Continuing Plan throughout 2024 to determine any additional funding requirements by the plan’s measurement date.
Supplemental Retirement Plans
As disclosed in Note 14 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a nonqualified supplemental retirement plan covering key executive officers and senior officers as well as directors who have elected to defer fees. The plan provides for retirement and/or death benefits based on a participant’s covered salary or deferred fees. Although plan benefits may be paid from Trustmark’s general assets, Trustmark has purchased life insurance contracts on the participants covered under the plan, which may be used to fund future benefit payments under the plan. The annual measurement date for the plan is December 31. As a result of mergers prior to 2014, Trustmark became the administrator of nonqualified supplemental retirement plans, for which the plan benefits were frozen prior to the merger dates.
At December 31, 2023, the accrued benefit obligation for the supplemental retirement plans equaled $41.6 million, while the net periodic benefit cost equaled $2.5 million in 2023, $2.4 million in 2022 and $2.5 million in 2021. The net periodic benefit cost and projected benefit obligation are determined using actuarial assumptions as of the plans’ measurement date. The process used to select the discount rate assumption under FASB ASC Topic 715 takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. At December 31, 2023, unrecognized actuarial losses and unrecognized prior service costs continue to be amortized over future service periods.
Legal Environment
Information required in this section is set forth under the heading “Legal Proceedings” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Arrangements
Information required in this section is set forth under the heading “Lending Related” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Capital Resources and Liquidity
At December 31, 2023, Trustmark’s total shareholders’ equity was $1.662 billion, an increase of $169.6 million, or 11.4%, when compared to December 31, 2022. The increase in shareholders’ equity during 2023 was primarily as a result of net income of $165.5 million as well as an increase in the fair market value of available for sale securities, net of tax, of $38.1 million and a decrease in the unrealized net holding losses on securities transferred from available for sale to held to maturity, net of tax, of $11.7 million, partially offset by common stock dividends of $56.7 million. Trustmark utilizes a capital model in order to provide Management with a monthly tool for analyzing changes in its strategic capital ratios. This allows Management to hold sufficient capital to provide for growth opportunities and protect the balance sheet against sudden adverse market conditions, while maintaining an attractive return on equity to shareholders.
Regulatory Capital
Trustmark and TNB are subject to minimum risk-based capital and leverage capital requirements, as described in the section captioned “Capital Adequacy” included in Part I. Item 1. – Business of this report, which are administered by the federal bank regulatory agencies. These capital requirements, as defined by federal regulations, involve quantitative and qualitative measures of assets, liabilities and certain off-balance sheet instruments. Trustmark’s and TNB’s minimum risk-based capital requirements include a capital conservation buffer of 2.5%. AOCI is not included in computing regulatory capital. Trustmark has elected the five-year phase-in transition period (through December 31, 2024) related to adopting FASB ASU 2016-13 for regulatory capital purposes. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the financial statements of Trustmark and TNB and limit Trustmark’s and TNB’s ability to pay dividends. At December 31, 2023, Trustmark and TNB exceeded all applicable minimum capital standards. In addition, Trustmark and TNB met
61
applicable regulatory guidelines to be considered well-capitalized at December 31, 2023. To be categorized in this manner, Trustmark and TNB maintained minimum common equity Tier 1 risk-based capital, Tier 1 risk-based capital, total risk-based capital and Tier 1 leverage ratios, and were not subject to any written agreement, order or capital directive, or prompt corrective action directive issued by their primary federal regulators to meet and maintain a specific capital level for any capital measures. There are no significant conditions or events that have occurred since December 31, 2023, which Management believes have affected Trustmark’s or TNB’s present classification.
In 2020, Trustmark enhanced its capital structure with the issuance of $125.0 million of subordinated notes. At December 31, 2023 and 2022, the carrying amount of the subordinated notes was $123.5 million and $123.3 million, respectively. The subordinated notes mature December 1, 2030 and are redeemable at Trustmark’s option under certain circumstances. For regulatory capital purposes, the subordinated notes qualified as Tier 2 capital for Trustmark at December 31, 2023 and 2022. Trustmark may utilize the full carrying value of the subordinated notes as Tier 2 capital until December 1, 2025 (five years prior to maturity). Beginning December 1, 2025, the subordinated notes will phase out of Tier 2 capital 20.0% each year until maturity.
In 2006, Trustmark enhanced its capital structure with the issuance of trust preferred securities. For regulatory capital purposes, the trust preferred securities qualified as Tier 1 capital at December 31, 2023 and 2022. Trustmark intends to continue to utilize $60.0 million in trust preferred securities issued by the Trust as Tier 1 capital up to the regulatory limit, as permitted by the grandfather provision in the Dodd-Frank Act and the Basel III Final Rule.
Refer to the section captioned “Regulatory Capital” included in Note 17 – Shareholders’ Equity in Part II. Item 8. – Financial Statements and Supplementary Data of this report for an illustration of Trustmark’s and TNB’s actual regulatory capital amounts and ratios under regulatory capital standards in effect at December 31, 2023 and 2022.
Dividends on Common Stock
Dividends per common share for each of the years ended December 31, 2023, 2022 and 2021 were $0.92. Trustmark’s dividend payout ratio for 2023, 2022 and 2021 was 33.95%, 78.63%, and 39.15%, respectively. The increase in the dividend payout ratio for 2022 was principally due to the $100.8 million of litigation settlement expense recorded during the fourth quarter of 2022. Since Trustmark is a holding company and does not conduct operations, its primary source of liquidity are dividends paid from TNB and borrowings from outside sources. Approval by TNB’s regulators is required if the total of all dividends declared in any calendar year exceeds the total of its net income for that year combined with its retained net income of the preceding two years. In 2024, TNB will have available approximately $95.1 million plus its net income for that year to pay as dividends to Trustmark. The actual amount of any dividends declared in 2024 by Trustmark will be determined by Trustmark’s Board of Directors. Trustmark’s Board of Directors declared a quarterly cash dividend of $0.23 per share payable of March 15, 2024, to shareholders of record on March 1, 2024.
Stock Repurchase Plan
From time to time, Trustmark’s Board of Directors has authorized stock repurchase plans. In general, stock repurchase plans allow Trustmark to proactively manage its capital position and return excess capital to shareholders. Shares purchased also provide Trustmark with shares of common stock necessary to satisfy obligations related to stock compensation awards. Under the stock repurchase plan effective April 1, 2020 through December 31, 2021, Trustmark repurchased approximately 1.9 million shares of its common stock valued at $61.8 million. Under the stock repurchase plan effective January 1, 2022 through December 31, 2022, Trustmark repurchased approximately 789 thousand shares of its common stock valued at $24.6 million. Under the stock repurchase plan effective January 1, 2023 through December 31, 2023, Trustmark did not repurchase any of its outstanding common stock. On December 5, 2023, the Board of Directors of Trustmark authorized a new stock repurchase program, effective January 1, 2024, under which $50.0 million of Trustmark’s outstanding common stock may be acquired through December 31, 2024. The repurchase program, which is subject to market conditions and management discretion, will be implemented through open market repurchases or privately negotiated transactions. No shares have been repurchased under this stock repurchase program.
Liquidity
Liquidity is the ability to ensure that sufficient cash flow and liquid assets are available to satisfy current and future financial obligations, including demand for loans and deposit withdrawals, funding operating costs and other corporate purposes. Consistent cash flows from operations and adequate capital provide internally generated liquidity. Furthermore, Management maintains funding capacity from a variety of external sources to meet daily funding needs, such as those required to meet deposit withdrawals, loan disbursements and security settlements. Liquidity strategy also includes the use of wholesale funding sources to provide for the seasonal fluctuations of deposit and loan demand and the cyclical fluctuations of the economy that impact the availability of funds. Management keeps excess funding capacity available to meet potential demands associated with adverse circumstances.
62
The asset side of the balance sheet provides liquidity primarily through maturities and cash flows from loans and securities as well as the ability to pledge or sell certain loans and securities. The liability portion of the balance sheet provides liquidity primarily through noninterest and interest-bearing deposits. Trustmark utilizes federal funds purchased, FHLB advances, securities sold under repurchase agreements, the Discount Window and brokered deposits to provide additional liquidity. Access to these additional sources represents Trustmark’s incremental borrowing capacity.
Trustmark’s liquidity position is continuously monitored and adjustments are made to manage the balance as deemed appropriate. Liquidity risk management is an important element to Trustmark’s asset/liability management process. Trustmark regularly models liquidity stress scenarios to assess potential liquidity outflows or funding problems resulting from economic disruptions or other significant occurrences as deemed appropriate by Management. These scenarios are incorporated into Trustmark’s contingency funding plan, which provides the basis for the identification of its liquidity needs.
Deposit accounts represent Trustmark’s largest funding source. Average deposits totaled to $14.935 billion for 2023 and represented approximately 80.0% of average liabilities and shareholders’ equity, compared to average deposits of $14.772 billion, which represented 84.5% of average liabilities and shareholders’ equity for 2022.
Trustmark had $712.0 million held in an interest-bearing account at the FRBA at December 31, 2023, compared to $434.0 million at December 31, 2022. The increase in Trustmark's balance held at the FRBA was principally due to cash balance management at year-end.
Trustmark utilizes brokered deposits to supplement other wholesale funding sources. At December 31, 2023, brokered sweep MMDA deposits totaled $10.6 million compared to $15.1 million at December 31, 2022. In addition, Trustmark had $578.8 million of brokered CDs at December 31, 2023 compared to none at December 31, 2022. The increase in brokered CDs during 2023 was primarily due to leveraging comparatively attractive brokered CD pricing as a component of funding loan growth.
At December 31, 2023, Trustmark had $370.0 million of upstream federal funds purchased compared to $383.0 million of upstream federal funds purchased at December 31, 2022. Trustmark maintains adequate federal funds lines to provide sufficient short-term liquidity.
Trustmark maintains a relationship with the FHLB of Dallas, which provided $400.0 million of outstanding short-term advances and no long-term advances at December 31, 2023, compared to $975.0 million of short-term and no long-term FHLB advances outstanding at December 31, 2022. Trustmark had no letters of credit outstanding with the FHLB of Dallas at December 31, 2023, and 2022. Under the existing borrowing agreement, Trustmark had sufficient qualifying collateral to increase FHLB advances with the FHLB of Dallas by $4.003 billion at December 31, 2023.
In addition, at December 31, 2023, Trustmark had no short-term and $58 thousand in long-term FHLB advances outstanding with the FHLB of Atlanta, which were acquired in the BancTrust merger, compared to no short-term and $78 thousand in long-term FHLB advances outstanding at December 31, 2022. Trustmark has non-member status and thus no additional borrowing capacity with the FHLB of Atlanta.
Additionally, Trustmark has the ability to leverage its unencumbered investment securities as collateral. At December 31, 2023, Trustmark had approximately $842.0 million available in unencumbered Treasury and agency securities compared to $797.0 million at December 31, 2022.
Another borrowing source is the Discount Window. At December 31, 2023, Trustmark had approximately $1.374 billion available in collateral capacity at the Discount Window primarily from pledges of commercial and industrial LHFI, compared with $1.345 billion at December 31, 2022.
Additionally, on March 15, 2020, in response to the COVID-19 pandemic, the FRB reduced reserve requirements for insured depository institutions to zero percent, which increased TNB’s available liquidity.
On March 12, 2023, the U.S. Treasury Department, the FRB and the FDIC jointly announced the establishment of the Bank Term Funding Program (BTFP), in response to recent liquidity concerns within the banking industry in part due to recent deposit runs that resulted in a few large bank failures. The BTFP was designed to provide available additional funding to eligible depository institutions to help assure that banks have the ability to meet the needs of all their depositors. Under the program, eligible depository institutions can obtain loans of up to one year in length by pledging U.S. Treasuries, agency debt and mortgage-backed securities and other qualifying assets (valued at par) as collateral. The BTFP is intended to eliminate the need for depository institutions to quickly sell their securities when they are experiencing stress on their liquidity. As of December 31, 2023, Trustmark had not accessed the BTFP.
63
During 2020, Trustmark issued $125.0 million aggregate principal amount of its 3.625% fixed-to-floating rate subordinated notes. The subordinated notes. At December 31, 2023 and 2022, the carrying amount of the subordinated notes was $123.5 million and $123.3 million, respectively. The subordinated notes mature December 1, 2030 and are redeemable at Trustmark’s option under certain circumstances. The subordinated notes are unsecured obligations and are subordinated in right of payment to all of Trustmark’s existing and future senior indebtedness, whether secured or unsecured. The subordinated notes are obligations of Trustmark only and are not obligations of, and are not guaranteed by, any of its subsidiaries, including TNB.
During 2006, Trustmark completed a private placement of $60.0 million of trust preferred securities through a newly formed Delaware trust affiliate, the Trust. The trust preferred securities mature September 30, 2036 and are redeemable at Trustmark’s option. The proceeds from the sale of the trust preferred securities were used by the Trust to purchase $61.9 million in aggregate principal amount of Trustmark’s junior subordinated debentures.
The Board of Directors of Trustmark currently has the authority to issue up to 20.0 million preferred shares with no par value. The ability to issue preferred shares in the future will provide Trustmark with additional financial and management flexibility for general corporate and acquisition purposes. At December 31, 2023, Trustmark had no shares of preferred stock issued and outstanding.
Management believes that Trustmark has sufficient liquidity and capital resources to meet presently known cash flow requirements arising from ongoing business transactions. As of December 31, 2023, Management is not aware of any events that are reasonably likely to have a material adverse effect on our liquidity, capital resources or operations. In addition, Management is not aware of any regulatory recommendations regarding liquidity that would have a material adverse effect on Trustmark.
In the ordinary course of business, Trustmark has entered into contractual obligations and has made other commitments to make future payments. Please refer to the accompanying notes to the consolidated financial statements included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for the expected timing of such payments as of December 31, 2023. These include payments related to (i) short-term and long-term borrowings (Note 11 – Borrowings), (ii) operating and finance leases (Note 9 – Leases), (iii) time deposits with stated maturity dates (Note 10 – Deposits) and (iv) commitments to extend credit and standby letters of credit (Note 16 – Commitments and Contingencies).
Asset/Liability Management
Overview
Market risk reflects the potential risk of loss arising from adverse changes in interest rates and market prices. Trustmark has risk management policies to monitor and limit exposure to market risk. Trustmark’s primary market risk is interest rate risk created by core banking activities. Interest rate risk is the potential variability of the income generated by Trustmark’s financial products or services, which results from changes in various market interest rates. Market rate changes may take the form of absolute shifts, variances in the relationships between different rates and changes in the shape or slope of the interest rate term structure.
Following the LIBOR cessation date of June 30, 2023, the nationwide process for replacing LIBOR in financial contracts that mature thereafter and that do not provide for an effective means to replace LIBOR upon its cessation took effect pursuant to the Adjustable Interest Rate (LIBOR) Act. For contracts in which a party has the discretion to identify a replacement rate, the Adjustable Interest Rate (LIBOR) Act also provides a safe harbor to parties if they choose the SOFR-based benchmark replacement rate to be identified by the FRB. Trustmark had a significant number of loans, derivative contracts, borrowings and other financial instruments with attributes that were either directly or indirectly dependent on LIBOR. As December 31, 2023, all of Trustmark’s LIBOR exposure was remediated or in the process of being remediated. The transition from LIBOR could create costs and additional risk. Trustmark cannot predict what the ultimate impact of the transition from LIBOR will be; however, Trustmark has implemented various measures to manage the transition and mitigate risks. For additional information regarding the transition from LIBOR and Trustmark’s management of this transition, please see the respective risk factor included in Part I. Item 1A. – Risk Factors of this report.
Management continually develops and applies cost-effective strategies to manage these risks. Management’s Asset/Liability Committee sets the day-to-day operating guidelines, approves strategies affecting net interest income and coordinates activities within policy limits established by the Board of Directors of Trustmark. A key objective of the asset/liability management program is to quantify, monitor and manage interest rate risk and to assist Management in maintaining stability in the net interest margin under varying interest rate environments.
Derivatives
Trustmark uses financial derivatives for management of interest rate risk. Management’s Asset/Liability Committee, in its oversight role for the management of interest rate risk, approves the use of derivatives in balance sheet hedging strategies. The most common
64
derivatives employed by Trustmark are interest rate lock commitments, forward contracts (both futures contracts and options on futures contracts), interest rate swaps, interest rate caps and interest rate floors. As a general matter, the values of these instruments are designed to be inversely related to the values of the assets that they hedge (i.e., if the value of the hedged asset falls, the value of the related hedge rises). In addition, Trustmark has entered into derivatives contracts as counterparty to one or more customers in connection with loans extended to those customers. These transactions are designed to hedge interest rate, currency or other exposures of the customers and are not entered into by Trustmark for speculative purposes. Increased federal regulation of the derivatives markets may increase the cost to Trustmark to administer derivatives programs.
Derivatives Designated as Hedging Instruments
During 2022, Trustmark initiated a cash flow hedging program. Trustmark's objectives in initiating this hedging program were to add stability to interest income and to manage its exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of fixed-rate amounts from a counterparty in exchange for Trustmark making variable-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate floor spreads designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates fall below the purchased floor strike rate on the contract and payments of variable-rate amounts if interest rates fall below the sold floor strike rate on the contract. Trustmark uses such derivatives to hedge the variable cash flows associated with existing and anticipated variable-rate loan assets. At December 31, 2023, the aggregate notional value of Trustmark's interest rate swaps and floor spreads designated as cash flow hedges totaled $1.125 billion compared to $825.0 million at December 31, 2022.
Trustmark records any gains or losses on these cash flow hedges in AOCI. Gains and losses on derivatives representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis, as documented at hedge inception in accordance with Trustmark’s accounting policy election. The earnings recognition of excluded components totaled $57 thousand of amortization expense for the year ended December 31, 2023, and is included in interest and fees on LHFS and LHFI. As interest payments are received on Trustmark's variable-rate assets, amounts reported in AOCI are reclassified into interest and fees on LHFS and LHFI in the accompanying consolidated statements of income during the same period. For the years ended December 31, 2023 and 2022, Trustmark reclassified a loss, net of tax, of $12.3 million and $345 thousand, respectively, into interest and fees on LHFS and LHFI. During the next twelve months, Trustmark estimates that $13.2 million will be reclassified as a reduction to interest and fees on LHFS and LHFI. This amount could differ due to changes in interest rates, hedge de-designations or the addition of other hedges.
Derivatives Not Designated as Hedging Instruments
As part of Trustmark’s risk management strategy in the mortgage banking business, various derivative instruments such as interest rate lock commitments and forward sales contracts are utilized. Rate lock commitments are residential mortgage loan commitments with customers, which guarantee a specified interest rate for a specified period of time. Trustmark’s obligations under forward contracts consist of commitments to deliver mortgage loans, originated and/or purchased, in the secondary market at a future date. The gross notional amount of Trustmark’s off-balance sheet obligations under these derivative instruments totaled $171.4 million at December 31, 2023, with a negative valuation adjustment of $150 thousand, compared to $165.4 million, with a positive valuation adjustment of $325 thousand at December 31, 2022.
Trustmark utilizes a portfolio of exchange-traded derivative instruments, such as Treasury note futures contracts and option contracts, to achieve a fair value return that economically hedges changes in the fair value of the MSR attributable to interest rates. These transactions are considered freestanding derivatives that do not otherwise qualify for hedge accounting under GAAP. The total notional amount of these derivative instruments was $285.0 million at December 31, 2023 compared to $277.0 million at December 31, 2022. These exchange-traded derivative instruments are accounted for at fair value with changes in the fair value recorded as noninterest income in mortgage banking, net and are offset by the changes in the fair value of the MSR. The MSR fair value represents the present value of future cash flows, which among other things includes decay and the effect of changes in interest rates. Ineffectiveness of hedging the MSR fair value is measured by comparing the change in value of hedge instruments to the change in the fair value of the MSR asset attributable to changes in interest rates and other market driven changes in valuation inputs and assumptions. The impact of this strategy resulted in a net negative ineffectiveness of $6.3 million for the year ended December 31, 2023, compared to a net negative ineffectiveness of $4.1 million for the year ended December 31, 2022 and a net positive ineffectiveness of $2.5 million for the year ended December 31, 2021.
Trustmark offers certain interest rate derivatives products directly to qualified commercial lending clients seeking to manage their interest rate risk under loans they have entered into with TNB. Trustmark economically hedges interest rate swap transactions executed with commercial lending clients by entering into offsetting interest rate swap transactions with institutional derivatives market participants. Derivatives transactions executed as part of this program are not designated as qualifying hedging relationships under GAAP and are, therefore, carried on Trustmark’s financial statements at fair value with the change in fair value recorded as noninterest
65
income in bank card and other fees. Because these derivatives have mirror-image contractual terms, in addition to collateral provisions which mitigate the impact of non-performance risk, the changes in fair value are expected to substantially offset. The Chicago Mercantile Exchange rules legally characterize variation margin collateral payments made or received for centrally cleared interest rate swaps as settlements rather than collateral. As a result, centrally cleared interest rate swaps included in other assets and other liabilities are presented on a net basis in the accompanying consolidated balance sheets. At December 31, 2023, Trustmark had interest rate swaps with an aggregate notional amount of $1.500 billion related to this program, compared to $1.391 billion at December 31, 2022.
Credit-Risk-Related Contingent Features
Trustmark has agreements with its financial institution counterparties that contain provisions where if Trustmark defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then Trustmark could also be deemed to be in default on its derivatives obligations.
At December 31, 2023, the termination value of interest rate swaps in a liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $1.4 million compared to none at December 31, 2022. At December 31, 2023 and 2022, Trustmark had posted collateral of $2.0 million and $740 thousand, respectively, against its obligations because of negotiated thresholds and minimum transfer amounts under these agreements. If Trustmark had breached any of these triggering provisions at December 31, 2023, it could have been required to settle its obligations under the agreements at the termination value (which is expected to approximate fair market value).
Credit risk participation agreements arise when Trustmark contracts with other financial institutions, as a guarantor or beneficiary, to share credit risk associated with certain interest rate swaps. These agreements provide for reimbursement of losses resulting from a third-party default on the underlying swap. At December 31, 2023, Trustmark had entered into six risk participation agreements as a beneficiary with and aggregate notional amount of $40.1 million compared to five risk participation agreements as a beneficiary with an aggregate notional amount of $50.2 million at December 31, 2022. At December 31, 2023, Trustmark had entered into thirty-five risk participation agreements as a guarantor with an aggregate notional amount of $304.7 million, compared to twenty-nine risk participation agreements as a guarantor with an aggregate notional amount of $235.8 million at December 31, 2022. The aggregate fair values of these risk participation agreements were immaterial at December 31, 2023 and 2022.
Trustmark’s participation in the derivatives markets is subject to increased federal regulation of these markets. Trustmark believes that it may continue to use financial derivatives to manage interest rate risk and also to offer derivatives products to certain qualified commercial lending clients in compliance with the Volcker Rule. However, the increased federal regulation of the derivatives markets has increased the cost to Trustmark of administering its derivatives programs. Some of these costs (particularly compliance costs related to the Volcker Rule and other federal regulations) are expected to recur in the future.
FY 2022 10-K MD&A
SEC filing source: 0000950170-23-003087.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following provides a narrative discussion and analysis of Trustmark’s financial condition and results of operations. This discussion should be read in conjunction with the consolidated financial statements and the supplemental financial data included in Part II. Item 8. – Financial Statements and Supplementary Data of this report. Discussion and analysis of Trustmark’s financial condition and results of operations for the years ended December 31, 2021 and 2020 are included in the respective sections within Part II. Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of Trustmark’s Annual Report filed on Form 10-K for the year ended December 31, 2021.
Executive Overview
Trustmark has been committed to meeting the banking and financial needs of its customers and communities for over 130 years and remains focuses on providing support, advice and solutions to its customers' unique needs. Trustmark's produced strong financial results during 2022 reflected by significant growth in LHFI of $1.956 billion, or 19.1%, the highest in Trustmark's history, expansion of the net interest margin, consistent performance from its fee businesses and solid credit quality.
On January 13, 2023, TNB entered into a settlement agreement that will, pending court approval, resolve all current and potential future claims relating to litigation involving the Stanford Financial Group that began in 2009. While Trustmark denies any liability or wrongdoing with respect to this matter, it believes the settlement is in the best interest of Trustmark and its shareholders as it eliminates risk, ongoing expense and uncertainty. In the fourth quarter of 2022, Trustmark recognized litigation settlement expense of $100.0 million as well as an additional $750 thousand in legal fees, which are included in noninterest expense for 2022.
Trustmark is committed to managing the franchise for the long term, supporting investments to promote profitable revenue growth, realigning delivery channels to support changing customer preferences as well as reengineering and efficiency opportunities to enhance long-term shareholder value. Trustmark’s capital position remained solid, reflecting the consistent profitability of its diversified financial services businesses. The Board of Directors of Trustmark declared a quarterly cash dividend of $0.23 per share. The dividend is payable March 15, 2023, to shareholders of record on March 1, 2023.
Financial Highlights
Trustmark reported a net loss of $34.1 million, or basic and diluted earnings per share (EPS) of -$0.56, for the fourth quarter of 2022, compared to a net income of $26.2 million, or basic and diluted EPS of $0.42, in the fourth quarter of 2021. Trustmark’s reported performance during the quarter ended December 31, 2022, produced a return on average tangible equity of -12.14%, a return on average
30
assets of -0.76%, an average equity to average assets ratio of 8.41% and a dividend payout ratio of -41.07%, compared to a return on average tangible equity of 7.72%, a return on average assets of 0.60%, an average equity to average assets ratio of 10.12% and a dividend payout ratio of 54.76% during the quarter ended December 31, 2021.
The decrease in net income when the fourth quarter of 2022 is compared to the fourth quarter of 2021 was principally due to the litigation settlement expense recorded during the fourth quarter of 2022 related to the Stanford Financial Group litigation. Excluding the litigation settlement expense, net income increased $15.3 million, or 58.3%, when the fourth quarter of 2022 is compared to the fourth quarter of 2021, principally due to an increase in revenue partially offset by an increase in noninterest expense, excluding the litigation settlement expense. Revenue, which is defined as net interest income plus noninterest income, totaled $191.8 million for the quarter ended December 31, 2022 compared to $149.1 million for the quarter ended December 31, 2021, an increase of $42.7 million, or 28.6%. The increase in total revenue for the fourth quarter of 2022 compared to the same time period in 2021 was principally due to an increase in interest and fees on LHFS and LHFI partially offset by an increase in interest on deposits and a decline in mortgage banking, net.
Net interest income for the fourth quarter of 2022 totaled $146.6 million, an increase of $48.3 million, or 49.1%, when compared to the fourth quarter of 2021, principally due to an increase in interest and fees on LHFS and LHFI partially offset by increases in all categories of interest expense. Noninterest income for the fourth quarter of 2022 totaled $45.2 million, a decrease of $5.6 million, or 11.0%, when compared to the fourth quarter of 2021, principally due to a decrease in mortgage banking, net partially offset by increases in service charges on deposit accounts and other income, net. Mortgage banking, net declined $8.2 million, or 70.6%, when the fourth quarter of 2022 is compared to the same time period in 2021, principally due to decreases in gain on sales of loans, net and the net hedge ineffectiveness partially offset by a decline in the MSR run-off. Service charges on deposit accounts increased $1.8 million, or 19.2%, when the fourth quarter of 2022 is compared to the same time period in 2021, principally due to increases in non-sufficient funds (NSF) and overdraft fees on consumer interest checking accounts and commercial demand deposit accounts (DDAs) as well as an increase in service charges on consumer interest checking accounts, partially offset by a decline in NSF and overdraft fees on consumer DDAs. Other income, net increased $1.3 million when the fourth quarter of 2022 is compared to the fourth quarter of 2021, principally due to an increase in cash management service fees and a decline in the amortization of tax credit partnerships.
Noninterest expense for the fourth quarter of 2022 totaled $231.2 million, an increase of $111.8 million, or 93.5%, when compared to the fourth quarter of 2021, principally due to the litigation settlement expense recorded during the fourth quarter of 2022 related to the Stanford Financial Group litigation. Excluding the litigation settlement expense, noninterest expense increased $11.0 million, or 9.2%, when the fourth quarter of 2022 is compared to the fourth quarter of 2021, principally due to increases in salaries and employee benefits, services and fees, other expense and net occupancy-premises. Salaries and employee benefits increased $5.2 million, or 7.6%, when the fourth quarter of 2022 is compared to the same time period in 2021, principally due to increases in salary expense as a result of general merit increases and the addition of employees in the Georgia LPO, severance expense, management performance incentives expense and commissions expense as a result of improvements in insurance business, partially offset by a decline in commission expense related to mortgage originations. Services and fees increased $3.9 million, or 16.8%, when the fourth quarter of 2022 is compared to the same time period in 2021, principally due to increases in legal fees and business processing outsourcing expenses. Other expense increased $1.2 million, or 7.9%, when the fourth quarter of 2022 is compared to the same time period in 2021, principally due to increases in loan expenses, sponsorships and contributions and FDIC assessment expense, partially offset by declines in other miscellaneous expenses. Net occupancy-premises expense increased $1.1 million, or 15.9%, when the fourth quarter of 2022 is compared to the same time period in 2021, principally due to increases in rental expense primarily due to lease termination expense, depreciation of building improvements and other office occupancy expense.
Trustmark’s PCL, LHFI for the three months ended December 31, 2022 totaled $6.9 million compared to a negative $4.5 million for the three months ended December 31, 2021, an increase of $11.4 million. The PCL, LHFI for the fourth quarter of 2022 primarily reflected increases in reserves as a result of loan growth, the weakening of the macroeconomic forecasts and the nature and volume of the portfolio, partially offset by reserves released as a result of updates and adjustments to the qualitative factors and a decline in specific reserves for individually analyzed LHFI. The PCL, off-balance sheet credit exposures totaled $5.2 million for the three months ended December 31, 2022 compared to $2.9 million for the three months ended December 31, 2021, an increase of $2.3 million, or 77.4%. The PCL, off-balance sheet credit exposures for the fourth quarter of 2022 primarily reflected changes in the total reserve rate and an increase in unfunded balances. Please see the section captioned “Provision for Credit Losses,” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
For the year ended December 31, 2022, Trustmark reported net income of $71.9 million, or basic and diluted EPS of $1.17, compared to $147.4 million, or basic and diluted EPS of $2.35 and $2.34, respectively, for the year ended December 31, 2021 and $160.0 million, or basic and diluted EPS of $2.52 and $2.51, respectively, for the year ended December 31, 2020. Trustmark’s reported performance for the year ended December 31, 2022, produced a return on average tangible equity of 6.00%, a return on average assets of 0.41% and a dividend payout ratio of 78.63%, compared to a return on average tangible equity of 10.81%, a return on average assets of 0.86% and a dividend payout ratio of 39.15% for the year ended December 31, 2021 and a return on average tangible equity of 12.58%, a return on
31
average assets of 1.05% and a dividend payout ratio of 36.51% for the year ended December 31, 2020. Trustmark’s average equity to average assets ratio was 9.18%, 10.38% and 11.05% for the years ended December 31, 2022, 2021 and 2020, respectively.
Revenue totaled $699.9 million for the year ended December 31, 2022, compared to $640.3 million and $701.1 million for the years ended December 31, 2021 and 2020, respectively, an increase of $59.6 million, or 9.3%, and a decrease of $60.9 million, or 8.7%, respectively. The increase in total revenue for 2022 compared to 2021 was principally due to increases in interest and fees on LHFS and LHFI and interest on securities partially offset by declines in mortgage banking, net and interest and fees on PPP loans as well as an increase in total interest expense.
Net interest income for the year ended December 31, 2022 totaled $494.7 million, an increase of $76.4 million, or 18.3%, when compared to the year ended December 31, 2021, principally due to increases in interest and fees on LHFS and LHFI and interest on securities, partially offset by a decline in interest and fees on PPP loans and an increase in interest expense on deposits. Interest and fees on LHFS and LHFI increased $109.2 million, or 30.0%, and interest on securities increased $20.8 million, or 53.0%, when 2022 is compared to 2021 as a result of increases in average balances and higher interest rates. Interest and fees on PPP loans decreased $36.1 million, or 98.3%, when 2022 is compared to 2021 principally due to the accelerated recognition of the unamortized loan fees on the PPP loans sold during the second quarter of 2021 as well as PPP loans that were forgiven by the Small Business Administration (SBA). Interest expense on deposits increased $12.1 million, or 71.5%, when 2022 is compared to 2021 principally due to increases in interest rates on interest checking and money market deposit accounts as well as declines in average balances and interest rates on certificates of deposits. Interest expense on federal funds purchased and securities sold under repurchase agreements increased $5.9 million when 2022 is compared to 2021, principally due to an increase in upstream federal funds purchased as well as the FRB’s increase in the target range for the federal funds rate. Other interest expense increased $4.9 million, or 70.8%, when 2022 is compared to 2021, principally due to an increase in the amount of short-term FHLB advances obtained from the FHLB of Dallas.
Noninterest income totaled $205.1 million for 2022, a decrease of $16.8 million, or 7.6%, when compared to 2021, principally due to a decrease in mortgage banking, net partially offset by increases in service charges on deposit accounts, insurance commissions and other income, net. Mortgage banking, net decreased $35.4 million, or 55.6%, when 2022 is compared to 2021, principally due to decreases in gain on sales of loans, net and the net hedge ineffectiveness partially offset by a decline in the MSR run-off. Service charges on deposit accounts increased $8.9 million, or 26.8%, when 2022 is compared to 2021, principally due to increases in NSF and overdraft fees on consumer interest checking accounts and commercial DDAs as well as service charges on consumer interest checking accounts. Insurance commissions increased $5.2 million, or 10.7%, when 2022 is compared to 2021 principally due to increases in property and casualty commissions, other commission income and group health commissions. Other income, net increased $3.3 million, or 50.2%, when 2022 is compared to 2021, principally due to increases in cash management service fees and other miscellaneous income as well as a decline in the amortization of tax credit partnerships.
Noninterest expense totaled $603.2 million for 2022, an increase of $113.9 million, or 23.3%, when compared to 2021, principally due to the $100.8 million litigation settlement expense recorded during the fourth quarter of 2022. Excluding the litigation settlement expense, noninterest expense increased $13.2 million, or 2.7%, when 2022 is compared to 2021, principally due to increases in services and fees, salaries and employee benefits and net occupancy-premises, partially offset by a decline in other expense. Services and fees increased $12.1 million, or 13.5%, when 2022 is compared to 2021, primarily due to increases in professional services and fees, business processing outsourcing expenses and software licenses. Salaries and employee benefits expense increased $3.3 million, or 1.2%, when 2022 is compared to 2021 principally due to increases in salaries expense primarily related to general merit increases and the addition of the Georgia LPO associates, commissions expense primarily related to improvements in insurance business volumes, management performance incentives, severance expense and other salaries expense, partially offset by non-routine expenses related to the voluntary early retirement program completed during the third quarter of 2021 and a decline in commission expense related to mortgage production. Trustmark completed a voluntary early retirement program during 2021 and incurred $5.6 million of non-routine salaries and employee benefits expense related to this program. Excluding these non-routine expenses, salaries and employee benefits increased $8.9 million, or 3.2%, when 2022 is compared to 2021. Net occupancy-premises increased $2.2 million, or 8.2%, when 2022 is compared to 2021, principally due to increases in landscaping expense, building rental expense primarily due to lease termination expense and depreciation of building improvements. Other expense decreased $4.5 million, or 7.0%, when 2022 is compared to 2021 principally due to the $5.0 million regulatory settlement expense incurred during the third quarter of 2021 as well as a decline in other real estate expense, net, partially offset by increases FDIC assessment expense, travel and entertainment expenses and loan expenses. Excluding the non-routine regulatory settlement expense, other expense increased $471 thousand, or 0.8%, when 2022 is compared to 2021.
Trustmark’s PCL, LHFI for 2022 totaled $21.7 million compared to a negative $21.5 million for 2021, an increase of $43.2 million. The increase in the PCL, LHFI during 2022 was principally due to the weakening of the macroeconomic forecasts, loan growth and specific reserves for individually analyzed LHFI. The PCL, off-balance sheet credit exposures totaled $1.2 million for 2022 compared to a negative $2.9 million for 2021, an increase of $4.2 million. The increase in the PCL, off-balance sheet credit exposures was
32
principally due to changes in the total reserve rate. Please see the section captioned “Provision for Credit Losses” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
At December 31, 2022, nonperforming assets totaled $68.0 million, an increase of $703 thousand, or 1.0%, compared to December 31, 2021 reflecting an increase in nonaccrual LHFI largely offset by a decline other real estate. Total nonaccrual LHFI were $66.0 million at December 31, 2022, an increase of $3.3 million, or 5.2%, relative to December 31, 2021, principally due to LHFI placed on nonaccrual status partially offset by reductions, pay-offs and charge-offs of nonaccrual LHFI in the Mississippi, Alabama, Texas and Tennessee market regions. The percentage of loans, excluding PPP loans, that are 30 days or more past due and nonaccrual LHFI decreased in 2022 to 1.33% compared to 1.51% in 2021. Other real estate totaled $2.0 million at December 31, 2022, a decline of $2.6 million, or 56.4%, when compared to December 31, 2021, principally due to properties sold in Trustmark’s Mississippi market region partially offset by properties foreclosed in the Mississippi market region.
LHFI totaled $12.204 billion at December 31, 2022, an increase of $1.956 billion, or 19.1%, compared to December 31, 2021. The increase in LHFI during 2022 was primarily due to net growth in all classes of LHFI with the exception of other commercial LHFI. For additional information regarding changes in LHFI and comparative balances by loan category, see the section captioned “LHFI.”
Management has continued its practice of maintaining excess funding capacity to provide Trustmark with adequate liquidity for its ongoing operations. In this regard, Trustmark benefits from its strong deposit base, its highly liquid investment portfolio and its access to funding from a variety of external funding sources such as upstream federal funds lines, FHLB advances and, on a limited basis, brokered deposits. See the section captioned “Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Total deposits were $14.438 billion at December 31, 2022, a decrease of $649.5 million, or 4.3%, compared to December 31, 2021. During 2022, noninterest-bearing deposits decreased $677.3 million, or 14.2%, reflecting declines in all categories of noninterest-bearing deposit accounts. Interest-bearing deposits increased $27.8 million, or 0.3%, during 2022, primarily due to growth in consumer and commercial interest checking accounts, consumer savings accounts and all categories of certificates of deposits, partially offset by declines in all categories of Money Market Deposit Accounts (MMDA) as well as public interest checking accounts.
Federal funds purchased and repurchase agreements totaled $449.3 million at December 31, 2022 compared to $238.6 million at December 31, 2021, an increase of $210.8 million, or 88.3%. Trustmark had $383.0 million of upstream federal funds purchased at December 31, 2022, compared to none at December 31, 2021. Other borrowings totaled $1.051 billion at December 31, 2022, an increase of $959.9 million when compared with $91.0 million at December 31, 2021, primarily due to an increase in outstanding short-term FHLB advances with the FHLB of Dallas. The increases in the upstream federal funds purchased and FHLB advances during 2022 were the result of changes in funding needs to support the strong loan growth.
Critical Accounting Policies and Accounting Estimates
Trustmark’s consolidated financial statements are prepared in accordance with GAAP and follow general practices within the financial services industry. Application of these accounting principles requires Management to make estimates, assumptions and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates, assumptions and judgments are based on historical experience, current information and other factors deemed relevant as of the date of the consolidated financial statements; accordingly, as this information changes, actual financial results could differ from those estimates.
Certain policies inherently have a greater reliance on the use of estimates, assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. An accounting estimate is considered critical if the accounting estimate requires Management to make assumptions about matters with a significant level of uncertainty and if the accounting estimate, or changes to the accounting estimate that are reasonably likely to occur from period to period, have had or are reasonable likely to have a material impact to the consolidated financial statements.
For additional information regarding the accounting policies discussed below, please see Note 1 – Significant Accounting Policies set forth in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Allowance for Credit Losses (ACL)
LHFI
33
The ACL for LHFI is a valuation account, calculated in accordance with FASB ASC Topic 326, that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. The ACL for LHFI represents Management’s best estimate of current expected credit losses on Trustmark’s existing LHFI portfolio considering available information, from internal and external sources, relevant to assessing exposure to credit loss over the contractual term of the instrument. The ACL for LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The credit loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL is complex and requires judgement by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL is dependent upon a variety of factors beyond its controls, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL, LHFI in those future periods. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for the LHFI portfolio, please see Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which are not unconditionally cancellable. The ACL on off-balance sheet credit exposures is a liability account calculated in accordance with FASB ASC Topic 326 and presented in the accompanying consolidated balance sheets. Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures.
Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. In addition to the unfunded balances, Trustmark uses a funding rate for loan pools that are considered open-ended. In order to mitigate volatility and incorporate historical experience in the funding rate, Trustmark uses a twelve-quarter moving average. For the closed-ended loan pools, Trustmark takes a conservative approach and uses a 100% funding rate. The expected funding rate is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. In addition to the funding rate being applied to the unfunded commitment balance, a reserve rate is applied that is loan pool specific and is applied to the unfunded amount to ensure loss factors, both quantitative and qualitative, are being considered on the unfunded portion of the loan pool, consistent with the methodology applied to the funded loan pools.
Evaluations of the unfunded commitments are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL is complex and requires judgement by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL is dependent upon a variety of factors beyond its control, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of off-balance sheet credit exposures, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL, off-balance sheet credit exposures in those future periods. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for the off-balance sheet credit exposures, please see the section captioned “Lending Related” in Note 16 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Mortgage Servicing Rights (MSR)
Trustmark recognizes as assets the rights to service mortgage loans based on the estimated fair value of the MSR when loans are sold and the associated servicing rights are retained. Trustmark has elected to account for the MSR at fair value.
34
The fair value of the MSR is determined using a valuation model administered by a third party that calculates the present value of estimated future net servicing income. The model incorporates assumptions that market participants use in estimating future net servicing income, including estimates of prepayment speeds, discount rate, escrow account earnings and contractual servicing fee income and costs. Management reviews all significant assumptions at least quarterly. Mortgage loan prepayment speeds, a key assumption in the model, is the annual rate at which borrowers are forecasted to repay their mortgage loan principal. The discount rate used to determine the present value of estimated future net servicing income, another key assumption in the model, is an estimate of the required rate of return investors in the market would require for an asset with similar risk. Both assumptions can, and generally will, change as market conditions and interest rates change.
By way of example, an increase in either the prepayment speed or discount rate assumption will result in a decrease in the fair value of the MSR, while a decrease in either assumption will result in an increase in the fair value of the MSR. In recent years, there have been significant market-driven fluctuations in loan prepayment speeds and discount rates. These fluctuations can be rapid and may continue to be significant. Therefore, estimating prepayment speed and/or discount rates within ranges that market participants would use in determining the fair value of the MSR requires significant management judgment.
At December 31, 2022, the MSR fair value was $129.7 million. The impact on the MSR fair value of either a 10% adverse change in prepayment speeds or a 100 basis point increase in discount rates at December 31, 2022, would be a decline in fair value of approximately $4.5 million and $5.4 million, respectively. Changes of equal magnitude in the opposite direction would produce similar increases in fair value in the respective amounts. See the section captioned “MSR” in Note 6 – Mortgage Banking included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for additional information regarding the valuation of the MSR.
Recent Legislative and Regulatory Developments
For information regarding legislation and regulation applicable to Trustmark, see the section captioned “Supervision and Regulation” included in Part I. Item 1. – Business of this report.
Non-GAAP Financial Measures
In addition to capital ratios defined by GAAP and banking regulators, Trustmark utilizes various tangible common equity measures when evaluating capital utilization and adequacy. Tangible common equity, as defined by Trustmark, represents common equity less goodwill and identifiable intangible assets. Trustmark’s Common Equity Tier 1 capital includes common stock, capital surplus and retained earnings, and is reduced by goodwill and other intangible assets, net of associated net deferred tax liabilities as well as disallowed deferred tax assets and threshold deductions as applicable.
Trustmark believes these measures are important because they reflect the level of capital available to withstand unexpected market conditions. Additionally, presentation of these measures allows readers to compare certain aspects of Trustmark’s capitalization to other organizations. These ratios differ from capital measures defined by banking regulators principally in that the numerator excludes shareholders’ equity associated with preferred securities, the nature and extent of which varies across organizations. In Management’s experience, many stock analysts use tangible common equity measures in conjunction with more traditional bank capital ratios to compare capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, typically stemming from the use of the purchase accounting method in accounting for mergers and acquisitions.
These calculations are intended to complement the capital ratios defined by GAAP and banking regulators. Because GAAP does not include these capital ratio measures, Trustmark believes there are no comparable GAAP financial measures to these tangible common equity ratios. Despite the importance of these measures to Trustmark, there are no standardized definitions for them and, as a result, Trustmark’s calculations may not be comparable with other organizations. Also, there may be limits in the usefulness of these measures to investors. As a result, Trustmark encourages readers to consider its audited consolidated financial statements and the notes related thereto in their entirety and not to rely on any single financial measure.
35
The following table reconciles Trustmark’s calculation of these measures to amounts reported under GAAP for the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| TANGIBLE EQUITY | 2022 | 2021 | 2020 | ||||||||||
| AVERAGE BALANCES | |||||||||||||
| Total shareholders' equity | $ | 1,604,854 | $ | 1,770,151 | $ | 1,681,587 | |||||||
| Less: Goodwill | (384,237 | ) | (384,463 | ) | (383,582 | ) | |||||||
| Identifiable intangible assets | (4,312 | ) | (6,205 | ) | (8,060 | ) | |||||||
| Total average tangible equity | $ | 1,216,305 | $ | 1,379,483 | $ | 1,289,945 | |||||||
| PERIOD END BALANCES | |||||||||||||
| Total shareholders' equity | $ | 1,492,268 | $ | 1,741,311 | $ | 1,741,117 | |||||||
| Less: Goodwill | (384,237 | ) | (384,237 | ) | (385,270 | ) | |||||||
| Identifiable intangible assets | (3,640 | ) | (5,074 | ) | (7,390 | ) | |||||||
| Total tangible equity | (a) | $ | 1,104,391 | $ | 1,352,000 | $ | 1,348,457 | ||||||
| TANGIBLE ASSETS | |||||||||||||
| Total assets | $ | 18,015,478 | $ | 17,595,636 | $ | 16,551,840 | |||||||
| Less: Goodwill | (384,237 | ) | (384,237 | ) | (385,270 | ) | |||||||
| Identifiable intangible assets | (3,640 | ) | (5,074 | ) | (7,390 | ) | |||||||
| Total tangible assets | (b) | $ | 17,627,601 | $ | 17,206,325 | $ | 16,159,180 | ||||||
| Risk-weighted assets | (c) | $ | 14,521,078 | $ | 12,623,630 | $ | 12,017,378 | ||||||
| NET INCOME ADJUSTED FOR INTANGIBLE AMORTIZATION | |||||||||||||
| Net income | $ | 71,887 | $ | 147,365 | $ | 160,025 | |||||||
| Plus: Intangible amortization net of tax | 1,076 | 1,738 | 2,289 | ||||||||||
| Net income adjusted for intangible amortization | $ | 72,963 | $ | 149,103 | $ | 162,314 | |||||||
| Period end common shares outstanding | (d) | 60,977,686 | 61,648,679 | 63,424,526 | |||||||||
| TANGIBLE EQUITY MEASUREMENTS | |||||||||||||
| Return on average tangible equity (1) | 6.00 | % | 10.81 | % | 12.58 | % | |||||||
| Tangible equity/tangible assets | (a)/(b) | 6.27 | % | 7.86 | % | 8.34 | % | ||||||
| Tangible equity/risk-weighted assets | (a)/(c) | 7.61 | % | 10.71 | % | 11.22 | % | ||||||
| Tangible book value | (a)/(d)*1,000 | $ | 18.11 | $ | 21.93 | $ | 21.26 | ||||||
| COMMON EQUITY TIER 1 CAPITAL (CET1) - BASEL III | |||||||||||||
| Total shareholders' equity | $ | 1,492,268 | $ | 1,741,311 | $ | 1,741,117 | |||||||
| CECL transition adjustment (2) | 19,500 | 26,000 | 31,199 | ||||||||||
| AOCI-related adjustments | 275,403 | 32,560 | 1,051 | ||||||||||
| CET1 adjustments and deductions: | |||||||||||||
| Goodwill net of associated deferred tax liabilities (DTLs) | (370,241 | ) | (370,252 | ) | (371,333 | ) | |||||||
| Other adjustments and deductions for CET1 (3) | (3,258 | ) | (4,392 | ) | (6,190 | ) | |||||||
| CET1 capital | (e) | 1,413,672 | 1,425,227 | 1,395,844 | |||||||||
| Additional tier 1 capital instruments plus related surplus | 60,000 | 60,000 | 60,000 | ||||||||||
| Tier 1 capital | $ | 1,473,672 | $ | 1,485,227 | $ | 1,455,844 | |||||||
| Common equity tier 1 risk-based capital ratio | (e)/(c) | 9.74 | % | 11.29 | % | 11.62 | % |
(1)
Calculated using net income adjusted for intangible amortization divided by total average tangible equity.
(2)
Trustmark elected the five-year phase-in transition period related to adopting FASB ASU 2016-13 for regulatory capital purposes.
(3)
Includes other intangible assets, net of DTLs, disallowed deferred tax assets and threshold deductions, as applicable.
Significant Non-routine Transactions
Trustmark discloses certain non-GAAP financial measures, including net income adjusted for significant non-routine transactions, because Management uses these measures for business planning purposes, including to manage Trustmark’s business against internal projected results of operations and to measure Trustmark’s performance. Trustmark views net income adjusted for significant non-routine transactions as a measure of its core operating business, which excludes the impact of the items detailed below, as these items are generally not operational in nature. This non-GAAP measure also provides another basis for comparing period-to-period results as presented in the accompanying selected financial data table and the audited consolidated financial statements by excluding potential differences caused by non-operational and unusual or non-recurring items. Readers are cautioned that these adjustments are not permitted under GAAP. Trustmark encourages readers to consider its audited consolidated financial statements and the notes related thereto, included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, in their entirety, and not to rely on any single financial measure.
36
The following table presents adjustments to net income and select financial ratios as reported in accordance with GAAP resulting from significant non-routine items occurring during the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||||||||||||||
| Amount | Diluted EPS | Amount | Diluted EPS | Amount | Diluted EPS | |||||||||||||||||||
| Net Income (GAAP) | $ | 71,887 | $ | 1.17 | $ | 147,365 | $ | 2.34 | $ | 160,025 | $ | 2.51 | ||||||||||||
| Significant non-routine transactions: | ||||||||||||||||||||||||
| Litigation settlement expense | 75,563 | 1.23 | — | — | — | — | ||||||||||||||||||
| Voluntary early retirement program | — | — | 4,275 | 0.07 | 3,281 | 0.05 | ||||||||||||||||||
| Regulatory settlement charge (not tax deductible) | — | — | 5,000 | 0.08 | — | — | ||||||||||||||||||
| Net Income adjusted for significant non-routine transactions (Non-GAAP) | $ | 147,450 | $ | 2.40 | $ | 156,640 | $ | 2.49 | $ | 163,306 | $ | 2.56 | ||||||||||||
| Reported (GAAP) | Adjusted (Non-GAAP) | Reported (GAAP) | Adjusted (Non-GAAP) | Reported (GAAP) | Adjusted (Non-GAAP) | |||||||||||||||||||
| Return on average equity | 4.48 | % | 9.13 | % | 8.32 | % | 8.83 | % | 9.52 | % | 9.69 | % | ||||||||||||
| Return on average tangible equity | 6.00 | % | 12.12 | % | 10.81 | % | 11.45 | % | 12.58 | % | 12.81 | % | ||||||||||||
| Return on average assets | 0.41 | % | 0.84 | % | 0.86 | % | 0.92 | % | 1.05 | % | 1.07 | % |
Litigation Settlement Expense
On January 13, 2023, TNB entered into a settlement agreement relating to the litigation involving the Stanford Financial Group. Information regarding this settlement and related litigation is set forth under the heading “Legal Proceedings” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report. As a result of this settlement, Trustmark recognized a one-time charge of $100.0 million of litigation settlement expense as well as an additional $750 thousand of legal fees during the fourth quarter of 2022.
Voluntary Early Retirement Program
During the third quarter of 2021, Trustmark completed a voluntary early retirement program and incurred one-time charges of $5.7 million ($5.6 million of non-routine salaries and employee benefits expense and $89 thousand of non-routine other miscellaneous expense) related to this program.
During the first quarter of 2020, Trustmark completed a voluntary early retirement program and incurred one-time charges of $4.4 million ($4.3 million of non-routine salaries and employee benefits expense and $102 thousand of non-routine other miscellaneous expense) related to this program.
Regulatory Settlement Charge
During the third quarter of 2021, Trustmark finalized a settlement with regulatory authorities to resolve fair lending allegations in the Memphis metropolitan statistical area (MSA). Trustmark incurred a one-time settlement expense of $5.0 million and made other commitments to enhance credit opportunities to residents in majority-Black and Hispanic neighborhoods in the Memphis MSA.
Results of Operations
Net Interest Income
Net interest income is the principal component of Trustmark’s income stream and represents the difference, or spread, between interest and fee income generated from earning assets and the interest expense paid on deposits and borrowed funds. Fluctuations in interest rates, as well as volume and mix changes in earning assets and interest-bearing liabilities, can materially impact net interest income. The net interest margin is computed by dividing fully taxable equivalent (FTE) net interest income by average interest-earning assets and measures how effectively Trustmark utilizes its interest-earning assets in relationship to the interest cost of funding them. The accompanying Yield/Rate Analysis Table shows the average balances for all assets and liabilities of Trustmark and the interest income or expense associated with earning assets and interest-bearing liabilities. The yields and rates have been computed based upon interest income and expense adjusted to a FTE basis using the federal statutory corporate tax rate in effect for each of the periods shown. Loans on nonaccrual have been included in the average loan balances, and interest collected prior to these loans having been placed on
37
nonaccrual has been included in interest income. Loan fees included in interest associated with the average LHFS and LHFI balances are immaterial.
Net interest income-FTE for the year ended December 31, 2022 increased $77.0 million, or 17.9%, when compared with the year ended December 31, 2021. The increase in net interest income-FTE when 2022 is compared to 2021 was principally due to increases in interest and fees on LHFS and LHFI-FTE and interest on securities-taxable, partially offset by a decline in interest and fees on PPP loans and an increase in total interest expense. The net interest margin-FTE for 2022 increased 41 basis points to 3.17% when compared to 2021. The net interest margin-FTE excluding PPP loans and the balance held at the Federal Reserve Bank of Atlanta (FRBA), which equals the reported net interest income-FTE excluding interest and fees on PPP loans and interest on the FRBA balance, as a percentage of average earning assets excluding average PPP loans and the average FRBA balance, was 3.30% for 2022, an increase of 39 basis points when compared to 2.91% for 2021. The increase in the net interest margin-FTE excluding PPP loans and the balance held at the FRBA for 2022 was principally due to increases in the yields on the LHFS and LHFI and securities portfolios, partially offset by higher costs of interest-bearing liabilities reflecting the higher interest rate environment.
At December 31, 2022, Trustmark had no PPP loans outstanding compared to $33.3 million, net of deferred fees and costs of $500 thousand, at December 31, 2021. Processing fees earned by TNB as the originating lender were amortized over the life of the loans. Payments on PPP loans were deferred until the date the SBA remitted the borrower’s loan forgiveness amount to the lender (or, if the borrower did not apply for loan forgiveness, ten months after the end of the borrower’s loan forgiveness covered period). PPP loans totaling $33.5 million were forgiven by the SBA during 2022. During the second quarter of 2021, Trustmark sold $354.2 million of its outstanding PPP loans, resulting in accelerated recognition of $18.6 million of unamortized PPP loan origination fees, net of cost, which was included in net interest income-FTE for 2021. In addition, PPP loans totaling $605.5 million were forgiven by the SBA during 2021. Average PPP loans for 2022 totaled $14.9 million, a decrease of $335.8 million, or 95.8%, when compared to 2021. Interest and fees on PPP loans decreased $36.1 million, or 98.3%, when 2022 is compared to 2021. The yield on PPP loans decreased to 4.30% for 2022 compared to 10.47% for 2021.
The average FRBA balance, included in other earning assets, for 2022 totaled $846.9 million, a decrease of $929.6 million, or 52.3%, when compared to 2021. Interest earned on the FRBA balance increased $4.6 million when 2022 is compared to 2021. The yield on the FRBA balance was 0.82% and 0.13% for 2022 and 2021, respectively, an increase of 69 basis points reflecting the FRBA's increase in the interest rate that it pays on reserves during 2022.
Average interest-earning assets for 2022 were $16.014 billion compared to $15.569 billion for 2021, an increase of $445.1 million, or 2.9%. The increase in average earning assets during 2022 was primarily due to increases in average securities of $838.5 million, or 27.8%, and average loans (LHFS and LHFI) of $858.4 million, or 8.3%, which were partially offset by decreases in average other earning assets of $917.7 million, or 50.3%, and average PPP loans of $335.8 million, or 95.8%. The increase in average securities when 2022 is compared to 2021 was principally due to purchases of securities partially offset by calls, maturities and pay-downs of the underlying loans of government-sponsored enterprise (GSE) guaranteed securities. The increase in average loans (LHFS and LHFI) was primarily attributable to an increase in the average balance of the LHFI portfolio of $1.058 billion, or 10.6%, partially offset by a decrease in the average balance of the LHFS portfolio of $163.0 million, or 45.7%, when balances at December 31, 2022 are compared to balances at December 31, 2021. See the sections captioned "LHFS" and "LHFI" for additional information regarding changes in the LHFS and LHFI portfolios. The decrease in average other earning assets when 2022 is compared to 2021 was primarily due to a decrease in reserves held at the FRBA. The decrease in average PPP loans when 2022 is compared to 2021 was principally due to the loans forgiven by the SBA.
Interest income-FTE totaled $554.2 million for 2022, an increase of $100.0 million, or 22.0%, while the yield on total earning assets increased 54 basis points to 3.46% when compared to 2021. The increase in interest income-FTE in 2022 primarily reflects increases in interest and fees on LHFS and LHFI-FTE, interest on securities-taxable and other interest income, partially offset by the decrease in interest and fees on PPP loans. During 2022, interest and fees on LHFS and LHFI-FTE increased $109.9 million, or 29.3%, when compared to 2021, while the yield on loans (LHFS and LHFI) increased 70 basis points to 4.32% as a result of the increase in the average balance of the LHFI portfolio as well as higher interest rates. During 2022, interest on securities-taxable increased $21.0 million, or 54.3%, while the yield on securities-taxable increased 26 basis points to 1.55% when compared to 2021, primarily due to securities purchased during 2022 as well as higher interest rates. During 2022, other interest income increased $5.3 million when compared to 2021, while the yield on other earning assets increased 74 basis points to 0.89%, principally due to FRBA's increase in the interest rate paid on reserves during 2022. See the discussion above regarding changes in interest income and yields on PPP loans and balances held at the FRBA.
38
Average interest-bearing liabilities for 2022 totaled $10.987 billion compared to $10.490 billion for 2021, an increase of $497.0 million, or 4.7%. The increase in average interest-bearing liabilities was primarily the result of increases in average interest-bearing deposits and average federal funds purchased and securities sold under repurchase agreements. Average interest-bearing deposits for 2022 increased $313.1 million, or 3.1%, when compared to 2021, reflecting growth in average interest-bearing demand deposits partially offset by declines in average savings and time deposits. Average federal funds purchased and securities sold under repurchase agreements increased $110.5 million, or 64.0%, when 2022 is compared to 2021, principally due to an increase in upstream federal funds purchased to fund loan growth.
Interest expense for 2022 totaled $47.1 million, an increase of $23.0 million, or 95.1%, when compared with 2021, while the rate on total interest-bearing liabilities increased 20 basis points to 0.43%. The increase in total interest expense for 2022 reflected increases in interest on deposits, interest on federal funds purchased and securities sold under repurchase agreements and other interest expense. Interest on deposits increased $12.1 million, or 71.5%, while the rate on interest-bearing deposits increased 11 basis points to 0.28% when 2022 is compared to 2021, primarily due to increases in interest on all categories of interest checking accounts and MMDAs, reflecting rising interest rates, partially offset by a decline in interest on time deposits, reflecting declines average balances. Interest expense on federal funds purchased and securities sold under repurchase agreements increased $5.9 million, while the rate on federal funds purchased and securities sold under repurchase agreements increased to 2.16% compared to 0.13%, when 2022 is compared to 2021, principally due to an increase in upstream federal funds purchased as well as the FRB’s increase in the target range for the federal funds rate. Other interest expense increased $4.9 million, or 70.8%, while the rate on other borrowings increased 86 basis points to 3.11%, when 2022 is compared to 2021, principally due to an increase in the amount of short-term FHLB advances obtained from the FHLB of Dallas.
39
The following table provides the tax equivalent basis yield or rate for each component of the tax equivalent net interest margin for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||||||||||||||||||||||||||
| Average | Yield/ | Average | Yield/ | Average | Yield/ | |||||||||||||||||||||||||||||||
| Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | ||||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||||||
| Interest-earning assets: | ||||||||||||||||||||||||||||||||||||
| Federal funds sold and securities purchased under reverse repurchase agreements | $ | 1,753 | $ | 74 | 4.22 | % | $ | 79 | $ | — | — | $ | 221 | $ | 1 | 0.45 | % | |||||||||||||||||||
| Securities available for sale: | ||||||||||||||||||||||||||||||||||||
| Taxable | 2,932,054 | 38,799 | 1.32 | % | 2,573,533 | 30,453 | 1.18 | % | 1,776,555 | 35,375 | 1.99 | % | ||||||||||||||||||||||||
| Nontaxable | 4,997 | 195 | 3.90 | % | 5,166 | 199 | 3.85 | % | 10,737 | 384 | 3.58 | % | ||||||||||||||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||||||||||||||
| Taxable | 911,010 | 20,918 | 2.30 | % | 423,763 | 8,245 | 1.95 | % | 626,983 | 12,875 | 2.05 | % | ||||||||||||||||||||||||
| Nontaxable | 5,623 | 227 | 4.04 | % | 12,765 | 495 | 3.88 | % | 25,366 | 982 | 3.87 | % | ||||||||||||||||||||||||
| PPP loans | 14,868 | 639 | 4.30 | % | 350,668 | 36,726 | 10.47 | % | 646,680 | 26,643 | 4.12 | % | ||||||||||||||||||||||||
| Loans (LHFS and LHFI) | 11,236,388 | 485,246 | 4.32 | % | 10,377,941 | 375,330 | 3.62 | % | 9,996,192 | 402,539 | 4.03 | % | ||||||||||||||||||||||||
| Other earning assets | 907,414 | 8,080 | 0.89 | % | 1,825,134 | 2,767 | 0.15 | % | 657,096 | 1,559 | 0.24 | % | ||||||||||||||||||||||||
| Total interest-earning assets | 16,014,107 | 554,178 | 3.46 | % | 15,569,049 | 454,215 | 2.92 | % | 13,739,830 | 480,358 | 3.50 | % | ||||||||||||||||||||||||
| Other assets | 1,567,921 | 1,599,114 | 1,592,393 | |||||||||||||||||||||||||||||||||
| Allowance for loan losses | (104,138 | ) | (110,170 | ) | (108,567 | ) | ||||||||||||||||||||||||||||||
| Total Assets | $ | 17,477,890 | $ | 17,057,993 | $ | 15,223,656 | ||||||||||||||||||||||||||||||
| Liabilities and Shareholders' Equity | ||||||||||||||||||||||||||||||||||||
| Interest-bearing liabilities: | ||||||||||||||||||||||||||||||||||||
| Interest-bearing demand deposits | $ | 4,585,955 | 16,409 | 0.36 | % | $ | 4,096,746 | 4,906 | 0.12 | % | $ | 3,584,249 | 9,985 | 0.28 | % | |||||||||||||||||||||
| Savings deposits | 4,579,742 | 9,654 | 0.21 | % | 4,622,167 | 7,912 | 0.17 | % | 4,149,860 | 13,481 | 0.32 | % | ||||||||||||||||||||||||
| Time deposits | 1,153,983 | 3,006 | 0.26 | % | 1,287,663 | 4,127 | 0.32 | % | 1,534,673 | 14,021 | 0.91 | % | ||||||||||||||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 283,328 | 6,127 | 2.16 | % | 172,782 | 232 | 0.13 | % | 151,805 | 755 | 0.50 | % | ||||||||||||||||||||||||
| Other borrowings | 198,672 | 4,963 | 2.50 | % | 125,554 | 1,037 | 0.83 | % | 133,602 | 1,389 | 1.04 | % | ||||||||||||||||||||||||
| Subordinated notes | 123,144 | 4,751 | 3.86 | % | 122,933 | 4,752 | 3.87 | % | 10,766 | 474 | 4.40 | % | ||||||||||||||||||||||||
| Junior subordinated debt securities | 61,856 | 2,215 | 3.58 | % | 61,856 | 1,194 | 1.93 | % | 61,856 | 1,693 | 2.74 | % | ||||||||||||||||||||||||
| Total interest-bearing liabilities | 10,986,680 | 47,125 | 0.43 | % | 10,489,701 | 24,160 | 0.23 | % | 9,626,811 | 41,798 | 0.43 | % | ||||||||||||||||||||||||
| Noninterest-bearing demand deposits | 4,452,046 | 4,531,642 | 3,646,860 | |||||||||||||||||||||||||||||||||
| Other liabilities | 434,310 | 266,499 | 268,398 | |||||||||||||||||||||||||||||||||
| Shareholders' equity | 1,604,854 | 1,770,151 | 1,681,587 | |||||||||||||||||||||||||||||||||
| Total Liabilities and Shareholders' Equity | $ | 17,477,890 | $ | 17,057,993 | $ | 15,223,656 | ||||||||||||||||||||||||||||||
| Net Interest Margin | 507,053 | 3.17 | % | 430,055 | 2.76 | % | 438,560 | 3.19 | % | |||||||||||||||||||||||||||
| Less tax equivalent adjustments: | ||||||||||||||||||||||||||||||||||||
| Investments | 89 | 146 | 287 | |||||||||||||||||||||||||||||||||
| Loans | 12,256 | 11,558 | 11,736 | |||||||||||||||||||||||||||||||||
| Net Interest Margin per Consolidated Statements of Income | $ | 494,708 | $ | 418,351 | $ | 426,537 |
40
The table below shows the change from year to year for each component of the tax equivalent net interest margin in the amount generated by volume changes and the amount generated by changes in the yield or rate (tax equivalent basis) for the periods presented ($ in thousands):
| 2022 Compared to 2021 | 2021 Compared to 2020 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Increase (Decrease) Due To: | Increase (Decrease) Due To: | |||||||||||||||||||||||
| Yield/ | Yield/ | |||||||||||||||||||||||
| Volume | Rate | Net | Volume | Rate | Net | |||||||||||||||||||
| Interest earned on: | ||||||||||||||||||||||||
| Federal funds sold and securities purchased under reverse repurchase agreements | $ | — | $ | 74 | $ | 74 | $ | (1 | ) | $ | — | $ | (1 | ) | ||||||||||
| Securities available for sale: | ||||||||||||||||||||||||
| Taxable | 4,508 | 3,838 | 8,346 | 12,509 | (17,431 | ) | (4,922 | ) | ||||||||||||||||
| Nontaxable | (7 | ) | 3 | (4 | ) | (212 | ) | 27 | (185 | ) | ||||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||
| Taxable | 10,962 | 1,711 | 12,673 | (4,024 | ) | (606 | ) | (4,630 | ) | |||||||||||||||
| Nontaxable | (287 | ) | 19 | (268 | ) | (490 | ) | 3 | (487 | ) | ||||||||||||||
| PPP loans | (22,339 | ) | (13,748 | ) | (36,087 | ) | (16,498 | ) | 26,581 | 10,083 | ||||||||||||||
| Loans, net of unearned income (LHFS and LHFI) | 32,932 | 76,984 | 109,916 | 14,945 | (42,154 | ) | (27,209 | ) | ||||||||||||||||
| Other earning assets | (2,008 | ) | 7,321 | 5,313 | 1,974 | (766 | ) | 1,208 | ||||||||||||||||
| Total interest-earning assets | 23,761 | 76,202 | 99,963 | 8,203 | (34,346 | ) | (26,143 | ) | ||||||||||||||||
| Interest paid on: | ||||||||||||||||||||||||
| Interest-bearing demand deposits | 648 | 10,855 | 11,503 | 1,279 | (6,358 | ) | (5,079 | ) | ||||||||||||||||
| Savings deposits | (73 | ) | 1,815 | 1,742 | 1,344 | (6,913 | ) | (5,569 | ) | |||||||||||||||
| Time deposits | (399 | ) | (722 | ) | (1,121 | ) | (1,968 | ) | (7,926 | ) | (9,894 | ) | ||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 233 | 5,662 | 5,895 | 95 | (618 | ) | (523 | ) | ||||||||||||||||
| Other borrowings | 881 | 3,045 | 3,926 | (81 | ) | (271 | ) | (352 | ) | |||||||||||||||
| Subordinated notes | 9 | (10 | ) | (1 | ) | 4,342 | (64 | ) | 4,278 | |||||||||||||||
| Junior subordinated debt securities | — | 1,021 | 1,021 | — | (499 | ) | (499 | ) | ||||||||||||||||
| Total interest-bearing liabilities | 1,299 | 21,666 | 22,965 | 5,011 | (22,649 | ) | (17,638 | ) | ||||||||||||||||
| Change in net interest income on a tax equivalent basis | $ | 22,462 | $ | 54,536 | $ | 76,998 | $ | 3,192 | $ | (11,697 | ) | $ | (8,505 | ) |
The change in interest due to both volume and yield or rate has been allocated to change due to volume and change due to yield or rate in proportion to the absolute value of the change in each. Tax-exempt income has been adjusted to a tax equivalent basis using the federal statutory corporate tax rate in effect for each of the three years presented. The balances of nonaccrual loans and related income recognized have been included for purposes of these computations.
Provision for Credit Losses
The PCL, LHFI is the amount necessary to maintain the ACL for LHFI at the amount of expected credit losses inherent within the LHFI portfolio. The amount of PCL and the related ACL for LHFI are based on Trustmark’s ACL methodology. The PCL, LHFI totaled $21.7 million for 2022, compared to a negative PCL, LHFI of $21.5 million for 2021 and a PCL, LHFI of $36.1 million for 2020. The PCL, LHFI for 2022 was primarily driven by loan growth, specific reserves on individually analyzed loans, weakening of the macroeconomic forecasts and the nature and volume of the portfolio, partially offset by reserves released as a result of updates and adjustments to the qualitative factors.
FASB ASC Topic 326 requires Trustmark to estimate expected credit losses for off-balance sheet credit exposures which are not unconditionally cancellable by Trustmark. Trustmark maintains a separate ACL for off-balance sheet credit exposures, including unfunded commitments and letters of credit. Adjustments to the ACL on off-balance sheet credit exposures are recorded to the PCL, off-balance sheet credit exposures. The PCL, off-balance sheet credit exposures totaled $1.2 million for 2022 compared to a negative $2.9 million for 2021, and $8.9 million for 2020. The PCL, off-balance sheet credit exposures for 2022 primarily reflected an increase in unfunded balances.
See the section captioned “Allowance for Credit Losses” for information regarding Trustmark’s ACL methodology as well as further analysis of the PCL.
41
Noninterest Income
Noninterest income represented 29.3%, 34.7% and 39.2% of total revenue, before securities gains (losses), net in 2022, 2021 and 2020, respectively. The following table provides the comparative components of noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Service charges on deposit accounts | $ | 42,157 | 26.8 | % | $ | 33,246 | 3.0 | % | $ | 32,289 | -24.2 | % | ||||||||||||
| Bank card and other fees | 36,105 | 4.2 | % | 34,662 | 11.7 | % | 31,022 | -2.2 | % | |||||||||||||||
| Mortgage banking, net | 28,306 | -55.6 | % | 63,750 | -49.3 | % | 125,822 | n/m | ||||||||||||||||
| Insurance commissions | 53,721 | 10.7 | % | 48,511 | 7.4 | % | 45,176 | 6.6 | % | |||||||||||||||
| Wealth management | 35,013 | -0.5 | % | 35,190 | 11.3 | % | 31,625 | 3.1 | % | |||||||||||||||
| Other, net | 9,842 | 50.2 | % | 6,551 | -24.3 | % | 8,659 | -11.7 | % | |||||||||||||||
| Total Noninterest Income | $ | 205,144 | -7.6 | % | $ | 221,910 | -19.2 | % | $ | 274,593 | 46.8 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
Changes in various components of noninterest income for the year ended December 31, 2022 are discussed in further detail below. For analysis of Trustmark’s insurance commissions and wealth management income, please see the section captioned “Results of Segment Operations.”
Service Charges on Deposit Accounts
The increase in service charges on deposit accounts when 2022 is compared to 2021 was principally due to increases in NSF and overdraft fees on consumer interest checking accounts and commercial DDAs as well as service charges on consumer interest checking accounts.
Mortgage Banking, Net
The following table illustrates the components of mortgage banking, net included in noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Mortgage servicing income, net | $ | 26,291 | 3.2 | % | $ | 25,476 | 7.6 | % | $ | 23,681 | 3.5 | % | ||||||||||||
| Change in fair value-MSR from runoff | (14,034 | ) | -30.4 | % | (20,160 | ) | 21.5 | % | (16,588 | ) | 40.2 | % | ||||||||||||
| Gain on sales of loans, net | 20,178 | -64.0 | % | 55,976 | -49.5 | % | 110,903 | n/m | ||||||||||||||||
| Mortgage banking income before net hedge ineffectiveness | 32,435 | -47.1 | % | 61,292 | -48.1 | % | 117,996 | n/m | ||||||||||||||||
| Change in fair value-MSR from market changes | 38,181 | n/m | 13,258 | n/m | (26,147 | ) | 24.0 | % | ||||||||||||||||
| Change in fair value of derivatives | (42,310 | ) | n/m | (10,800 | ) | n/m | 33,973 | n/m | ||||||||||||||||
| Net hedge ineffectiveness | (4,129 | ) | n/m | 2,458 | -68.6 | % | 7,826 | n/m | ||||||||||||||||
| Mortgage banking, net | $ | 28,306 | -55.6 | % | $ | 63,750 | -49.3 | % | $ | 125,822 | n/m |
n/m - percentage changes greater than +/- 100% are not considered meaningful
The decrease in mortgage banking, net when 2022 is compared to 2021 was principally due to decreases in gain on sales of loans, net and the net hedge ineffectiveness partially offset by a decline in the MSR run-off. Mortgage loan production totaled $2.125 billion for 2022, a decrease of $678.1 million, or 24.2%, when compared to 2021. Mortgage loan production totaled $2.803 billion for 2021, a decrease of $181.7 million, or 6.1%, when compared to 2020. Loans serviced for others totaled $8.116 billion at December 31, 2022, compared with $7.953 billion at December 31, 2021, and $7.657 billion at December 31, 2020.
Representing a significant component of mortgage banking income is gain on sales of loans, net. The decrease in the gain on sales of loans, net when 2022 is compared to 2021 was primarily the result of decreases in the volume of loans sold as well as lower profit margins in secondary marketing activities partially offset by an increase in the mortgage valuation adjustment. Loan sales decreased $1.043 billion, or 45.6%, during 2022 to total $1.243 billion compared to a decrease of $246.0 million, or 9.7%, during 2021 to total $2.286 billion. The decrease in loan sales during 2022 was principally due to a decline in mortgage lending activity as result of rising interest rates. The decrease in loan sales during 2021 was principally due to a decline in mortgage lending activity as refinance activity slowed following the record setting levels of 2020.
42
Other Income, Net
The following table illustrates the components of other income, net included in noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Partnership amortization for tax credit purposes | $ | (6,211 | ) | -22.5 | % | $ | (8,011 | ) | 40.5 | % | $ | (5,700 | ) | -25.4 | % | |||||||||
| Increase in life insurance cash surrender value | 6,673 | 0.6 | % | 6,630 | -3.6 | % | 6,881 | -4.5 | % | |||||||||||||||
| Other miscellaneous income | 9,380 | 18.3 | % | 7,932 | 6.1 | % | 7,478 | -27.1 | % | |||||||||||||||
| Total other, net | $ | 9,842 | 50.2 | % | $ | 6,551 | -24.3 | % | $ | 8,659 | -11.7 | % |
The increase in other income, net when 2022 is compared to 2021 was primarily due to an increase in other miscellaneous income as well as a decline in the amortization of tax credit partnerships. The increase in other miscellaneous income when 2022 is compared with 2021 was principally due to increases in cash management service fees and gains on the sales of three closed branch locations.
Noninterest Expense
The following table illustrates the comparative components of noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 (1) | 2020 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Salaries and employee benefits | $ | 287,440 | 1.2 | % | $ | 284,158 | 4.4 | % | $ | 272,257 | 9.9 | % | ||||||||||||
| Services and fees | 101,545 | 13.5 | % | 89,463 | 6.7 | % | 83,816 | 14.3 | % | |||||||||||||||
| Net occupancy-premises | 29,264 | 8.2 | % | 27,043 | 2.1 | % | 26,489 | 1.3 | % | |||||||||||||||
| Equipment expense | 24,448 | 0.5 | % | 24,337 | 4.6 | % | 23,277 | -1.9 | % | |||||||||||||||
| Litigation settlement expense | 100,750 | n/m | — | — | — | — | ||||||||||||||||||
| Other expense (2) | 59,766 | -7.0 | % | 64,295 | 6.3 | % | 60,462 | 4.1 | % | |||||||||||||||
| Total noninterest expense | $ | 603,213 | 23.3 | % | $ | 489,296 | 4.9 | % | $ | 466,301 | 8.7 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
(1)
During 2021, Trustmark reclassified its credit loss expense related to off-balance sheet credit exposures from noninterest expense to PCL, off-balance sheet credit exposures. Prior periods have been reclassified accordingly.
(2)
During 2022, Trustmark reclassified its other real estate expense, net to other expense. Prior periods have been reclassified accordingly.
Changes in the various components of noninterest expense for the year ended December 31, 2022 are discussed in further detail below. Management considers disciplined expense management a key area of focus in the support of improving shareholder value.
Salaries and Employee Benefits
Trustmark completed voluntary early retirement programs during 2021 and 2020 and incurred $5.6 million and $4.3 million, respectively, of non-routine salaries and employee benefits expense related to these programs. Excluding these non-routine expenses, salaries and employee benefits increased $8.9 million, or 3.2%, when 2022 is compared to 2021, compared to an increase of $10.6 million, or 3.9%, when 2021 is compared to 2020.
The increase in salaries and employee benefits expense, excluding the non-routine expenses, for the year ended December 31, 2022 was principally due to increases in salaries expense primarily related to general merit increases and the addition of the Georgia LPO associates, commissions expense primarily related to improvements in insurance business volumes, management performance incentives, severance expense and other salaries expense, partially offset by a decline in commission expense related to mortgage production.
Services and Fees
The increase in services and fees when 2022 is compared to 2021 was primarily due to increases in professional services and fees, business processing outsourcing expenses and software licenses.
43
Net Occupancy-Premises
The increase in net occupancy-premises when 2022 is compared to 2021 was principally due to increases in landscaping expense, building rental expense primarily due to lease termination expense and depreciation of building improvements. Trustmark has continued efforts to optimize its branch network, reflecting changing customer preferences and the continued migration to mobile and digital channels. During 2022, Trustmark consolidated 12 branch offices, opened a full-service banking center as well as loan production offices in Birmingham, Alabama and Memphis, Tennessee.
Other Expense
The following table illustrates the comparative components of other noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Loan expense (1) | $ | 16,173 | 6.8 | % | $ | 15,148 | -0.2 | % | $ | 15,177 | 18.6 | % | ||||||||||||
| Amortization of intangibles | 1,434 | -38.1 | % | 2,316 | -24.1 | % | 3,052 | -25.9 | % | |||||||||||||||
| FDIC assessment expense | 7,385 | 33.9 | % | 5,515 | -9.4 | % | 6,090 | -5.5 | % | |||||||||||||||
| Regulatory settlement charge | — | n/m | 5,000 | n/m | — | — | ||||||||||||||||||
| Other real estate expense, net (2) | 1,173 | -66.8 | % | 3,528 | 80.4 | % | 1,956 | -49.9 | % | |||||||||||||||
| Other miscellaneous expense (1) | 33,601 | 2.5 | % | 32,788 | -4.1 | % | 34,187 | 10.9 | % | |||||||||||||||
| Total other expense | $ | 59,766 | -7.0 | % | $ | 64,295 | 6.3 | % | $ | 60,462 | 11.6 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
(1)
During 2021, Trustmark reclassified certain expenses related to mortgage loan appraisals from other miscellaneous expense to loan expense. Prior period amounts have been reclassified accordingly.
(2)
During 2022, Trustmark reclassified its other real estate expense, net to other expense. Prior periods have been reclassified accordingly.
During the third quarter of 2021, Trustmark finalized a settlement with regulatory authorities to resolve fair lending allegations in the Memphis MSA. Trustmark incurred a one-time settlement expense of $5.0 million and made other commitments to enhance credit opportunities to residents in majority-Black and Hispanic neighborhoods in the Memphis MSA. Excluding the non-routine regulatory settlement expense, other expense increased $471 thousand, or 0.8%, when 2022 is compared to 2021, compared to a decrease of $2.7 million, or 4.7%, when 2021 is compared to 2020.
The increase in other expense, excluding the non-routine regulatory settlement expense, when 2022 is compared to 2021 was principally due to increases in FDIC assessment expense, travel and entertainment expenses and loan expenses partially offset by a decline in other real estate expense, net.
For additional analysis of other real estate and foreclosure expenses, please see the section captioned “Nonperforming Assets, Excluding PPP and Acquired Loans.”
Results of Segment Operations
Trustmark’s operations are managed along three operating segments: General Banking, Wealth Management and Insurance. A description of each segment and the methodologies used to measure financial performance and financial information by reportable segment are included in Note 20 – Segment Information located in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
The following table provides the net income by reportable segment for the periods presented ($ in thousands):
| Years Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | |||||||||
| General Banking | $ | 55,121 | $ | 131,247 | $ | 145,939 | |||||
| Wealth Management | 5,671 | 6,650 | 5,556 | ||||||||
| Insurance | 11,095 | 9,468 | 8,530 | ||||||||
| Consolidated Net Income | $ | 71,887 | $ | 147,365 | $ | 160,025 |
44
General Banking
Net interest income for the General Banking Segment for 2022 increased $76.2 million, or 18.4%, when compared with 2021, principally due to increases in interest and fees on LHFS and LHFI and interest on securities, partially offset by a decline in interest and fees on PPP loans and an increase in total interest expense. Net interest income for the General Banking Segment for 2021 decreased $7.0 million, or 1.7%, when compared with 2020, principally due to declines in interest and fees on LHFS and LHFI and interest on securities, partially offset by a decline in interest expense on deposits and an increase in interest and fees on PPP loans. During 2021, Trustmark reclassified its credit loss expense related to off-balance sheet credit exposures from noninterest expense to PCL, off-balance sheet credit exposures. Prior periods have been reclassified accordingly. The PCL (LHFI and off-balance sheet credit exposures) for the General Banking Segment for 2022 totaled $22.9 million compared to a negative PCL of $24.4 million during 2021 and a PCL of $45.1 million during 2020. For more information on these net interest income items, please see the sections captioned “Financial Highlights” and “Results of Operations.”
Noninterest income for the General Banking Segment decreased $21.5 million, or 15.6%, during 2022 compared to a decrease of $59.8 million, or 30.3%, during 2021. The decrease in noninterest income for the General Banking Segment during 2022 was primarily due to the decrease in mortgage banking, net, partially offset by increases in service charges on deposit accounts and other income, net. The decrease in noninterest income for the General Banking Segment during 2021 was primarily due to decrease in mortgage banking, net and other income, net, partially offset by an increase in bank card and other fees. Noninterest income for the General Banking Segment represented 19.2% of total revenue for 2022, 25.0% for 2021 and 32.0% for 2020. Noninterest income for the General Banking Segment includes service charges on deposit accounts; bank card and other fees; mortgage banking, net and other income, net. For more information on these noninterest income items, please see the analysis included in the section captioned “Noninterest Income.”
Noninterest expense for the General Banking Segment increased $109.8 million, or 26.1%, during 2022 compared to an increase of $19.8 million, or 4.9%, during 2021. The increase in noninterest expense for the General Banking Segment for 2022 was principally due to increases in litigation settlement expense, services and fees, net occupancy-premises and salaries and employee benefits, partially offset by non-routine transaction expenses incurred during 2021. During the fourth quarter of 2022, Trustmark recognized litigation settlement expense of $100.0 million as well as an additional $750 thousand in legal fees as a result of the settlement relating to the litigation involving the Stanford Financial Group. The increase in noninterest expense for the General Banking Segment for 2021 was principally due to increases in salaries and employee benefits, data processing charges related to software, other miscellaneous expenses and other real estate expense, net. During the third quarter of 2021, Trustmark completed a voluntary early retirement program which resulted in non-routine transaction expenses of $5.7 million ($5.6 million of salaries and employee benefits expense and $89 thousand of other expense). In addition, during the third quarter of 2021, Trustmark finalized a settlement with regulatory authorities to resolve fair lending allegations in the Memphis MSA. Trustmark incurred a one-time settlement expense of $5.0 million and made other commitments to enhance credit opportunities to residents in majority-Black and Hispanic neighborhoods in the Memphis MSA. For more information on these noninterest expense items, please see the analysis included in the section captioned “Noninterest Expense.”
Wealth Management
During 2022, net income for the Wealth Management Segment decreased $979 thousand, or 14.7%, compared to an increase of $1.1 million, or 19.7%, during 2021. The decrease in net income for the Wealth Management Segment during 2022 was principally due to an increase in noninterest expense. The increase in net income for the Wealth Management Segment during 2021 was principally due to an increase in noninterest income, partially offset by an increase in noninterest expense.
Net interest income for the Wealth Management Segment increased $160 thousand, or 3.1%, during 2022 compared to a decrease of $921 thousand, or 15.1%, during 2021. The increase in net interest income for the Wealth Management Segment during 2022 was principally due to an increase in interest and fees on loans partially offset by an increase in interest on deposits generated by the Private Banking Group. The decrease in net interest income for the Wealth Management Segment during 2021 was principally due to a decline in interest and fees on loans partially offset by a decrease in interest on deposits generated by the Private Banking Group. The PCL for the Wealth Management Segment for 2022 totaled a negative $21 thousand compared to a negative PCL of $9 thousand during 2021 and a negative PCL of $11 thousand during 2020.
Noninterest income for the Wealth Management Segment, which includes income related to investment management, trust and brokerage services, decreased $348 thousand, or 1.0%, during 2022, principally due to declines in income from brokerage services and trust management services partially offset by an increase in income from annuity services. Noninterest income for the Wealth Management Segment increased $3.8 million, or 12.0%, during 2021, principally due to an increase in income from brokerage services and trust management services. Noninterest expense increased $1.2 million, or 3.6%, during 2022 compared to an increase of $1.4 million, or 4.6%, during 2021. The increase in noninterest expense for the Wealth Management Segment for 2022 was principally due to an increase in salary and employee benefit expense, primarily due to increases in commissions expense and annual performance incentives, and data processing charges related to software, partially offset by a decline in other miscellaneous expenses. The increase
45
in noninterest expense for the Wealth Management Segment for 2021 was principally due to an increase in salary and employee benefit expense, primarily due to increases in commissions expense and annual performance incentives, partially offset by a decline in other miscellaneous expenses.
At December 31, 2022 and 2021, Trustmark held assets under management and administration of $16.913 billion and $15.703 billion and brokerage assets of $2.327 billion and $2.417 billion, respectively.
Insurance
Net income for the Insurance Segment during 2022 increased $1.6 million, or 17.2%, compared to an increase of $938 thousand, or 11.0%, during 2021. Noninterest income for the Insurance Segment, which predominately consists of insurance commissions, increased $5.1 million, or 10.5%, during 2022, compared to an increase of $3.3 million, or 7.4%, during 2021. The increase in noninterest income for the Insurance Segment during 2022 was principally due to increases in property and casualty commissions, other commission income and group health commissions. The increase in noninterest income for the Insurance Segment during 2021 was principally due to increases in property and casualty commissions and other commission income.
Noninterest expense for the Insurance Segment increased $2.9 million, or 8.1%, during 2022 and $1.8 million, or 5.4%, during 2021. The increase in noninterest expense for the Insurance Segment for 2022 was principally due to higher salaries expense resulting from modest general merit increases and higher commission expense due to improvements in business volumes, partially offset by a decrease in outside services and fees. The increase in noninterest expense for the Insurance Segment for 2021 was principally due to higher salaries expense resulting from modest general merit increases and higher commission expense due to improvements in business volumes, as well as increases in outside services and fees, partially offset by a decrease in other miscellaneous expense.
Trustmark performed an annual impairment test of the book value of goodwill held in the Insurance Segment as of October 1, 2022, 2021, and 2020. Based on this analysis, Trustmark concluded that no impairment charge was required. An extended period of falling prices and suppressed demand for the products of the Insurance Segment could result in impairment of goodwill in the future. FBBI’s ability to maintain the current income trend is dependent on the success of the subsidiary’s continued initiatives to attract new business through cross referrals between practice units and bank relationships and seeking new business in other markets.
Income Taxes
For the year ended December 31, 2022, Trustmark’s combined effective tax rate was 2.5% compared to 16.0% in 2021 and 15.7% in 2020. The decline in the effective tax rate for 2022 was principally due to the net loss recorded for the fourth quarter of 2022 as a result of the $100.8 million of litigation settlement expense. Trustmark’s effective tax rate continues to be less than the statutory rate primarily due to various tax-exempt income items and its utilization of income tax credit programs. Trustmark invests in partnerships that provide income tax credits on a Federal and/or State basis (i.e., new market tax credits, low income housing tax credits or historical tax credits). The income tax credits related to these partnerships are utilized as specifically allowed by income tax law and are recorded as a reduction in income tax expense.
Financial Condition
Earning assets serve as the primary revenue streams for Trustmark and are comprised of securities, loans, federal funds sold, securities purchased under reverse repurchase agreements and other earning assets. Average earning assets totaled $16.014 billion, or 91.6% of total average assets, at December 31, 2022, compared with $15.569 billion, or 91.3% of total average assets, at December 31, 2021, an increase of $445.1 million, or 2.9%.
Securities
The securities portfolio is utilized by Management to manage interest rate risk, generate interest income, provide liquidity and use as collateral for public and wholesale funding. Risk and return can be adjusted by altering duration, composition and/or balance of the portfolio. The weighted-average life of the portfolio at December 31, 2022 and 2021 was 4.9 and 4.3 years, respectively.
When compared with December 31, 2021, total investment securities decreased by $62.8 million, or 1.8%, during 2022. This decrease resulted primarily from calls, maturities and pay-downs of the underlying loans of GSE guaranteed securities and a decline in the fair market value of securities available for sale partially offset by purchases of securities. Trustmark sold no securities during 2022 or 2021.
During 2013, Trustmark reclassified approximately $1.099 billion of securities available for sale as securities held to maturity. At the date of this transfer, the net unrealized holding loss on the available for sale securities totaled approximately $46.6 million ($28.8 million net of tax). During 2022, Trustmark reclassified approximately $766.0 million of securities available for sale to securities held to
46
maturity to mitigate the potential adverse impact of a rising interest rate environment on the fair value of the available for sale securities and the related impact on tangible common equity. At the date of these transfers, the net unrealized holding loss on the available for sale securities totaled approximately $91.9 million ($68.9 million net of tax). The resulting net unrealized holding losses are being amortized over the remaining life of the securities as a yield adjustment in a manner consistent with the amortization or accretion of the original purchase premium or discount on the associated security.
At December 31, 2022, the net unamortized, unrealized loss on all transferred securities included in accumulated other comprehensive income (loss), net of tax, (AOCI) in the accompanying consolidated balance sheets totaled $92.3 million ($69.2 million net of tax) compared to $6.3 million ($4.7 million net of tax) at December 31, 2021.
Available for sale securities are carried at their estimated fair value with unrealized gains or losses recognized, net of taxes, in AOCI, a separate component of shareholders’ equity. At December 31, 2022, available for sale securities totaled $2.024 billion, which represented 57.5% of the securities portfolio, compared to $3.239 billion, or 90.4%, at December 31, 2021. At December 31, 2022, unrealized losses, net on available for sale securities totaled $246.6 million compared to unrealized losses, net of $17.4 million at December 31, 2021. At December 31, 2022, available for sale securities consisted of U.S. Treasury securities, obligations of states and political subdivisions, GSE guaranteed mortgage-related securities and direct obligations of government agencies and GSEs.
Held to maturity securities are carried at amortized cost and represent those securities that Trustmark both intends and has the ability to hold to maturity. At December 31, 2022, held to maturity securities totaled $1.495 billion and represented 42.5% of the total securities portfolio, compared with $342.5 million, or 9.6%, at December 31, 2021.
The following table details the weighted-average yield for each range of maturities of securities available for sale and held to maturity using the amortized cost at December 31, 2022 (tax equivalent basis):
| Maturing | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Within One Year | After One, But Within Five Years | After Five, But Within Ten Years | After Ten Years | Total | ||||||||||||||||
| Securities available for sale | ||||||||||||||||||||
| U.S. Treasury securities | 2.87 | % | 1.17 | % | 1.22 | % | — | 1.29 | % | |||||||||||
| U.S. Government agency obligations | 6.83 | % | 4.85 | % | 2.26 | % | 5.18 | % | 4.17 | % | ||||||||||
| Obligations of states and political subdivisions | — | 2.77 | % | 4.52 | % | — | 4.15 | % | ||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | 0.94 | % | 1.78 | % | 3.54 | % | 2.47 | % | 2.47 | % | ||||||||||
| Issued by FNMA and FHLMC | — | 2.08 | % | 1.97 | % | 1.38 | % | 1.45 | % | |||||||||||
| Other residential mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | 2.36 | % | 2.38 | % | 2.16 | % | 2.26 | % | |||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | 4.17 | % | 4.88 | % | 3.36 | % | 3.55 | % | 3.44 | % | ||||||||||
| Total securities available for sale | 3.24 | % | 1.27 | % | 2.61 | % | 1.46 | % | 1.61 | % | ||||||||||
| Securities held to maturity | ||||||||||||||||||||
| U.S. Treasury securities | — | — | 1.04 | % | — | 1.04 | % | |||||||||||||
| Obligations of states and political subdivisions | 4.15 | % | 5.17 | % | — | — | 4.22 | % | ||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | — | — | — | 3.05 | % | 3.05 | % | |||||||||||||
| Issued by FNMA and FHLMC | — | — | 1.89 | % | 1.58 | % | 1.58 | % | ||||||||||||
| Other residential mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | — | 1.93 | % | 1.95 | % | 1.94 | % | ||||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | 3.04 | % | 2.09 | % | 2.96 | % | 2.33 | % | |||||||||||
| Total securities held to maturity | 4.15 | % | 3.04 | % | 2.03 | % | 1.69 | % | 2.01 | % |
Mortgage-backed securities and collateralized mortgage obligations are included in maturity categories based on their stated maturity date. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations.
47
Management continues to focus on asset quality as one of the strategic goals of the securities portfolio, which is evidenced by the investment of approximately 99.8% of the portfolio in GSE-backed obligations and other Aaa-rated securities as determined by Moody’s Investors Services (Moody’s). None of the securities owned by Trustmark are collateralized by assets which are considered sub-prime. Furthermore, outside of stock ownership in the FHLB of Dallas, FHLB of Atlanta and FRBA, Trustmark does not hold any other equity investment in a GSE.
At December 31, 2022, Trustmark did not hold securities of any one issuer with a carrying value exceeding ten percent of total shareholders’ equity, other than certain GSEs which are exempt from inclusion. Management continues to closely monitor the credit quality as well as the ratings of the debt and mortgage-backed securities issued by the GSEs and held in Trustmark’s securities portfolio.
The following table presents Trustmark’s securities portfolio by amortized cost and estimated fair value and by credit rating, as determined by Moody’s, at December 31, 2022 ($ in thousands):
| Amortized Cost | Estimated Fair Value | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||||||||||||
| Securities Available for Sale | ||||||||||||||||
| Aaa | $ | 2,265,889 | 99.8 | % | $ | 2,018,912 | 99.7 | % | ||||||||
| A1 to A3 | 1,028 | — | 1,017 | 0.1 | % | |||||||||||
| Not Rated (1) | 3,792 | 0.2 | % | 4,153 | 0.2 | % | ||||||||||
| Total securities available for sale | $ | 2,270,709 | 100.0 | % | $ | 2,024,082 | 100.0 | % | ||||||||
| Securities Held to Maturity | ||||||||||||||||
| Aaa | $ | 1,490,004 | 99.7 | % | $ | 1,402,079 | 99.7 | % | ||||||||
| Aa1 to Aa3 | 3,001 | 0.2 | % | 2,999 | 0.2 | % | ||||||||||
| Not Rated (1) | 1,509 | 0.1 | % | 1,511 | 0.1 | % | ||||||||||
| Total securities held to maturity | $ | 1,494,514 | 100.0 | % | $ | 1,406,589 | 100.0 | % |
(1)
Not rated issues primarily consist of Mississippi municipal general obligations.
The table above presenting the credit rating of Trustmark’s securities is formatted to show the securities according to the credit rating category, and not by category of the underlying security. At December 31, 2022, approximately 99.7% of the available for sale securities, measured at the estimated fair value, and 99.7% of the held to maturity securities, measured at amortized cost, were rated Aaa.
LHFS
At December 31, 2022, LHFS totaled $135.2 million, consisting of $64.4 million of residential real estate mortgage loans in the process of being sold to third parties and $70.8 million of Government National Mortgage Association (GNMA) optional repurchase loans. At December 31, 2021, LHFS totaled $275.7 million, consisting of $191.2 million of residential real estate mortgage loans in the process of being sold to third parties and $84.5 million of GNMA optional repurchase loans. Please refer to the nonperforming assets table that follows for information on GNMA loans eligible for repurchase which are past due 90 days or more.
Trustmark did not exercise its buy-back option on any delinquent loans serviced for GNMA during 2022 or 2021.
For additional information regarding the GNMA optional repurchase loans, please see the section captioned “Past Due LHFS” included in Note 4 – LHFI and Allowance for Credit Losses, LHFI of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
48
LHFI
The table below provides the carrying value of the LHFI portfolio by loan class for the years ended December 31, 2022 and 2021 ($ in thousands):
| December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Loans secured by real estate: | ||||||||||||||||
| Construction, land development and other land | $ | 690,616 | 5.7 | % | $ | 596,968 | 5.8 | % | ||||||||
| Other secured by 1-4 family residential properties | 590,790 | 4.8 | % | 517,683 | 5.1 | % | ||||||||||
| Secured by nonfarm, nonresidential properties | 3,278,830 | 26.9 | % | 2,977,084 | 29.1 | % | ||||||||||
| Other real estate secured | 742,538 | 6.1 | % | 726,043 | 7.1 | % | ||||||||||
| Other loans secured by real estate: | ||||||||||||||||
| Other construction | 1,028,926 | 8.4 | % | 711,813 | 6.9 | % | ||||||||||
| Secured by 1-4 family residential properties | 2,185,057 | 17.9 | % | 1,460,310 | 14.2 | % | ||||||||||
| Commercial and industrial loans | 1,821,259 | 14.9 | % | 1,414,279 | 13.8 | % | ||||||||||
| Consumer loans | 170,230 | 1.4 | % | 162,555 | 1.6 | % | ||||||||||
| State and other political subdivision loans | 1,223,863 | 10.0 | % | 1,146,251 | 11.2 | % | ||||||||||
| Other commercial loans | 471,930 | 3.9 | % | 534,843 | 5.2 | % | ||||||||||
| LHFI | $ | 12,204,039 | 100.0 | % | $ | 10,247,829 | 100.0 | % |
LHFI at December 31, 2022 increased $1.956 billion, or 19.1%, compared to December 31, 2021. The increase in LHFI during 2022 was reflecting net growth in all classes of LHFI with the exception of other commercial LHFI.
LHFI secured by real estate (loans secured by real estate and other loans secured by real estate) increased $1.527 billion, or 21.8%, during 2022 representing net growth in Trustmark's Mississippi, Alabama and Texas market regions partially offset by net declines in the Tennessee and Florida market regions. LHFI secured by 1-4 family residential properties increased $724.7 million, or 49.6%, during 2022, primarily in the Mississippi market region as a result of Trustmark's decision to retain certain mortgage loans in its portfolio. Other construction loans increased $317.1 million, or 44.6%, during 2022 primarily due to new construction loans across all five market regions partially offset by other construction loans moved to other loan categories upon the completion of the related construction project. During 2022, $619.2 million loans were moved from other construction to other loan categories, including $257.2 million to multi-family residential loans, $238.0 million to nonowner-occupied loans and $121.4 million to owner-occupied loans. Excluding all reclassifications between loan categories, growth in other construction loans across all five market regions totaled $919.1 million during 2022. LHFI secured by nonfarm, nonresidential properties (NFNR LHFI) increased $301.7 million, or 10.1%, during 2022, principally due to movement from the other construction loans category. Excluding other construction loan reclassifications, the NFNR LHFI portfolio decreased $57.6 million, or 1.9%, during 2022 primarily due to declines in owner-occupied loans in the Alabama, Mississippi and Florida market regions as well as declines in nonowner-occupied loans in the Alabama, Florida and Texas market regions, which were partially offset by growth in nonowner-occupied loans in the Mississippi market region and owner-occupied loans in the Texas market region. LHFI secured by construction, land development and other land increased $93.6 million, or 15.7%, during 2022 principally due to growth in 1-4 family construction loans in Trustmark's Alabama and Mississippi market regions. LHFI secured by other 1-4 family residential properties, which primarily consists of revolving home equity lines of credit, increased $73.1 million, or 14.1%, during 2022 reflecting growth across all five market regions. LHFI secured by other real estate increased $16.5 million, or 2.3%, during 2022, primarily due to other construction loans that moved to LHFI secured by multi-family residential properties in the Texas, Alabama and Mississippi market regions partially offset by pay-offs of LHFI secured by multi-family residential properties. Excluding other construction loan reclassifications, LHFI secured by other real estate declined by $240.7 million, or 33.2%.
Commercial and industrial LHFI increased $407.0 million, or 28.8%, during 2022, primarily due to growth in Trustmark’s Mississippi and Alabama market regions partially offset by declines in the Tennessee and Texas market regions. State and other political subdivision LHFI increased $77.6 million, or 6.8%, during 2022 principally due to growth in the Mississippi market region partially offset by declines in the Alabama, Texas, Florida and Tennessee market regions. Other commercial LHFI decreased $62.9 million, or 11.8%, during 2022, principally due to a decline in the Mississippi market region partially offset by growth in the Tennessee and Texas market regions.
49
The following table provides information regarding Trustmark’s home equity loans and home equity lines of credit which are included in the LHFI secured by 1-4 family residential properties at December 31, 2022 and 2021 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||||
| Home equity loans | $ | 45,532 | $ | 36,223 | ||||
| Home equity lines of credit | 412,013 | 351,128 | ||||||
| Percentage of loans and lines for which Trustmark holds first lien | 51.7 | % | 58.2 | % | ||||
| Percentage of loans and lines for which Trustmark does not hold first lien | 48.3 | % | 41.8 | % |
Due to the increased risk associated with second liens, loan terms and underwriting guidelines differ from those used for products secured by first liens. Loan amounts and loan-to-value ratios are limited and are lower for second liens than first liens. Also, interest rates and maximum amortization periods are adjusted accordingly. In addition, regardless of lien position, the passing credit score for approval of all home equity lines of credit is higher than that of term loans. The ACL on LHFI is also reflective of the increased risk related to second liens through application of a greater loss factor to this portion of the portfolio.
In the following tables, LHFI reported by region (along with related nonperforming assets and net charge-offs) are associated with location of origination except for loans secured by 1-4 family residential properties (representing traditional mortgages) and credit cards. These loans are included in the Mississippi market region because they are centrally analyzed and approved as part of a specific line of business located at Trustmark’s headquarters in Jackson, Mississippi.
50
The following table presents the LHFI composition by region at December 31, 2022 and reflects a diversified mix of loans by region ($ in thousands):
| December 31, 2022 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| LHFI Composition by Region | Total | Alabama | Florida | Mississippi | Tennessee | Texas | |||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||||||
| Construction, land development and other land | $ | 690,616 | $ | 314,106 | $ | 50,445 | $ | 196,141 | $ | 31,196 | $ | 98,728 | |||||||||||
| Other secured by 1-4 family residential properties | 590,790 | 133,596 | 50,672 | 303,551 | 74,268 | 28,703 | |||||||||||||||||
| Secured by nonfarm, nonresidential properties | 3,278,830 | 895,306 | 212,185 | 1,394,562 | 172,432 | 604,345 | |||||||||||||||||
| Other real estate secured | 742,538 | 202,453 | 2,013 | 339,592 | 6,822 | 191,658 | |||||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||||||
| Other construction | 1,028,926 | 527,192 | 15,475 | 225,069 | 2,009 | 259,181 | |||||||||||||||||
| Secured by 1-4 family residential properties | 2,185,057 | — | — | 2,179,543 | 5,514 | — | |||||||||||||||||
| Commercial and industrial loans | 1,821,259 | 502,492 | 26,496 | 773,135 | 285,706 | 233,430 | |||||||||||||||||
| Consumer loans | 170,230 | 24,101 | 8,520 | 107,109 | 18,323 | 12,177 | |||||||||||||||||
| State and other political subdivision loans | 1,223,863 | 77,017 | 62,962 | 859,117 | 27,881 | 196,886 | |||||||||||||||||
| Other commercial loans | 471,930 | 74,549 | 9,253 | 264,901 | 58,171 | 65,056 | |||||||||||||||||
| LHFI | $ | 12,204,039 | $ | 2,750,812 | $ | 438,021 | $ | 6,642,720 | $ | 682,322 | $ | 1,690,164 | |||||||||||
| Construction, Land Development and Other Land Loans by Region | |||||||||||||||||||||||
| Lots | $ | 71,964 | $ | 37,553 | $ | 9,802 | $ | 16,654 | $ | 1,923 | $ | 6,032 | |||||||||||
| Development | 140,114 | 56,653 | 1,392 | 46,940 | 6,798 | 28,331 | |||||||||||||||||
| Unimproved land | 108,972 | 22,548 | 14,348 | 35,177 | 5,039 | 31,860 | |||||||||||||||||
| 1-4 family construction | 369,566 | 197,352 | 24,903 | 97,370 | 17,436 | 32,505 | |||||||||||||||||
| Construction, land development and other land loans | $ | 690,616 | $ | 314,106 | $ | 50,445 | $ | 196,141 | $ | 31,196 | $ | 98,728 | |||||||||||
| Loans Secured by Nonfarm, Nonresidential (NFNR) Properties by Region | |||||||||||||||||||||||
| Nonowner-occupied: | |||||||||||||||||||||||
| Retail | $ | 343,073 | $ | 133,173 | $ | 33,675 | $ | 91,921 | $ | 21,695 | $ | 62,609 | |||||||||||
| Office | 271,112 | 122,818 | 17,394 | 70,836 | 10,435 | 49,629 | |||||||||||||||||
| Hotel/motel | 298,159 | 170,048 | 40,031 | 60,191 | 27,889 | — | |||||||||||||||||
| Mini-storage | 155,037 | 28,072 | 2,104 | 105,229 | 482 | 19,150 | |||||||||||||||||
| Industrial | 333,650 | 68,863 | 17,523 | 121,055 | 2,799 | 123,410 | |||||||||||||||||
| Health care | 49,363 | 17,633 | 989 | 26,836 | 343 | 3,562 | |||||||||||||||||
| Convenience stores | 33,721 | 7,416 | 641 | 14,959 | 593 | 10,112 | |||||||||||||||||
| Nursing homes/senior living | 390,739 | 136,986 | — | 184,730 | 5,595 | 63,428 | |||||||||||||||||
| Other | 136,120 | 35,040 | 9,793 | 61,086 | 16,397 | 13,804 | |||||||||||||||||
| Total nonowner-occupied loans | 2,010,974 | 720,049 | 122,150 | 736,843 | 86,228 | 345,704 | |||||||||||||||||
| Owner-occupied: | |||||||||||||||||||||||
| Office | 165,403 | 43,628 | 36,375 | 48,325 | 8,827 | 28,248 | |||||||||||||||||
| Churches | 72,472 | 16,167 | 5,255 | 41,036 | 7,165 | 2,849 | |||||||||||||||||
| Industrial warehouses | 175,272 | 19,344 | 4,996 | 47,413 | 16,872 | 86,647 | |||||||||||||||||
| Health care | 130,604 | 12,216 | 6,384 | 95,437 | 2,341 | 14,226 | |||||||||||||||||
| Convenience stores | 136,785 | 12,558 | 21,581 | 65,069 | 376 | 37,201 | |||||||||||||||||
| Retail | 101,087 | 11,360 | 8,118 | 44,578 | 19,187 | 17,844 | |||||||||||||||||
| Restaurants | 55,944 | 3,999 | 4,169 | 32,275 | 12,229 | 3,272 | |||||||||||||||||
| Auto dealerships | 49,304 | 6,794 | 228 | 24,282 | 18,000 | — | |||||||||||||||||
| Nursing homes/senior living | 237,082 | 36,132 | — | 174,750 | — | 26,200 | |||||||||||||||||
| Other | 143,903 | 13,059 | 2,929 | 84,554 | 1,207 | 42,154 | |||||||||||||||||
| Total owner-occupied loans | 1,267,856 | 175,257 | 90,035 | 657,719 | 86,204 | 258,641 | |||||||||||||||||
| Loans secured by NFNR properties | $ | 3,278,830 | $ | 895,306 | $ | 212,185 | $ | 1,394,562 | $ | 172,432 | $ | 604,345 |
51
Trustmark’s variable rate LHFI are based primarily on various prime and LIBOR interest rate bases. Trustmark transitioned to SOFR for new variable rate loans as of January 1, 2022. The following table provides information regarding Trustmark’s LHFI maturities by loan class and interest rate terms at December 31, 2022 ($ in thousands):
| Maturing | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| One Year | Five Years | ||||||||||||||||||
| Within | Through | Through | After | ||||||||||||||||
| One Year | Five | Fifteen | Fifteen | ||||||||||||||||
| or Less | Years | Years | Years | Total | |||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 399,433 | $ | 233,465 | $ | 22,374 | $ | 35,344 | $ | 690,616 | |||||||||
| Other secured by 1-4 family residential properties | 61,284 | 239,654 | 274,914 | 14,938 | 590,790 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 635,757 | 2,011,915 | 619,686 | 11,472 | 3,278,830 | ||||||||||||||
| Other real estate secured | 235,879 | 428,512 | 78,046 | 101 | 742,538 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 102,514 | 888,701 | 37,464 | 247 | 1,028,926 | ||||||||||||||
| Secured by 1-4 family residential properties | 37,192 | 151,821 | 1,142,823 | 853,221 | 2,185,057 | ||||||||||||||
| Commercial and industrial loans | 337,984 | 1,368,488 | 113,467 | 1,320 | 1,821,259 | ||||||||||||||
| Consumer loans | 47,755 | 116,736 | 5,739 | — | 170,230 | ||||||||||||||
| State and other political subdivision loans | 200,890 | 493,484 | 500,371 | 29,118 | 1,223,863 | ||||||||||||||
| Other loans | 104,617 | 337,076 | 29,806 | 431 | 471,930 | ||||||||||||||
| LHFI | 2,163,305 | 6,269,852 | 2,824,690 | 946,192 | 12,204,039 | ||||||||||||||
| Loans with fixed interest rates: | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 94,445 | $ | 58,030 | $ | 16,372 | $ | 35,344 | $ | 204,191 | |||||||||
| Other secured by 1-4 family residential properties | 32,781 | 98,516 | 30,523 | 390 | 162,210 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 194,027 | 1,043,561 | 244,611 | — | 1,482,199 | ||||||||||||||
| Other real estate secured | 31,761 | 109,172 | 9,344 | 101 | 150,378 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 4,433 | 22,109 | 7,128 | 247 | 33,917 | ||||||||||||||
| Secured by 1-4 family residential properties | 3,926 | 37,881 | 420,153 | 848,954 | 1,310,914 | ||||||||||||||
| Commercial and industrial loans | 70,377 | 467,143 | 74,544 | — | 612,064 | ||||||||||||||
| Consumer loans | 23,607 | 113,495 | 5,739 | — | 142,841 | ||||||||||||||
| State and other political subdivision loans | 197,421 | 470,359 | 481,185 | 14,118 | 1,163,083 | ||||||||||||||
| Other loans | 21,880 | 104,481 | 18,942 | 75 | 145,378 | ||||||||||||||
| LHFI | 674,658 | 2,524,747 | 1,308,541 | 899,229 | 5,407,175 | ||||||||||||||
| Loans with variable interest rates: | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 304,988 | $ | 175,435 | $ | 6,002 | $ | — | $ | 486,425 | |||||||||
| Other secured by 1-4 family residential properties | 28,503 | 141,138 | 244,391 | 14,548 | 428,580 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 441,730 | 968,354 | 375,075 | 11,472 | 1,796,631 | ||||||||||||||
| Other real estate secured | 204,118 | 319,340 | 68,702 | — | 592,160 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 98,081 | 866,592 | 30,336 | — | 995,009 | ||||||||||||||
| Secured by 1-4 family residential properties | 33,266 | 113,940 | 722,670 | 4,267 | 874,143 | ||||||||||||||
| Commercial and industrial loans | 267,607 | 901,345 | 38,923 | 1,320 | 1,209,195 | ||||||||||||||
| Consumer loans | 24,148 | 3,241 | — | — | 27,389 | ||||||||||||||
| State and other political subdivision loans | 3,469 | 23,125 | 19,186 | 15,000 | 60,780 | ||||||||||||||
| Other loans | 82,737 | 232,595 | 10,864 | 356 | 326,552 | ||||||||||||||
| LHFI | 1,488,647 | 3,745,105 | 1,516,149 | 46,963 | 6,796,864 |
52
Allowance for Credit Losses
LHFI
Trustmark’s ACL methodology for LHFI is based upon guidance within FASB ASC Subtopic 326-20, “Financial Instruments – Credit Losses – Measured at Amortized Cost,” as well as regulatory guidance from its primary regulator. The ACL is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Credit quality within the LHFI portfolio is continuously monitored by Management and is reflected within the ACL for loans. The ACL is an estimate of expected losses inherent within Trustmark’s existing LHFI portfolio. The ACL on LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The loan loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations.
The econometric models currently in production reflect segment or pool level sensitivities of probability of default (PD) to changes in macroeconomic variables. By measuring the relationship between defaults and changes in the economy, the quantitative reserve incorporates reasonable and supportable forecasts of future conditions that will affect the value of its assets, as required by FASB ASC Topic 326. Under stable forecasts, these linear regressions will reasonably predict a pool’s PD. However, due to the COVID-19 pandemic, the macroeconomic variables used for reasonable and supportable forecasting changed rapidly. At the current levels, it is not clear that the models currently in production will produce reasonably representative results since the models were originally estimated using data beginning in 2004 through 2019. During this period, a traditional, albeit severe, economic recession occurred. Thus, econometric models are sensitive to similar future levels of PD.
In order to prevent the econometric models from extrapolating beyond reasonable boundaries of their input variables, Trustmark chose to establish an upper and lower limit process when applying the periodic forecasts. In this way, Management will not rely upon unobserved and untested relationships in the setting of the quantitative reserve. This approach applies to all input variables, including: Southern Unemployment, National Unemployment, National Gross Domestic Product (GDP), Southern Vacancy Rate and the Prime Rate. The upper and lower limits are based on the distribution of the macroeconomic variable by selecting extreme percentiles at the upper and lower limits of the distribution, the 1st and 99th percentiles, respectively. These upper and lower limits are then used to calculate the PD for the forecast time period in which the forecasted values are outside of the upper and lower limit range. Due to multiple periods having a PD or loss given default (LGD) at or near zero as a result of the improving macroeconomic forecasts, Management implemented PD and LGD floors to account for the risk associated with each portfolio. The PD and LGD floors are based on Trustmark's historical loss experience and applied at a portfolio level.
The external factors qualitative factor is Management’s best judgement on the loan or pool level impact of all factors that affect the portfolio that are not accounted for using any other part of the ACL methodology (i.e., natural disasters, changes in legislation, impacts due to technology and pandemics). Trustmark's External Factor – Pandemic ensures reserve adequacy for collectively evaluated loans most likely to be impacted by the unique economic and behavioral conditions created by the COVID-19 pandemic. Additional qualitative reserves are derived based on two principles. The first is the disconnect of economic factors to Trustmark’s modeled PD (derived from the econometric models underpinning the quantitative pooled reserves). During the pandemic, extraordinary measures by the federal government were made available to consumers and businesses, including COVID-19 loan payment concessions, direct transfer payments to households, tax deferrals and reduced interest rates, among others. These government interventions may have extended the lag between economic conditions and default, relative to what was captured in the model development data. Because Trustmark’s econometric PD models rely on the observed relationship from the economic downturn from 2007 to 2009 in both timing and severity, Management does not expect the models to reflect these current conditions. For example, while the models would predict contemporaneous unemployment peaks and loan defaults, this may not occur when borrowers can request payment deferrals. Thus, for the affected population, economic conditions are not fully considered as a part of Trustmark’s quantitative reserve. The second principle is the change in risk that is identified by rating changes. As a part of Trustmark’s credit review process, loans in the affected population have been given more frequent screening to ensure accurate ratings are maintained through this dynamic period. Trustmark’s quantitative reserve does not directly address changes in ratings; thus, a migration qualitative factor was designed to work in concert with the quantitative reserve.
As discussed above, the disconnect of economic factors means that changes in rating caused by deteriorating and weak economic conditions as a result of the pandemic are not being captured in the quantitative reserve. During 2020, due to unforeseen pandemic conditions that varied from Management’s expectations, additional reserves were further dimensioned in order to appropriately reflect the risk within the portfolio related to the COVID-19 pandemic. In an effort to ensure the External Factor – Pandemic qualitative factor
53
is reasonable and supportable, historical Trustmark loss data was leveraged to construct a framework that is quantitative in nature. To dimension the additional reserve, Management uses the sensitivity of the quantitative commercial loan reserve to changes in macroeconomic conditions to apply to loans rated acceptable or better (risk rates 1-4). In addition, to account for the known changes in risk, a weighted average of the commercial loan portfolio loss rate, derived from the performance trends qualitative factor, is used to dimension additional reserves for downgraded credits. Loans rated acceptable with risk (risk rate 5) or watch (risk rate 6) received the additional reserves based on the average of the macroeconomic conditions and weighted average of the commercial loan portfolio loss rate while the loans rated special mention (risk rate 7) and substandard (risk rate 8) received additional reserves based on the weighted-average described above. During the fourth quarter of 2022, Management noted that all pass rate loans (risk rate 5 and 6) related to the External Factor - Pandemic qualitative factor either did not experience significant stress related to the pandemic or have since recovered and does not expect future stresses attributed to the pandemic that may affect these loans. As a result, Management decided to accelerate the release of the additional pandemic reserves on all pass rate loans as a result of pandemic conditions resolving.
During the first quarter of 2022, in order to account for the potential uncertainty related to higher prices and low economic growth, Trustmark chose to enact a portion of the qualitative framework, External Factor - Stagflation. Management calculated the reserve using a third-party stagflation forecast and compared it to the third-party baseline forecast used in the quantitative modeling. The weighted differential was added as qualitative reserves to account for potential uncertainty. During the fourth quarter of 2022, Management determined that the likelihood of a stagflation scenario had sufficiently diminished. Management identified that the potential had already been reduced and effectively captured within a nominally more negative baseline economic forecast. As a result, Management elected to resolve the External Factor - Stagflation and fully release the reserves.
Determining the appropriateness of the allowance is complex and requires judgment by Management about the effect of matters that are inherently uncertain. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and credit loss expense.
For a complete description of Trustmark’s ACL methodology and the quantitative and qualitative factors included in the calculation, please see Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
At December 31, 2022, the ACL on LHFI was $120.2 million, an increase of $20.8 million, or 20.9%, when compared with December 31, 2021. The increase in the ACL on LHFI during 2022 was principally due to loan growth, specific reserves on individually analyzed loans, weakening of the macroeconomic forecasts and the nature and volume of the portfolio, partially offset by reserves released as a result of updates and adjustments to the qualitative factors. Allocation of Trustmark’s ACL on LHFI represented 0.85% of commercial LHFI and 1.41% of consumer and home mortgage LHFI, resulting in an ACL to total LHFI of 0.99% at December 31, 2022. This compares with an ACL to total LHFI of 0.97% at December 31, 2021, which was allocated to commercial LHFI at 1.00% and to consumer and home mortgage LHFI at 0.87%.
The table below illustrates the changes in Trustmark’s ACL on LHFI as well as Trustmark’s loan loss experience for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||
| Balance at beginning of period | $ | 99,457 | $ | 117,306 | $ | 84,277 | ||||||
| FASB ASU 2016-03 Adoption Adjustment: | ||||||||||||
| LHFI | — | — | (3,039 | ) | ||||||||
| Allowance for loan losses, acquired loans transfer | — | — | 815 | |||||||||
| Acquired loans ACL adjustment | — | — | 1,007 | |||||||||
| LHFI charged off | (11,332 | ) | (10,275 | ) | (11,475 | ) | ||||||
| Recoveries | 10,412 | 13,925 | 9,608 | |||||||||
| Net (charge-offs) recoveries | (920 | ) | 3,650 | (1,867 | ) | |||||||
| PCL, LHFI | 21,677 | (21,499 | ) | 36,113 | ||||||||
| Balance at end of period | $ | 120,214 | $ | 99,457 | $ | 117,306 |
Charge-offs exceeded recoveries for 2022 resulting in net charge-offs of $920 thousand, or 0.01% of average loans (LHFS and LHFI), compared to net recoveries of $3.7 million, or -0.04% of average loans (LHFS and LHFI), in 2021, and net charge-offs of $1.9 million, or 0.02% of average loans (LHFS and LHFI), in 2020. The increase in net charge-offs during 2022 was principally due to declines in recoveries in the Mississippi, Tennessee and Texas market regions as well as an increase in charge-offs in the Tennessee market region, partially offset by an increase in recoveries in the Alabama market region.
54
The following table presents the net (charge-offs) recoveries by geographic market region for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||
| Alabama | $ | 2,019 | $ | 1,299 | $ | (1,448 | ) | |||||
| Florida | 652 | 521 | 390 | |||||||||
| Mississippi | (2,713 | ) | (111 | ) | 814 | |||||||
| Tennessee | (790 | ) | 940 | (1,775 | ) | |||||||
| Texas | (88 | ) | 1,001 | 152 | ||||||||
| Total net (charge-offs) recoveries | $ | (920 | ) | $ | 3,650 | $ | (1,867 | ) |
55
The following table presents selected credit ratios for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2020 | ||||||||||
| ACL, LHFI to total LHFI | 0.99 | % | 0.97 | % | 1.19 | % | ||||||
| ACL, LHFI | $ | 120,214 | $ | 99,457 | $ | 117,306 | ||||||
| LHFI | 12,204,039 | 10,247,829 | 9,824,524 | |||||||||
| Nonaccrual LHFI to total LHFI | 0.53 | % | 0.61 | % | 0.64 | % | ||||||
| Nonaccrual LHFI | $ | 65,972 | $ | 62,698 | $ | 63,128 | ||||||
| LHFI | 12,204,039 | 10,247,829 | 9,824,524 | |||||||||
| ACL, LHFI to nonaccrual LHFI | 182.22 | % | 158.63 | % | 185.82 | % | ||||||
| ACL, LHFI | $ | 120,214 | $ | 99,457 | $ | 117,306 | ||||||
| Nonaccrual LHFI | 65,972 | 62,698 | 63,128 | |||||||||
| Net (charge-offs) recoveries to average LHFI: | ||||||||||||
| Construction, land development and other land loans | 0.16 | % | 0.28 | % | 0.14 | % | ||||||
| Net (charge-offs) recoveries | $ | 1,054 | $ | 1,525 | $ | 704 | ||||||
| Average LHFI | 655,680 | 551,266 | 490,036 | |||||||||
| Other loans secured by 1-4 family residential properties | 0.07 | % | 0.08 | % | 0.05 | % | ||||||
| Net (charge-offs) recoveries | $ | 372 | $ | 396 | $ | 261 | ||||||
| Average LHFI | 541,383 | 505,063 | 550,423 | |||||||||
| Loans secured by nonfarm, nonresidential properties | 0.05 | % | 0.04 | % | -0.12 | % | ||||||
| Net (charge-offs) recoveries | $ | 1,418 | $ | 1,076 | $ | (3,231 | ) | |||||
| Average LHFI | 3,094,532 | 2,846,103 | 2,628,240 | |||||||||
| Other loans secured by real estate | -0.02 | % | — | 0.01 | % | |||||||
| Net (charge-offs) recoveries | $ | (117 | ) | $ | 20 | $ | 60 | |||||
| Average LHFI | 636,658 | 971,881 | 910,672 | |||||||||
| Other construction loans | 0.01 | % | 0.01 | % | 0.03 | % | ||||||
| Net (charge-offs) recoveries | $ | 69 | $ | 47 | $ | 208 | ||||||
| Average LHFI | 831,435 | 757,716 | 776,546 | |||||||||
| Loans secured by 1-4 family residential properties | — | — | 0.01 | % | ||||||||
| Net (charge-offs) recoveries | $ | 13 | $ | (49 | ) | $ | 160 | |||||
| Average LHFI | 1,881,006 | 1,328,220 | 1,230,319 | |||||||||
| Commercial and industrial loans | 0.02 | % | 0.03 | % | 0.01 | % | ||||||
| Net (charge-offs) recoveries | $ | 284 | $ | 336 | $ | 179 | ||||||
| Average LHFI | 1,603,499 | 1,331,537 | 1,388,180 | |||||||||
| Consumer loans | -0.35 | % | 0.02 | % | -0.13 | % | ||||||
| Net (charge-offs) recoveries | $ | (562 | ) | $ | 25 | $ | (215 | ) | ||||
| Average LHFI | 161,145 | 156,826 | 165,249 | |||||||||
| State and other political subdivision loans | — | — | — | |||||||||
| Net (charge-offs) recoveries | $ | — | $ | — | $ | — | ||||||
| Average LHFI | 1,159,939 | 1,098,190 | 943,281 | |||||||||
| Other commercial loans | -0.72 | % | 0.06 | % | — | |||||||
| Net (charge-offs) recoveries | $ | (3,451 | ) | $ | 274 | $ | 7 | |||||
| Average LHFI | 477,296 | 474,291 | 560,360 | |||||||||
| Total LHFI | -0.01 | % | 0.04 | % | -0.02 | % | ||||||
| Net (charge-offs) recoveries | $ | (920 | ) | $ | 3,650 | $ | (1,867 | ) | ||||
| Average LHFI | 11,042,573 | 10,021,093 | 9,643,306 |
The PCL, LHFI for 2022 totaled 0.19% of average loans (LHFS and LHFI), compared to -0.21% of average loans (LHFS and LHFI) in 2021 and 0.36% of average loans (LHFS and LHFI) in 2020. The PCL, LHFI for 2022 primarily reflected loan growth, specific reserves on individually analyzed loans, weakening of the macroeconomic forecasts and the nature and volume of the portfolio, partially offset by reserves released as a result of updates and adjustments to the qualitative factors.
56
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which is included on the accompanying consolidated balance sheets. Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. Trustmark calculates an expected funding rate each period which is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. Additionally, a reserve rate is applied to the unfunded commitment balance, which incorporates both quantitative and qualitative aspects of the current period’s expected credit loss rate. The reserve rate is loan pool specific and is applied to the unfunded amount to ensure loss factors, both quantitative and qualitative, are being considered on the unfunded portion of the loan pool, consistent with the methodology applied to the funded loan pools. See the section captioned “Lending Related” in Note 16 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for complete description of Trustmark’s ACL methodology on off-balance sheet credit exposures.
Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures. At December 31, 2022, the ACL on off-balance sheet credit exposures totaled $36.8 million compared to $35.6 million at December 31, 2021, an increase of $1.2 million, or 3.4%. The PCL, off-balance sheet credit exposures totaled $1.2 million for 2022, compared to a negative PCL, off-balance sheet credit exposures of $2.9 million for 2021 and a PCL, off-balance sheet credit exposures of $8.9 million for 2020. The PCL, off-balance sheet credit exposures for 2022 primarily reflected an increase in unfunded balances.
Nonperforming Assets, Excluding PPP Loans
The table below provides the components of the nonperforming assets, excluding PPP loans, by geographic market region at December 31, 2022 and 2021 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||||
| Nonaccrual LHFI | ||||||||
| Alabama | $ | 12,300 | $ | 8,182 | ||||
| Florida | 227 | 313 | ||||||
| Mississippi | 24,683 | 21,636 | ||||||
| Tennessee | 5,566 | 10,501 | ||||||
| Texas | 23,196 | 22,066 | ||||||
| Total nonaccrual LHFI | 65,972 | 62,698 | ||||||
| Other real estate | ||||||||
| Alabama | 194 | — | ||||||
| Mississippi | 1,769 | 4,557 | ||||||
| Tennessee | 23 | — | ||||||
| Total other real estate | 1,986 | 4,557 | ||||||
| Total nonperforming assets | $ | 67,958 | $ | 67,255 | ||||
| Nonperforming assets/total loans (LHFS and LHFI) and other real estate | 0.55 | % | 0.64 | % | ||||
| Loans Past Due 90 days or more | ||||||||
| LHFI | $ | 3,929 | $ | 2,114 | ||||
| LHFS - Guaranteed GNMA services loans (1) | $ | 49,320 | $ | 69,894 |
(1)
No obligation to repurchase.
For additional information regarding the Trustmark’s serviced GNMA loans eligible for repurchase, please see the section captioned “Loans Held for Sale (LHFS)” included in Note 1 – Significant Accounting Policies of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Nonaccrual LHFI
At December 31, 2022, nonaccrual LHFI totaled $66.0 million, or 0.53% of total LHFS and LHFI, reflecting an increase of $3.3 million, or 5.2%, relative to December 31, 2021. The increase in nonaccrual LHFI was primarily due to LHFI placed on nonaccrual status
57
partially offset by reductions, pay-offs and charge-offs of nonaccrual LHFI in the Mississippi, Alabama, Texas and Tennessee market regions.
For additional information regarding nonaccrual LHFI, see the section captioned “Nonaccrual and Past Due LHFI” in Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Other Real Estate
Other real estate at December 31, 2022 decreased $2.6 million, or 56.4%, when compared with December 31, 2021, principally due to properties sold in Trustmark’s Mississippi market region partially offset by properties foreclosed in the Mississippi market region.
The following tables illustrate changes in other real estate by geographic market region for the periods presented ($ in thousands):
| Year Ended December 31, 2022 | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | |||||||||||||||
| Balance at beginning of period | $ | 4,557 | $ | — | $ | — | $ | 4,557 | $ | — | |||||||||
| Additions | 1,533 | 151 | — | 1,359 | 23 | ||||||||||||||
| Disposals | (4,142 | ) | (48 | ) | — | (4,094 | ) | — | |||||||||||
| Write-downs | 38 | 91 | — | (53 | ) | — | |||||||||||||
| Balance at end of period | $ | 1,986 | $ | 194 | $ | — | $ | 1,769 | $ | 23 |
| Year Ended December 31, 2021 | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | ||||||||||||||||
| Balance at beginning of period | $ | 11,651 | $ | 3,271 | $ | — | $ | 8,330 | $ | 50 | ||||||||||
| Additions | 770 | — | — | 717 | 53 | |||||||||||||||
| Disposals | (6,932 | ) | (3,063 | ) | — | (3,741 | ) | (128 | ) | |||||||||||
| Write-downs | (932 | ) | (208 | ) | — | (749 | ) | 25 | ||||||||||||
| Balance at end of period | $ | 4,557 | $ | — | $ | — | $ | 4,557 | $ | — |
| Year Ended December 31, 2020 | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | ||||||||||||||||
| Balance at beginning of period | $ | 29,248 | $ | 8,133 | $ | 5,877 | $ | 14,919 | $ | 319 | ||||||||||
| Additions | 635 | 77 | — | 339 | 219 | |||||||||||||||
| Disposals | (16,446 | ) | (3,887 | ) | (5,861 | ) | (6,230 | ) | (468 | ) | ||||||||||
| Write-downs | (1,786 | ) | (1,052 | ) | (16 | ) | (698 | ) | (20 | ) | ||||||||||
| Balance at end of period | $ | 11,651 | $ | 3,271 | $ | — | $ | 8,330 | $ | 50 |
Write-downs of other real estate decreased $970 thousand during 2022 compared to a decrease of $854 thousand, or 47.8%, during 2021. The decrease in write-downs of other real estate during 2022 compared to 2021 was primarily due to reserves released as a result of properties sold in the Mississippi and Alabama market regions.
The following table illustrates other real estate by type of property at December 31, 2022 and 2021 ($ in thousands):
| December 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2022 | 2021 | ||||||
| 1-4 family residential properties | $ | 1,128 | $ | 94 | |||
| Nonfarm, nonresidential properties | 561 | 4,463 | |||||
| Other real estate properties | 297 | — | |||||
| Total other real estate | $ | 1,986 | $ | 4,557 |
Deposits
Trustmark’s deposits are its primary source of funding and consist primarily of core deposits from the communities Trustmark serves. Deposits include interest-bearing and noninterest-bearing demand accounts, savings, MMDA, certificates of deposit and individual retirement accounts. Total deposits were $14.438 billion at December 31, 2022 compared to $15.087 billion at December 31, 2021, a decrease of $649.5 million, or 4.3%, primarily reflecting a decrease in noninterest-bearing deposit accounts. During 2022, noninterest-bearing deposits decreased $677.3 million, or 14.2%, reflecting declines in all categories of noninterest-bearing deposit accounts. Interest-bearing deposits increased $27.8 million, or 0.3%, during 2022, primarily due to growth in consumer and commercial interest
58
checking accounts, consumer savings accounts and all categories of certificates of deposits, partially offset by declines in all categories of MMDA as well as public interest checking accounts.
The maturities of time deposits that exceed the FDIC insurance limit of $250 thousand at December 31, 2022 are as follows ($ in thousands):
| Three months or less | $ | 40,351 | |
|---|---|---|---|
| Over three months through six months | 45,031 | ||
| Over six months through twelve months | 103,370 | ||
| Over twelve months | 58,479 | ||
| Total time deposits in excess of FDIC insurance limit | $ | 247,231 |
Borrowings
Trustmark uses short-term borrowings, such as federal funds purchased, securities sold under repurchase agreements and short-term FHLB advances, to fund growth of earning assets in excess of deposit growth. See the section captioned “Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Federal funds purchased and repurchase agreements totaled $449.3 million at December 31, 2022 compared to $238.6 million at December 31, 2021, an increase of $210.8 million, or 88.3%. At December 31, 2022 and 2021, $66.3 million and $238.6 million, respectively, represented customer related transactions, such as commercial sweep repurchase balances. Trustmark had $383.0 million of upstream federal funds purchased at December 31, 2022, compared to none at December 31, 2021. The increase in the upstream federal funds purchased during 2022 was the result of changes in funding needs to support the strong loan growth.
Other borrowings totaled $1.051 billion at December 31, 2022, an increase of $959.9 million when compared with $91.0 million at December 31, 2021, primarily due to an increase in outstanding short-term FHLB advances with the FHLB of Dallas as a funding source for loan growth during 2022.
Benefit Plans
Defined Benefit Plans
As disclosed in Note 14 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a noncontributory tax-qualified defined benefit pension plan titled the Trustmark Corporation Pension Plan for Certain Employees of Acquired Financial Institutions (the Continuing Plan) to satisfy commitments made by Trustmark to associates covered through plans obtained in acquisitions.
At December 31, 2022, the fair value of the Continuing Plan’s assets totaled $2.9 million and was exceeded by the projected benefit obligation of $6.9 million by $4.0 million. Net periodic benefit cost equaled $410 thousand in 2022, compared to $1.1 million in 2021 and $786 thousand in 2020.
The fair value of plan assets is determined utilizing current market quotes, while the benefit obligation and periodic benefit costs are determined utilizing actuarial methodology with certain weighted-average assumptions. For 2022, 2021 and 2020, the process used to select the discount rate assumption under FASB ASC Topic 715, "Compensation-Retirement Benefits," takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. Assumptions, which have been chosen to represent the estimate of a particular event as required by GAAP, have been reviewed and approved by Management based on recommendations from its actuaries.
The range of potential contributions to the Continuing Plan is determined annually by the Continuing Plan’s actuary in accordance with applicable IRS rules and regulations. Trustmark’s policy is to fund amounts that are sufficient to satisfy the annual minimum funding requirements and do not exceed the maximum that is deductible for federal income tax purposes. The actual amount of the contribution is determined annually based on the Continuing Plan’s funded status and return on plan assets as of the measurement date, which is December 31. For the plan year ending December 31, 2022, Trustmark’s minimum required contribution to the Continuing Plan was $170 thousand; however, Trustmark contributed $332 thousand, $162 thousand in excess of the minimum required. For the plan year ending December 31, 2023, Trustmark’s minimum required contribution to the Continuing Plan is expected to be $195 thousand; however, Management and the Board of Directors of Trustmark will monitor the Continuing Plan throughout 2023 to determine any additional funding requirements by the plan’s measurement date.
59
Supplemental Retirement Plans
As disclosed in Note 14 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a nonqualified supplemental retirement plan covering key executive officers and senior officers as well as directors who have elected to defer fees. The plan provides for retirement and/or death benefits based on a participant’s covered salary or deferred fees. Although plan benefits may be paid from Trustmark’s general assets, Trustmark has purchased life insurance contracts on the participants covered under the plan, which may be used to fund future benefit payments under the plan. The measurement date for the plan is December 31. As a result of mergers prior to 2014, Trustmark became the administrator of small nonqualified supplemental retirement plans, for which the plan benefits were frozen prior to the merger dates.
At December 31, 2022, the accrued benefit obligation for the supplemental retirement plans equaled $43.2 million, while the net periodic benefit cost equaled $2.4 million in 2022, $2.5 million in 2021 and $2.8 million in 2020. The net periodic benefit cost and projected benefit obligation are determined using actuarial assumptions as of the plans’ measurement date. The process used to select the discount rate assumption under FASB ASC Topic 715 takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. At December 31, 2022, unrecognized actuarial losses and unrecognized prior service costs continue to be amortized over future service periods.
Legal Environment
Information required in this section is set forth under the heading “Legal Proceedings” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Arrangements
Information required in this section is set forth under the heading “Lending Related” of Note 16 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Capital Resources and Liquidity
At December 31, 2022, Trustmark’s total shareholders’ equity was $1.492 billion, a decrease of $249.0 million, or 14.3%, when compared to December 31, 2021. The decrease in shareholders’ equity during 2022 was primarily as a result of a decrease in the fair market value of available for sale securities, net of tax, of $172.1 million, common stock dividends of $56.7 million, unrealized net holding losses on securities transferred from available for sale to held to maturity, net of tax, of $64.5 million and common stock repurchases of $24.6 million, partially offset by net income of $71.9 million. Trustmark utilizes a capital model in order to provide Management with a monthly tool for analyzing changes in its strategic capital ratios. This allows Management to hold sufficient capital to provide for growth opportunities and protect the balance sheet against sudden adverse market conditions, while maintaining an attractive return on equity to shareholders.
Regulatory Capital
Trustmark and TNB are subject to minimum risk-based capital and leverage capital requirements, as described in the section captioned “Capital Adequacy” included in Part I. Item 1. – Business of this report, which are administered by the federal bank regulatory agencies. These capital requirements, as defined by federal regulations, involve quantitative and qualitative measures of assets, liabilities and certain off-balance sheet instruments. Trustmark’s and TNB’s minimum risk-based capital requirements include a capital conservation buffer of 2.500% at December 31, 2022 and 2021. AOCI is not included in computing regulatory capital. Trustmark has elected the five-year phase-in transition period (through December 31, 2024) related to adopting FASB ASU 2016-13 for regulatory capital purposes. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the financial statements of Trustmark and TNB and limit Trustmark’s and TNB’s ability to pay dividends. At December 31, 2022, Trustmark and TNB exceeded all applicable minimum capital standards. In addition, Trustmark and TNB met applicable regulatory guidelines to be considered well-capitalized at December 31, 2022. To be categorized in this manner, Trustmark and TNB maintained minimum common equity Tier 1 risk-based capital, Tier 1 risk-based capital, total risk-based capital and Tier 1 leverage ratios, and were not subject to any written agreement, order or capital directive, or prompt corrective action directive issued by their primary federal regulators to meet and maintain a specific capital level for any capital measures. There are no significant conditions or events that have occurred since December 31, 2022, which Management believes have affected Trustmark’s or TNB’s present classification.
During the fourth quarter of 2020, Trustmark enhanced its capital structure with the issuance of $125.0 million of subordinated notes. The subordinated notes were sold at an underwriting discount of 1.2%, resulting in net proceeds to Trustmark of $123.5 million before deducting offering expenses. At December 31, 2022 and 2021, the carrying amount of the subordinated notes was $123.3 million and
60
$123.0 million, respectively. The subordinated notes mature December 1, 2030 and are redeemable at Trustmark’s option under certain circumstances. For regulatory capital purposes, the subordinated notes qualified as Tier 2 capital for Trustmark at December 31, 2022 and 2021. Trustmark may utilize the full carrying value of the subordinated notes as Tier 2 capital until December 1, 2025 (five years prior to maturity). Beginning December 1, 2025, the subordinated notes will phase out of Tier 2 capital 20.0% each year until maturity.
In 2006, Trustmark enhanced its capital structure with the issuance of trust preferred securities. For regulatory capital purposes, the trust preferred securities qualified as Tier 1 capital at December 31, 2022 and 2021. Trustmark intends to continue to utilize $60.0 million in trust preferred securities issued by the Trust as Tier 1 capital up to the regulatory limit, as permitted by the grandfather provision in the Dodd-Frank Act and the Basel III Final Rule.
Refer to the section captioned “Regulatory Capital” included in Note 17 – Shareholders’ Equity in Part II. Item 8. – Financial Statements and Supplementary Data of this report for an illustration of Trustmark’s and TNB’s actual regulatory capital amounts and ratios under regulatory capital standards in effect at December 31, 2022 and 2021.
Dividends on Common Stock
Dividends per common share for each of the years ended December 31, 2022, 2021 and 2020 were $0.92. Trustmark’s dividend payout ratio for 2022, 2021 and 2020 was 78.63%, 39.15%, and 36.51%, respectively. The increase in the dividend payout ratio for 2022 was principally due to the $100.8 million of litigation settlement expense recorded during the fourth quarter of 2022. Since Trustmark is a holding company and does not conduct operations, its primary source of liquidity are dividends paid from TNB and borrowings from outside sources. Approval by TNB’s regulators is required if the total of all dividends declared in any calendar year exceeds the total of its net income for that year combined with its retained net income of the preceding two years. In 2023, TNB will have available approximately $96.9 million plus its net income for that year to pay as dividends to Trustmark. The actual amount of any dividends declared in 2023 by Trustmark will be determined by Trustmark’s Board of Directors. Trustmark’s Board of Directors declared a quarterly cash dividend of $0.23 per share payable of March 15, 2023, to shareholders of record on March 1, 2023.
Stock Repurchase Plan
From time to time, Trustmark’s Board of Directors has authorized stock repurchase plans. In general, stock repurchase plans allow Trustmark to proactively manage its capital position and return excess capital to shareholders. Shares purchased also provide Trustmark with shares of common stock necessary to satisfy obligations related to stock compensation awards. Under the stock repurchase plan effective April 1, 2019 through March 30, 2020, Trustmark repurchased approximately 1.5 million shares its common stock valued at $47.2 million. Under the stock repurchase plan effective April 1, 2020 through December 31, 2021, Trustmark repurchased approximately 1.9 million shares of its common stock valued at $61.8 million. Under the stock repurchase plan effective January 1, 2022 through December 31, 2022, Trustmark repurchased approximately 789 thousand shares of its common stock valued at $24.6 million. On December 6, 2022, the Board of Directors of Trustmark authorized a new stock repurchase program, effective January 1, 2023, under which $50.0 million of Trustmark’s outstanding common stock may be acquired through December 31, 2023. The repurchase program, which is subject to market conditions and management discretion, will be implemented through open market repurchases or privately negotiated transactions. No shares have been repurchased under this stock repurchase program.
Liquidity
Liquidity is the ability to ensure that sufficient cash flow and liquid assets are available to satisfy current and future financial obligations, including demand for loans and deposit withdrawals, funding operating costs and other corporate purposes. Consistent cash flows from operations and adequate capital provide internally generated liquidity. Furthermore, Management maintains funding capacity from a variety of external sources to meet daily funding needs, such as those required to meet deposit withdrawals, loan disbursements and security settlements. Liquidity strategy also includes the use of wholesale funding sources to provide for the seasonal fluctuations of deposit and loan demand and the cyclical fluctuations of the economy that impact the availability of funds. Management keeps excess funding capacity available to meet potential demands associated with adverse circumstances.
The asset side of the balance sheet provides liquidity primarily through maturities and cash flows from loans and securities as well as the ability to sell certain loans and securities while the liability portion of the balance sheet provides liquidity primarily through noninterest and interest-bearing deposits. Trustmark utilizes federal funds purchased, FHLB advances, securities sold under repurchase agreements as well as the Discount Window and, on a limited basis as discussed below, brokered deposits to provide additional liquidity. Access to these additional sources represents Trustmark’s incremental borrowing capacity.
Trustmark’s liquidity position is continuously monitored and adjustments are made to manage the balance as deemed appropriate. Liquidity risk management is an important element to Trustmark’s asset/liability management process. Trustmark regularly models liquidity stress scenarios to assess potential liquidity outflows or funding problems resulting from economic disruptions or other
61
significant occurrences as deemed appropriate by Management. These scenarios are incorporated into Trustmark’s contingency funding plan, which provides the basis for the identification of its liquidity needs.
Deposit accounts represent Trustmark’s largest funding source. Average deposits totaled to $14.772 billion for 2022 and represented approximately 84.5% of average liabilities and shareholders’ equity, compared to average deposits of $14.538 billion, which represented 85.2% of average liabilities and shareholders’ equity for 2021.
Trustmark had $434.0 million held in an interest-bearing account at the FRBA at December 31, 2022, compared to $2.064 billion at December 31, 2021. The decrease in Trustmark's balance held at the FRBA was principally due to Trustmark's deployment of its excess cash to purchase investment securities and fund loan growth.
Trustmark utilizes a limited amount of brokered deposits to supplement other wholesale funding sources. At December 31, 2022, brokered sweep MMDA deposits totaled $15.1 million compared to $29.6 million at December 31, 2021.
At December 31, 2022, Trustmark had $383.0 million of upstream federal funds purchased compared to no upstream federal funds purchased at December 31, 2021. Trustmark maintains adequate federal funds lines to provide sufficient short-term liquidity.
Trustmark maintains a relationship with the FHLB of Dallas, which provided $975.0 million of outstanding short-term advances and no long-term advances at December 31, 2022, compared to no short-term or long-term FHLB advances outstanding at December 31, 2021. Trustmark had no letters of credit outstanding with the FHLB of Dallas at December 31, 2022, and 2021. Under the existing borrowing agreement, Trustmark had sufficient qualifying collateral to increase FHLB advances with the FHLB of Dallas by $3.034 billion at December 31, 2022.
In addition, at December 31, 2022, Trustmark had no short-term and $78 thousand in long-term FHLB advances outstanding with the FHLB of Atlanta, which were acquired in the BancTrust merger, compared to no short-term and $97 thousand in long-term FHLB advances outstanding at December 31, 2021. Trustmark has non-member status and thus no additional borrowing capacity with the FHLB of Atlanta.
Additionally, Trustmark has the ability to leverage its unencumbered investment securities as collateral. At December 31, 2022, Trustmark had approximately $797.0 million available in unencumbered Treasury and agency securities compared to $751.0 million at December 31, 2021.
Another borrowing source is the Discount Window. At December 31, 2022, Trustmark had approximately $1.345 billion available in collateral capacity at the Discount Window primarily from pledges of commercial and industrial LHFI, compared with $876.8 million at December 31, 2021.
Additionally, on March 15, 2020, in response to the COVID-19 pandemic, the FRB reduced reserve requirements for insured depository institutions to zero percent, which increased TNB’s available liquidity.
During the fourth quarter of 2020, Trustmark agreed to issue and sell $125.0 million aggregate principal amount of its 3.625% fixed-to-floating rate subordinated notes. The subordinated notes were sold at an underwriting discount of 1.2%, resulting in net proceeds to Trustmark of $123.5 million before deducting offering expenses. At December 31, 2022 and 2021, the carrying amount of the subordinated notes was $123.3 million and $123.0 million, respectively. The subordinated notes mature December 1, 2030 and are redeemable at Trustmark’s option under certain circumstances. The subordinated notes are unsecured obligations and are subordinated in right of payment to all of Trustmark’s existing and future senior indebtedness, whether secured or unsecured. The subordinated notes are obligations of Trustmark only and are not obligations of, and are not guaranteed by, any of its subsidiaries, including TNB. Trustmark intends to use the net proceeds for general corporate purposes.
During 2006, Trustmark completed a private placement of $60.0 million of trust preferred securities through a newly formed Delaware trust affiliate, the Trust. The trust preferred securities mature September 30, 2036 and are redeemable at Trustmark’s option. The proceeds from the sale of the trust preferred securities were used by the Trust to purchase $61.9 million in aggregate principal amount of Trustmark’s junior subordinated debentures.
The Board of Directors of Trustmark currently has the authority to issue up to 20.0 million preferred shares with no par value. The ability to issue preferred shares in the future will provide Trustmark with additional financial and management flexibility for general corporate and acquisition purposes. At December 31, 2022, Trustmark had no shares of preferred stock issued and outstanding.
Management believes that Trustmark has sufficient liquidity and capital resources to meet presently known cash flow requirements arising from ongoing business transactions. As of December 31, 2022, Management is not aware of any events that are reasonably
62
likely to have a material adverse effect on our liquidity, capital resources or operations. In addition, Management is not aware of any regulatory recommendations regarding liquidity that would have a material adverse effect on Trustmark.
In the ordinary course of business, Trustmark has entered into contractual obligation and have made other commitments to make future payments. Please refer to the accompanying notes to the consolidated financial statements included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for the expected timing of such payments as of December 31, 2022. These include payments related to (i) short-term and long-term borrowings (Note 11 – Borrowings), (ii) operating and finance leases (Note 9 – Leases), (iii) time deposits with stated maturity dates (Note 10 – Deposits) and (iv) commitments to extend credit and standby letters of credit (Note 16 – Commitments and Contingencies).
Asset/Liability Management
Overview
Market risk reflects the potential risk of loss arising from adverse changes in interest rates and market prices. Trustmark has risk management policies to monitor and limit exposure to market risk. Trustmark’s primary market risk is interest rate risk created by core banking activities. Interest rate risk is the potential variability of the income generated by Trustmark’s financial products or services, which results from changes in various market interest rates. Market rate changes may take the form of absolute shifts, variances in the relationships between different rates and changes in the shape or slope of the interest rate term structure.
On March 5, 2021, the United Kingdom’s Financial Conduct Authority, which regulates LIBOR, confirmed that the publication of most LIBOR term rates will end on June 20, 2023 (excluding one-week U.S. LIBOR and two-month U.S. LIBOR, the publication of which ended on December 31, 2021). Additionally, on March 15, 2022. the Adjustable Interest Rate (LIBOR) Act was signed into law as part of the Consolidated Appropriations Act, 2022. The Adjustable Interest Rate (LIBOR) Act establishes a nationwide process for replacing LIBOR in financial contracts that mature after the cessation of the overnight, one-, three-, six- and 12-month U.S. LIBOR tenors on June 30, 2023 and that do not provide for an effective means to replace LIBOR upon its cessation. For contracts in which a party has the discretion to identify a replacement rate, the Adjustable Interest Rate (LIBOR) Act also provides a safe harbor to parties if they choose the SOFR-based benchmark replacement rate to be identified by the FRB. Trustmark has a significant number of loans, derivative contracts, borrowings and other financial instruments with attributes that are either directly or indirectly dependent on LIBOR. The transition from LIBOR could create considerable costs and additional risk. Trustmark cannot predict what the ultimate impact of the transition from LIBOR will be; however, failure to adequately manage the transition could have a material adverse effect on Trustmark’s business, financial condition and results of operations. For additional information regarding the transition from LIBOR and Trustmark’s management of this transition, please see the respective risk factor included in Part I. Item 1A. – Risk Factors of this report.
Management continually develops and applies cost-effective strategies to manage these risks. Management’s Asset/Liability Committee sets the day-to-day operating guidelines, approves strategies affecting net interest income and coordinates activities within policy limits established by the Board of Directors of Trustmark. A key objective of the asset/liability management program is to quantify, monitor and manage interest rate risk and to assist Management in maintaining stability in the net interest margin under varying interest rate environments.
Derivatives
Trustmark uses financial derivatives for management of interest rate risk. Management’s Asset/Liability Committee, in its oversight role for the management of interest rate risk, approves the use of derivatives in balance sheet hedging strategies. The most common derivatives employed by Trustmark are interest rate lock commitments, forward contracts (both futures contracts and options on futures contracts), interest rate swaps, interest rate caps and interest rate floors. As a general matter, the values of these instruments are designed to be inversely related to the values of the assets that they hedge (i.e., if the value of the hedged asset falls, the value of the related hedge rises). In addition, Trustmark has entered into derivatives contracts as counterparty to one or more customers in connection with loans extended to those customers. These transactions are designed to hedge interest rate, currency or other exposures of the customers and are not entered into by Trustmark for speculative purposes. Increased federal regulation of the derivatives markets may increase the cost to Trustmark to administer derivatives programs.
Derivatives Designated as Hedging Instruments
During the third quarter of 2022, Trustmark initiated a cash flow hedging program. Trustmark's objectives in initiating this hedging program are to add stability to interest income and to manage its exposure to interest rate movements. Interest rate swaps designated as cash flow hedges involve the receipt of fixed-rate amounts from a counterparty in exchange for Trustmark making variable-rate payments over the life of the agreements without exchange of the underlying notional amount. Trustmark uses such derivatives to hedge
63
the variable cash flows associated with existing and anticipated variable-rate loan assets. At December 31, 2022, the aggregate notional value of Trustmark's interest rate swaps designated as cash flow hedges totaled $825.0 million.
Trustmark records any gains or losses on these cash flow hedges in AOCI. As interest payments are received on Trustmark's variable-rate assets, amounts reported in AOCI are reclassified into interest and fees on LHFS and LHFI in the accompanying consolidated statements of income during the same period. For the year ended December 31, 2022, Trustmark reclassified a loss, net of tax, of $345 thousand into interest and fees on LHFS and LHFI. During the next twelve months, Trustmark estimates that $13.7 million will be reclassified as a reduction to interest and fees on LHFS and LHFI. This amount could differ due to changes in interest rates, hedge de-designations or the addition of other hedges.
Derivatives Not Designated as Hedging Instruments
As part of Trustmark’s risk management strategy in the mortgage banking business, various derivative instruments such as interest rate lock commitments and forward sales contracts are utilized. Rate lock commitments are residential mortgage loan commitments with customers, which guarantee a specified interest rate for a specified period of time. Trustmark’s obligations under forward contracts consist of commitments to deliver mortgage loans, originated and/or purchased, in the secondary market at a future date. The gross notional amount of Trustmark’s off-balance sheet obligations under these derivative instruments totaled $165.4 million at December 31, 2022, with a positive valuation adjustment of $325 thousand, compared to $378.6 million, with a positive valuation adjustment of $1.8 million at December 31, 2021.
Trustmark utilizes a portfolio of exchange-traded derivative instruments, such as Treasury note futures contracts and option contracts, to achieve a fair value return that economically hedges changes in fair value of the MSR attributable to interest rates. These transactions are considered freestanding derivatives that do not otherwise qualify for hedge accounting under GAAP. The total notional amount of these derivative instruments was $277.0 million at December 31, 2022 compared to $409.5 million at December 31, 2021. These exchange-traded derivative instruments are accounted for at fair value with changes in the fair value recorded as noninterest income in mortgage banking, net and are offset by the changes in the fair value of the MSR. The MSR fair value represents the present value of future cash flows, which among other things includes decay and the effect of changes in interest rates. Ineffectiveness of hedging the MSR fair value is measured by comparing the change in value of hedge instruments to the change in the fair value of the MSR asset attributable to changes in interest rates and other market driven changes in valuation inputs and assumptions. The impact of this strategy resulted in a net negative ineffectiveness of $4.1 million for the year ended December 31, 2022, compared to a net positive ineffectiveness of $2.5 million for the year ended December 31, 2021 and a net positive ineffectiveness of $7.8 million for the year ended December 31, 2020.
Trustmark offers certain interest rate derivatives products directly to qualified commercial lending clients seeking to manage their interest rate risk under loans they have entered into with TNB. Trustmark economically hedges interest rate swap transactions executed with commercial lending clients by entering into offsetting interest rate swap transactions with institutional derivatives market participants. Derivatives transactions executed as part of this program are not designated as qualifying hedging relationships under GAAP and are, therefore, carried on Trustmark’s financial statements at fair value with the change in fair value recorded as noninterest income in bank card and other fees. Because these derivatives have mirror-image contractual terms, in addition to collateral provisions which mitigate the impact of non-performance risk, the changes in fair value are expected to substantially offset. The Chicago Mercantile Exchange rules legally characterize variation margin collateral payments made or received for centrally cleared interest rate swaps as settlements rather than collateral. As a result, centrally cleared interest rate swaps included in other assets and other liabilities are presented on a net basis in the accompanying consolidated balance sheets. At December 31, 2022, Trustmark had interest rate swaps with an aggregate notional amount of $1.391 billion related to this program, compared to $1.225 billion at December 31, 2021.
Credit-Risk-Related Contingent Features
Trustmark has agreements with its financial institution counterparties that contain provisions where if Trustmark defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then Trustmark could also be deemed to be in default on its derivatives obligations.
At December 31, 2022, there was no termination value of interest rate swaps in a liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements compared to $655 thousand at December 31, 2021. At December 31, 2022 and 2021, Trustmark had posted collateral of $740 thousand and $850 thousand, respectively, against its obligations because of negotiated thresholds and minimum transfer amounts under these agreements. If Trustmark had breached any of these triggering provisions at December 31, 2022, it could have been required to settle its obligations under the agreements at the termination value (which is expected to approximate fair market value).
64
Credit risk participation agreements arise when Trustmark contracts with other financial institutions, as a guarantor or beneficiary, to share credit risk associated with certain interest rate swaps. These agreements provide for reimbursement of losses resulting from a third-party default on the underlying swap. At December 31, 2022, Trustmark had entered into five risk participation agreements as a beneficiary with and aggregate notional amount of $50.2 million compared to six risk participation agreements as a beneficiary with an aggregate notional amount of $52.0 million at December 31, 2021. At December 31, 2022, Trustmark had entered into twenty-nine risk participation agreements as a guarantor with an aggregate notional amount of $235.8 million, compared to twenty-four risk participation agreements as a guarantor with an aggregate notional amount of $173.5 million at December 31, 2021. The aggregate fair values of these risk participation agreements were immaterial at December 31, 2022 and 2021.
Trustmark’s participation in the derivatives markets is subject to increased federal regulation of these markets. Trustmark believes that it may continue to use financial derivatives to manage interest rate risk and also to offer derivatives products to certain qualified commercial lending clients in compliance with the Volcker Rule. However, the increased federal regulation of the derivatives markets has increased the cost to Trustmark of administering its derivatives programs. Some of these costs (particularly compliance costs related to the Volcker Rule and other federal regulations) are expected to recur in the future.
FY 2021 10-K MD&A
SEC filing source: 0000950170-22-001425.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following provides a narrative discussion and analysis of Trustmark’s financial condition and results of operations. This discussion should be read in conjunction with the consolidated financial statements and the supplemental financial data included in Part II. Item 8. – Financial Statements and Supplementary Data of this report. Discussion and analysis of Trustmark’s financial condition and results of operations for the years ended December 31, 2020 and 2019 are included in the respective sections within Part II. Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of Trustmark’s Annual Report filed on Form 10-K for the year ended December 31, 2020.
COVID-19 Update
Trustmark has been proactive in responding to the COVID-19 pandemic, taking comprehensive action to support customers, associates and the communities it serves. Trustmark activated its Pandemic Preparedness Plan in March 2020 to protect the health and safety of its employees and customers, and continues to take additional precautions as recommended by the Centers for Disease Control and Prevention (CDC) and mandated by government ordinances. Trustmark remains committed to serving its customers through its branches, actively promoting digital touchpoints including its ATM and ITM network and robust digital and mobile banking options. To date, Trustmark has not incurred any significant disruptions to its business activities.
Exposure to Stressed Industries
The full impact of COVID-19 is unknown and continues to evolve rapidly. It has caused substantial disruption in international and domestic economies, markets and employment. The pandemic has had and may continue to have a significant adverse impact on certain industries Trustmark serves. The following provides a summary of Trustmark’s exposure to COVID-19 impacted industries within the LHFI portfolio at December 31, 2021:
•
Restaurants: Aggregate outstanding balance of $100.0 million, credit exposure of $115.0 million, 296 total loans, represents 1.0% of Trustmark’s outstanding LHFI portfolio, 88.0% of the loans are real estate secured, 38.0% are full-service restaurants, 59.0% are limited-service restaurants and 3.0% are other.
•
Hotels: Aggregate outstanding balance of $358.0 million, credit exposure of $369.0 million, 86 total loans, represents 3.5% of Trustmark’s outstanding LHFI portfolio, 99.0% of the loans are real estate secured, consists of experienced operators and carry secondary guarantor support, 95.0% operate under a major hotel chain.
•
Retail (Commercial Real Estate): Aggregate outstanding balance of $415.0 million, credit exposure of $508.0 million, 298 total loans, represents 4.1% of Trustmark’s outstanding LHFI portfolio, 23.0% are stand-alone buildings with strong essential
32
services tenants, 2.0% are national grocery store-anchored, 19.0% are investment grade anchored centers, mall exposure in only one borrower with $4.0 million outstanding.
•
Energy: Aggregate outstanding balance of $112.1 million, credit exposure of $321.9 million, 112 total loans, represents 1.1% of Trustmark’s outstanding LHFI portfolio, no loans where repayment or underlying security ties to realization of value from energy reserves.
•
Higher Risk Commercial and Industrial: Aggregate outstanding balance of $10.0 million, credit exposure of $13.5 million, one borrower.
Because of the significant uncertainties related to the ultimate duration of the COVID-19 pandemic and its potential effects on clients and prospects, and on the global, national and local economy as a whole, there can be no assurances as to how the crisis may ultimately affect Trustmark’s loan portfolio.
Loan Concessions
On March 22, 2020, the federal banking agencies issued an “Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus”. This guidance encouraged financial institutions to work prudently with borrowers that may be unable to meet their contractual obligations because of the effects of COVID-19. The guidance went on to explain that, in consultation with the FASB staff, that the federal banking agencies conclude that short-term modifications (e.g., six months) made on a good faith basis to borrowers that were current as of the implementation date of a relief program are not TDRs. On March 27, 2020, the CARES Act, a stimulus package intended to provide relief to businesses and consumers in the United States struggling as a result of the pandemic, was signed into law. Section 4013 of the CARES Act also addressed COVID-19 related modifications and specified that COVID-19 related modifications on loans that were current at December 31, 2019 are not TDRs. On April 7, 2020, the federal banking agencies revised its earlier guidance to clarify the interaction between the March 22, 2020 interagency statement and section 4013 of the CARES Act, as well as the agencies’ views on consumer protection considerations. The Consolidated Appropriations Act, 2021, enacted on December 27, 2020, amended section 4013 of the CARES Act to provide an extension of the period in which TDR relief was available to financial institutions. At December 31, 2021, the balance of loans remaining under some type of COVID-19 related concession totaled $1.1 million compared to $34.2 million at December 31, 2020. Commercial concessions were primarily either interest only for 90 days or full payment deferrals for 90 days. Consumer concessions were 90-day full payment deferrals.
Paycheck Protection Program
A provision in the CARES Act included initial funds for the creation of the PPP through the SBA and Treasury Department. The PPP was intended to provide loans to small businesses, sole proprietorships, independent contractors and self-employed individuals to pay their employees, rent, mortgage interest and utilities. PPP loans are forgivable, in whole or in part, if the proceeds were used for payroll and other permitted purposes in accordance with the requirements of the PPP. The loans are 100% guaranteed by the SBA. The SBA and Treasury Department released a series of rules, guidance documents and processes governing the PPP, including a streamlined process for loan forgiveness of PPP loans of $150 thousand or less. The Consolidated Appropriations Act, 2021 extended some of the relief provisions in certain respects of the CARES Act, and appropriated additional funds to the PPP and permitted certain PPP borrowers to make “second draw” loans. Subsequently, the American Rescue Plan Act of 2021, enacted on March 11, 2021, expanded the eligibility criteria for both first and second draw PPP loans and revised the exclusions from payroll costs for purposes of loan forgiveness. The PPP Extension Act of 2021, enacted on March 30, 2021, extended the PPP through May 31, 2021.
From April to August 2020, Trustmark originated PPP loans for qualified small businesses and other borrowers. Trustmark resumed submitting PPP applications to the SBA on behalf of qualified small businesses and other borrowers under the CARES Act, amended by the Consolidated Appropriations Act, 2021, in January 2021. Trustmark originated 5,727 PPP loans totaling $376.2 million ($354.5 million net of $21.7 million of deferred fees and costs) during 2021, compared to 9,691 PPP loans originated in 2020 totaling $970.0 million ($944.3 million net of $25.7 million of deferred fees and costs).
On June 30, 2021, Trustmark announced the sale of approximately $354.2 million of its outstanding PPP loans, substantially all PPP loans originated in 2021, to The Loan Source, Inc. (Loan Source), a firm with significant expertise in PPP loans. As a result of this transaction, Loan Source assumed responsibility for the servicing and forgiveness process for the loans it acquired from Trustmark. This transaction allowed Trustmark to focus on more traditional lending efforts and increase its ability to provide customers with financial services in an improving economic environment. Trustmark accelerated the recognition of unamortized PPP loan origination fees, net of costs, of approximately $18.6 million in the second quarter of 2021 due to the sale. This revenue was substantially the same as Trustmark would expect to recognize upon maturity or forgiveness of the PPP loans sold in this transaction, and thus this transaction served to accelerate revenue anticipated in future periods and recognize it during the second quarter of 2021.
33
At December 31, 2021, Trustmark had 109 PPP loans outstanding totaling $33.8 million ($33.3 million net of $500 thousand of deferred fees and costs), compared to 7,398 PPP loans outstanding totaling $623.0 million ($610.1 million net of $12.9 million of deferred fees and costs) at December 31, 2020. In addition to the loans sold, PPP loans totaling $605.5 million were forgiven by the SBA during 2021, compared to $346.9 million forgiven by the SBA during the fourth quarter of 2020.
Due to the amount and nature of the PPP loans, these loans are not included in Trustmark’s LHFI portfolio and are presented separately in the accompanying consolidated balance sheets. Trustmark cannot predict the amount of PPP loans that will be forgiven in whole or in part by the SBA, nor can it predict the magnitude and timing of the impact the PPP loans and related fees will have on Trustmark’s net interest margin.
Executive Overview
Trustmark has been committed to meeting the banking and financial needs of its customers and communities for over 130 years and remains focuses on providing support, advice and solutions to its customers' unique needs. Trustmark's financial performance during 2021 reflected continued balance sheet growth, with growth in LHFI of $423.3 million, or 4.3%, and deposits of $1.038 billion, or 7.4%, as well as strong credit quality and disciplined expense management. Trustmark remains focused on expanding customer relationships, which was reflected in the solid performance of its banking, insurance and wealth management businesses. Mortgage banking revenue remained strong during 2021 following record setting levels in the prior year.
During the third quarter of 2021, Trustmark completed a voluntary early retirement program, resulting in non-routine expenses of $5.7 million (salaries and employee benefits expense of $5.6 million and other miscellaneous expense of $89 thousand). In addition, during the third quarter of 2021, Trustmark entered into a settlement with regulatory authorities to resolve fair lending allegations in the Memphis metropolitan statistical area (MSA). As previously disclosed, Trustmark incurred a one-time settlement expense of $5.0 million and made other commitments to enhance credit opportunities to residents of majority-Black and Hispanic neighborhoods in the Memphis MSA.
Trustmark is committed to managing the franchise for the long term, supporting investments to promote profitable revenue growth, realigning delivery channels to support changing customer preferences as well as reengineering and efficiency opportunities to enhance long-term shareholder value. Trustmark’s capital position remained solid, reflecting the consistent profitability of its diversified financial services businesses. The Board of Directors of Trustmark declared a quarterly cash dividend of $0.23 per share. The dividend is payable March 15, 2022, to shareholders of record on March 1, 2022.
Financial Highlights
Trustmark reported net income of $26.2 million, or basic and diluted earnings per share (EPS) of $0.42, for the fourth quarter of 2021, compared to $51.2 million, or basic and diluted EPS of $0.81, in the fourth quarter of 2020. Trustmark’s reported performance during the quarter ended December 31, 2021, produced a return on average tangible equity of 7.72%, a return on average assets of 0.60%, an average equity to average assets ratio of 10.12% and a dividend payout ratio of 54.76%, compared to a return on average tangible equity of 15.47%, a return on average assets of 1.28%, an average equity to average assets ratio of 10.82% and a dividend payout ratio of 28.40% during the quarter ended December 31, 2020.
Revenue, which is defined as net interest income plus noninterest income, totaled $149.1 million for the quarter ended December 31, 2021 compared to $177.5 million for the quarter ended December 31, 2020, a decrease of $28.4 million, or 16.0%. The decrease in total revenue for the fourth quarter of 2021 compared to the same time period in 2020 was principally due to declines in mortgage banking, net and interest and fees on PPP loans.
Net interest income for the fourth quarter of 2021 totaled $98.3 million, a decrease of $13.1 million, or 11.7%, when compared to the fourth quarter of 2020, principally due to a decline in interest and fees on PPP loans of $14.5 million, or 97.3%, as a result of PPP loans that have been forgiven by the SBA. Noninterest income for the fourth quarter of 2021 totaled $50.8 million, a decrease of $15.4 million, or 23.2%, when compared to the fourth quarter of 2020, principally due to a decrease in mortgage banking, net of $16.5 million, or 58.8%. The decrease in mortgage banking, net for the fourth quarter of 2021 was principally due to a decrease in gain on sales of loans, net partially offset by an increase in the net hedge ineffectiveness. Noninterest expense for the fourth quarter of 2021 totaled $119.5 million, a decrease of $425 thousand, or 0.4%, when compared to the fourth quarter of 2020, principally due to declines in salaries and employee benefits of $1.4 million, or 2.0%, primarily as a result of declines in performance incentives and COVID-related salary expense, and other expense of $1.3 million, or 8.3%, primarily attributed to decreases in other miscellaneous expenses and loan expenses, which were largely offset by increases in other real estate expense, net of $1.1 million and services and fees of $577 thousand, or 2.6%. The increase in other real estate expense, net was principally due to a net loss on sale of other real estate during the fourth quarter of 2021 compared to a net gain on sale of other real estate during the fourth quarter of 2020, partially offset by a decrease in other real estate write-downs. The increase in services and fees when the fourth quarter of 2021 is compared to the fourth quarter of 2020 was
34
principally due to increases in data processing charges related to software and advertising expenses partially offset by a decline in outside services and fees.
Trustmark’s PCL, LHFI for the three months ended December 31, 2021 totaled a negative $4.5 million compared to a negative $4.4 million for the three months ended December 31, 2020, a decrease of $102 thousand, or 2.3%. The PCL, off-balance sheet credit exposures totaled $2.9 million for the three months ended December 31, 2021 compared to a negative $1.1 million for the three months ended December 31, 2020, an increase of $4.0 million. The increase in the PCL, off-balance sheet credit exposures for the fourth quarter of 2021 was primarily due to an increase in the balance of unfunded commitments to extend credit. Please see the section captioned “Provision for Credit Losses,” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
For the year ended December 31, 2021, Trustmark reported net income of $147.4 million, or basic and diluted EPS of $2.35 and $2.34, respectively, compared to $160.0 million, or basic and diluted EPS of $2.52 and $2.51, respectively, for the year ended December 31, 2020 and $150.5 million, or basic and diluted EPS of $2.33 and $2.32, respectively, for the year ended December 31, 2019. Trustmark’s reported performance for the year ended December 31, 2021, produced a return on average tangible equity of 10.81%, a return on average assets of 0.86% and a dividend payout ratio of 39.15%, compared to a return on average tangible equity of 12.58%, a return on average assets of 1.05% and a dividend payout ratio of 36.51% for the year ended December 31, 2020 and a return on average tangible equity of 12.45%, a return on average assets of 1.11% and a dividend payout ratio of 39.48% for the year ended December 31, 2019. Trustmark’s average equity to average assets ratio was 10.38%, 11.05% and 12.02% for the years ended December 31, 2021, 2020 and 2019, respectively.
Revenue totaled $640.3 million for the year ended December 31, 2021, compared to $701.1 million and $613.6 million for the years ended December 31, 2020 and 2019, respectively, a decrease of $60.9 million, or 8.7%, and an increase of $87.5 million, or 14.3%, respectively. The decrease in total revenue for 2021 compared to 2020 was principally due to a decline in gain on sales of loans, net of $54.9 million, or 49.5%, included in mortgage banking, net. See the section captioned “Noninterest Income” for additional information on the change in mortgage banking, net.
Net interest income for the year ended December 31, 2021 totaled $418.4 million, a decrease of $8.2 million, or 1.9%, when compared to the year ended December 31, 2020, principally due to declines in interest and fees on LHFS and LHFI and interest on securities, partially offset by a decline in interest expense on deposits and an increase in interest and fees on PPP loans. Interest and fees on LHFS and LHFI declined $27.0 million, or 6.9%, and interest on securities declined $10.1 million, or 20.4%, when 2021 is compared to 2020 as a result of lower interest rates. Interest expense on deposits declined $20.5 million, or 54.8%, when 2021 is compared to 2020 principally due to declines in interest rates on interest checking and money market deposit accounts as well as declines in average balances and interest rates on certificates of deposits. Interest and fees on PPP loans increased $10.1 million, or 37.8%, when 2021 is compared to 2020 principally due to the accelerated recognition of the unamortized loan fees on the PPP loans sold during the second quarter of 2021 partially offset by PPP loans that were forgiven by the SBA.
Noninterest income totaled $221.9 million for 2021, a decrease of $52.7 million, or 19.2%, when compared to 2020, principally due to a decrease in mortgage banking, net partially offset by increases in bank card and other fees, wealth management income and insurance commissions. Mortgage banking, net decreased $62.1 million, or 49.3%, when 2021 is compared to 2020, principally due to decreases in gain on sales of loans, net and the net hedge ineffectiveness as well as an increase in the MSR run-off. Bank card and other fees increased $3.6 million, or 11.7%, when 2021 is compared to 2020 principally due to an increase in interchange income. Wealth management income increased $3.6 million, or 11.3%, when 2021 is compared to 2020 principally due to increases in income from brokerage services and trust management services. Insurance commissions increased $3.3 million, or 7.4%, when 2021 is compared to 2020 principally due to increases in property and casualty commissions and other commission income.
Noninterest expense totaled $489.3 million for 2021, an increase of $23.0 million, or 4.9%, when compared to 2020, principally due to increases in salaries and employee benefits, services and fees and other expense. Salaries and employee benefits expense increased $11.9 million, or 4.4%, when 2021 is compared to 2020 principally due to non-routine expenses related to the voluntary early retirement program completed during the third quarter of 2021 and increases in salaries expense primarily related to general merit increases, commissions expense primarily related to increased mortgage production and improvements in insurance and wealth management, and annual performance incentives, partially offset by non-routine expenses related to the voluntary early retirement program completed during the first quarter of 2020 and a decline in COVID-related salary expense. Trustmark completed voluntary early retirement programs during 2021 and 2020 and incurred $5.6 million and $4.3 million, respectively, of non-routine salaries and employee benefits expense related to these programs. Excluding these non-routine expenses, salaries and employee benefits increased $10.6 million, or 3.9%, when 2021 is compared to 2020. Services and fees increased $5.6 million, or 6.7%, when 2021 is compared to 2020, primarily due to increases in data processing charges related to software. Other expense increased $2.3 million, or 3.9%, when 2021 is compared to 2020 principally due to the $5.0 million regulatory settlement expense incurred during the third quarter of 2021 partially offset by declines in sponsorships and contributions expense and property valuation adjustments related to properties transferred to assets held for sale. Excluding the non-routine settlement expense, other expense declined $2.7 million, or 4.7%, when 2021 is compared to 2020.
35
Trustmark’s PCL, LHFI for 2021 totaled a negative $21.5 million compared to $36.1 million for 2020, a decrease of $57.6 million. The PCL, off-balance sheet credit exposures totaled a negative $2.9 million for 2021 compared to $8.9 million for 2020, a decrease of $11.9 million. The decreases in the PCL on LHFI and off-balance sheet credit exposures were principally due to improvements in macroeconomic forecasts and credit quality. Please see the section captioned “Provision for Credit Losses” for additional information regarding the PCL on LHFI and off-balance sheet credit exposures.
At December 31, 2021, nonperforming assets totaled $67.3 million, a decrease of $7.5 million, or 10.1%, compared to December 31, 2020 principally due to a decline other real estate. Total nonaccrual LHFI were $62.7 million at December 31, 2021, representing a slight decrease of $430 thousand, or 0.7%, relative to December 31, 2020, as reductions, pay-offs and charge-offs of nonaccrual LHFI were largely offset by LHFI placed on nonaccrual status. The percentage of loans, excluding PPP loans, that are 30 days or more past due and nonaccrual LHFI decreased in 2021 to 1.51% compared to 2.08% in 2020. Other real estate totaled $4.6 million at December 31, 2021, a decline of $7.1 million, or 60.9%, when compared to December 31, 2020, principally due to properties sold in Trustmark’s Mississippi, Alabama, and Tennessee market regions.
LHFI totaled $10.248 billion at December 31, 2021, an increase of $423.3 million, or 4.3%, compared to December 31, 2020. The increase in LHFI during 2021 was primarily due to net growth in LHFI secured by nonfarm, nonresidential properties (NFRN LHFI), LHFI secured by 1-4 family residential properties, state and other political subdivision LHFI and commercial and industrial LHFI, partially offset by a net decline in other real estate secured LHFI. For additional information regarding changes in LHFI and comparative balances by loan category, see the section captioned “LHFI.”
Management has continued its practice of maintaining excess funding capacity to provide Trustmark with adequate liquidity for its ongoing operations. In this regard, Trustmark benefits from its strong deposit base, its highly liquid investment portfolio and its access to funding from a variety of external funding sources such as upstream federal funds lines, FHLB advances and, on a limited basis, brokered deposits. See the section captioned “Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Total deposits were $15.087 billion at December 31, 2021, an increase of $1.038 billion, or 7.4%, compared to December 31, 2020, reflecting increases in both noninterest-bearing and interest-bearing deposit accounts. During 2021, noninterest-bearing deposits increased $422.1 million, or 9.7%, primarily due to growth in all categories of noninterest-bearing deposit accounts. Interest-bearing deposits increased $616.3 million, or 6.4%, during 2021, primarily due to growth in consumer and commercial interest checking and Money Market Deposit Accounts (MMDA) as well as consumer savings accounts, partially offset by declines in all categories of certificates of deposits and public interest checking accounts.
Critical Accounting Policies and Accounting Estimates
Trustmark’s consolidated financial statements are prepared in accordance with GAAP and follow general practices within the financial services industry. Application of these accounting principles requires Management to make estimates, assumptions and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates, assumptions and judgments are based on historical experience, current information and other factors deemed relevant as of the date of the consolidated financial statements; accordingly, as this information changes, actual financial results could differ from those estimates.
Certain policies inherently have a greater reliance on the use of estimates, assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. An accounting estimate is considered critical if the accounting estimate requires Management to make assumptions about matters with a significant level of uncertainty and if the accounting estimate, or changes to the accounting estimate that are reasonably likely to occur from period to period, have had or are reasonable likely to have a material impact to the consolidated financial statements.
For additional information regarding the accounting policies discussed below, please see Note 1 – Significant Accounting Policies set forth in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Allowance for Credit Losses (ACL)
LHFI
The ACL for LHFI is a valuation account, calculated in accordance with FASB ASC Topic 326, that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. The ACL for LHFI represents Management’s best estimate of current expected credit losses on Trustmark’s existing LHFI portfolio considering available information, from internal and external sources, relevant to assessing exposure to credit loss over the contractual term of the instrument. The ACL for LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
36
The credit loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL is complex and requires judgement by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL is dependent upon a variety of factors beyond its controls, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL, LHFI in those future periods. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for the LHFI portfolio, please see Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which are not unconditionally cancellable. The ACL on off-balance sheet credit exposures is a liability account calculated in accordance with FASB ASC Topic 326 and presented in the accompanying consolidated balance sheets. Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures.
Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. In addition to the unfunded balances, Trustmark uses a funding rate for loan pools that are considered open-ended. In order to mitigate volatility and incorporate historical experience in the funding rate, Trustmark uses a twelve-quarter moving average. For the closed-ended loan pools, Trustmark takes a conservative approach and uses a 100% funding rate. The expected funding rate is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. In addition to the funding rate being applied to the unfunded commitment balance, a reserve rate is applied that is loan pool specific and is applied to the unfunded amount to ensure loss factors, both quantitative and qualitative, are being considered on the unfunded portion of the loan pool, consistent with the methodology applied to the funded loan pools.
Evaluations of the unfunded commitments are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations. Determining the appropriateness of the ACL is complex and requires judgement by Management about the effect of matters that are inherently uncertain. While Management utilizes its best judgment and information available, the ultimate adequacy of Trustmark’s ACL is dependent upon a variety of factors beyond its control, including the performance of the portfolios, the economy, changes in interest rates and the view of regulatory authorities toward classification of assets. In future periods, evaluations of off-balance sheet credit exposures, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and PCL, off-balance sheet credit exposures in those future periods. Given the nature of many of the factors, forecasts and assumptions in the ACL methodology, it is not possible to provide meaningful estimates of the impact of any such potential change.
For a complete description of Trustmark’s ACL methodology for the off-balance sheet credit exposures, please see the section captioned “Lending Related” in Note 17 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Mortgage Servicing Rights (MSR)
Trustmark recognizes as assets the rights to service mortgage loans based on the estimated fair value of the MSR when loans are sold and the associated servicing rights are retained. Trustmark has elected to account for the MSR at fair value.
The fair value of the MSR is determined using a valuation model administered by a third party that calculates the present value of estimated future net servicing income. The model incorporates assumptions that market participants use in estimating future net servicing income, including estimates of prepayment speeds, discount rate, default rates, cost to service (including delinquency and foreclosure costs), escrow account earnings, contractual servicing fee income and other ancillary income such as late fees. Management reviews all significant assumptions quarterly. Mortgage loan prepayment speeds, a key assumption in the model, is the annual rate at which borrowers are forecasted to repay their mortgage loan principal. The discount rate used to determine the present value of estimated future net servicing income, another key assumption in the model, is an estimate of the required rate of return investors in the market
37
would require for an asset with similar risk. Both assumptions can, and generally will, change as market conditions and interest rates change.
By way of example, an increase in either the prepayment speed or discount rate assumption will result in a decrease in the fair value of the MSR, while a decrease in either assumption will result in an increase in the fair value of the MSR. In recent years, there have been significant market-driven fluctuations in loan prepayment speeds and discount rates. These fluctuations can be rapid and may continue to be significant. Therefore, estimating prepayment speed and/or discount rates within ranges that market participants would use in determining the fair value of the MSR requires significant management judgment.
At December 31, 2021, the MSR fair value was $87.7 million. The impact on the MSR fair value of either a 10% adverse change in prepayment speeds or a 100 basis point increase in discount rates at December 31, 2021, would be a decline in fair value of approximately $4.4 million and $3.2 million, respectively. Changes of equal magnitude in the opposite direction would produce similar increases in fair value in the respective amounts. See the section captioned “MSR” in Note 7 – Mortgage Banking included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for additional information regarding the valuation of the MSR.
Recent Legislative and Regulatory Developments
For information regarding legislation and regulation applicable to Trustmark, see the section captioned “Supervision and Regulation” included in Part I. Item 1. – Business of this report.
Non-GAAP Financial Measures
In addition to capital ratios defined by GAAP and banking regulators, Trustmark utilizes various tangible common equity measures when evaluating capital utilization and adequacy. Tangible common equity, as defined by Trustmark, represents common equity less goodwill and identifiable intangible assets. Trustmark’s Common Equity Tier 1 capital includes common stock, capital surplus and retained earnings, and is reduced by goodwill and other intangible assets, net of associated net deferred tax liabilities as well as disallowed deferred tax assets and threshold deductions as applicable.
Trustmark believes these measures are important because they reflect the level of capital available to withstand unexpected market conditions. Additionally, presentation of these measures allows readers to compare certain aspects of Trustmark’s capitalization to other organizations. These ratios differ from capital measures defined by banking regulators principally in that the numerator excludes shareholders’ equity associated with preferred securities, the nature and extent of which varies across organizations. In Management’s experience, many stock analysts use tangible common equity measures in conjunction with more traditional bank capital ratios to compare capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, typically stemming from the use of the purchase accounting method in accounting for mergers and acquisitions.
These calculations are intended to complement the capital ratios defined by GAAP and banking regulators. Because GAAP does not include these capital ratio measures, Trustmark believes there are no comparable GAAP financial measures to these tangible common equity ratios. Despite the importance of these measures to Trustmark, there are no standardized definitions for them and, as a result, Trustmark’s calculations may not be comparable with other organizations. Also, there may be limits in the usefulness of these measures to investors. As a result, Trustmark encourages readers to consider its audited consolidated financial statements and the notes related thereto in their entirety and not to rely on any single financial measure.
38
The following table reconciles Trustmark’s calculation of these measures to amounts reported under GAAP for the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| TANGIBLE EQUITY | 2021 | 2020 | 2019 | ||||||||||
| AVERAGE BALANCES | |||||||||||||
| Total shareholders' equity | $ | 1,770,151 | $ | 1,681,587 | $ | 1,622,013 | |||||||
| Less: Goodwill | (384,463 | ) | (383,582 | ) | (379,627 | ) | |||||||
| Identifiable intangible assets | (6,205 | ) | (8,060 | ) | (9,212 | ) | |||||||
| Total average tangible equity | $ | 1,379,483 | $ | 1,289,945 | $ | 1,233,174 | |||||||
| PERIOD END BALANCES | |||||||||||||
| Total shareholders' equity | $ | 1,741,311 | $ | 1,741,117 | $ | 1,660,702 | |||||||
| Less: Goodwill | (384,237 | ) | (385,270 | ) | (379,627 | ) | |||||||
| Identifiable intangible assets | (5,074 | ) | (7,390 | ) | (7,343 | ) | |||||||
| Total tangible equity | (a) | $ | 1,352,000 | $ | 1,348,457 | $ | 1,273,732 | ||||||
| TANGIBLE ASSETS | |||||||||||||
| Total assets | $ | 17,595,636 | $ | 16,551,840 | $ | 13,497,877 | |||||||
| Less: Goodwill | (384,237 | ) | (385,270 | ) | (379,627 | ) | |||||||
| Identifiable intangible assets | (5,074 | ) | (7,390 | ) | (7,343 | ) | |||||||
| Total tangible assets | (b) | $ | 17,206,325 | $ | 16,159,180 | $ | 13,110,907 | ||||||
| Risk-weighted assets | (c) | $ | 12,623,630 | $ | 12,017,378 | $ | 11,002,877 | ||||||
| NET INCOME ADJUSTED FOR INTANGIBLE AMORTIZATION | |||||||||||||
| Net income | $ | 147,365 | $ | 160,025 | $ | 150,460 | |||||||
| Plus: Intangible amortization net of tax | 1,738 | 2,289 | 3,088 | ||||||||||
| Net income adjusted for intangible amortization | $ | 149,103 | $ | 162,314 | $ | 153,548 | |||||||
| Period end common shares outstanding | (d) | 61,648,679 | 63,424,526 | 64,200,111 | |||||||||
| TANGIBLE EQUITY MEASUREMENTS | |||||||||||||
| Return on average tangible equity (1) | 10.81 | % | 12.58 | % | 12.45 | % | |||||||
| Tangible equity/tangible assets | (a)/(b) | 7.86 | % | 8.34 | % | 9.72 | % | ||||||
| Tangible equity/risk-weighted assets | (a)/(c) | 10.71 | % | 11.22 | % | 11.58 | % | ||||||
| Tangible book value | (a)/(d)*1,000 | $ | 21.93 | $ | 21.26 | $ | 19.84 | ||||||
| COMMON EQUITY TIER 1 CAPITAL (CET1) - BASEL III | |||||||||||||
| Total shareholders' equity | $ | 1,741,311 | $ | 1,741,117 | $ | 1,660,702 | |||||||
| CECL transition adjustment (2) | 26,000 | 31,199 | — | ||||||||||
| AOCI-related adjustments | 32,560 | 1,051 | 23,600 | ||||||||||
| CET1 adjustments and deductions: | |||||||||||||
| Goodwill net of associated deferred tax liabilities (DTLs) | (370,252 | ) | (371,333 | ) | (365,738 | ) | |||||||
| Other adjustments and deductions for CET1 (3) | (4,392 | ) | (6,190 | ) | (5,896 | ) | |||||||
| CET1 capital | (e) | 1,425,227 | 1,395,844 | 1,312,668 | |||||||||
| Additional tier 1 capital instruments plus related surplus | 60,000 | 60,000 | 60,000 | ||||||||||
| Tier 1 capital | $ | 1,485,227 | $ | 1,455,844 | $ | 1,372,668 | |||||||
| Common equity tier 1 risk-based capital ratio | (e)/(c) | 11.29 | % | 11.62 | % | 11.93 | % |
(1)
Calculated using net income adjusted for intangible amortization divided by total average tangible equity.
(2)
Trustmark elected the five-year phase-in transition period related to adopting FASB ASU 2016-13 for regulatory capital purposes.
(3)
Includes other intangible assets, net of DTLs, disallowed deferred tax assets and threshold deductions, as applicable.
Significant Non-routine Transactions
Trustmark discloses certain non-GAAP financial measures, including net income adjusted for significant non-routine transactions, because Management uses these measures for business planning purposes, including to manage Trustmark’s business against internal projected results of operations and to measure Trustmark’s performance. Trustmark views net income adjusted for significant non-routine transactions as a measure of its core operating business, which excludes the impact of the items detailed below, as these items are generally not operational in nature. This non-GAAP measure also provides another basis for comparing period-to-period results as presented in the accompanying selected financial data table and the audited consolidated financial statements by excluding potential differences caused by non-operational and unusual or non-recurring items. Readers are cautioned that these adjustments are not permitted under GAAP. Trustmark encourages readers to consider its audited consolidated financial statements and the notes related thereto, included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, in their entirety, and not to rely on any single financial measure.
39
The following table presents adjustments to net income and select financial ratios as reported in accordance with GAAP resulting from significant non-routine items occurring during the periods presented ($ in thousands, except per share data):
| Years Ended December 31, | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | |||||||||||||||||||||
| Amount | Diluted EPS | Amount | Diluted EPS | Amount | Diluted EPS | ||||||||||||||||||
| Net Income (GAAP) | $ | 147,365 | $ | 2.34 | $ | 160,025 | $ | 2.51 | $ | 150,460 | $ | 2.32 | |||||||||||
| Significant non-routine transactions: | |||||||||||||||||||||||
| Voluntary early retirement program | 4,275 | 0.07 | 3,281 | 0.05 | — | — | |||||||||||||||||
| Regulatory settlement charge (not tax deductible) | 5,000 | 0.08 | — | — | — | — | |||||||||||||||||
| Net Income adjusted for significant non-routine transactions (Non-GAAP) | $ | 156,640 | $ | 2.49 | $ | 163,306 | $ | 2.56 | $ | 150,460 | $ | 2.32 | |||||||||||
| Reported (GAAP) | Adjusted (Non-GAAP) | Reported (GAAP) | Adjusted (Non-GAAP) | Reported (GAAP) | Adjusted (Non-GAAP) | ||||||||||||||||||
| Return on average equity | 8.32 | % | 8.83 | % | 9.52 | % | 9.69 | % | 9.28 | % | n/a | ||||||||||||
| Return on average tangible equity | 10.81 | % | 11.45 | % | 12.58 | % | 12.81 | % | 12.45 | % | n/a | ||||||||||||
| Return on average assets | 0.86 | % | 0.92 | % | 1.05 | % | 1.07 | % | 1.11 | % | n/a |
Voluntary Early Retirement Program
During the third quarter of 2021, Trustmark completed a voluntary early retirement program and incurred one-time charges of $5.7 million ($5.6 million of non-routine salaries and employee benefits expense and $89 thousand of non-routine other miscellaneous expense) related to this program.
During the first quarter of 2020, Trustmark completed a voluntary early retirement program and incurred one-time charges of $4.4 million ($4.3 million of non-routine salaries and employee benefits expense and $102 thousand of non-routine other miscellaneous expense) related to this program.
Regulatory Settlement Charge
During the third quarter of 2021, Trustmark finalized a settlement with regulatory authorities to resolve fair lending allegations in the Memphis metropolitan statistical area (MSA). Trustmark incurred a one-time settlement expense of $5.0 million and made other commitments to enhance credit opportunities to residents in majority-Black and Hispanic neighborhoods in the Memphis MSA.
Results of Operations
Net Interest Income
Net interest income is the principal component of Trustmark’s income stream and represents the difference, or spread, between interest and fee income generated from earning assets and the interest expense paid on deposits and borrowed funds. Fluctuations in interest rates, as well as volume and mix changes in earning assets and interest-bearing liabilities, can materially impact net interest income. The net interest margin is computed by dividing fully taxable equivalent (FTE) net interest income by average interest-earning assets and measures how effectively Trustmark utilizes its interest-earning assets in relationship to the interest cost of funding them. The accompanying Yield/Rate Analysis Table shows the average balances for all assets and liabilities of Trustmark and the interest income or expense associated with earning assets and interest-bearing liabilities. The yields and rates have been computed based upon interest income and expense adjusted to a FTE basis using the federal statutory corporate tax rate in effect for each of the periods shown. Loans on nonaccrual have been included in the average loan balances, and interest collected prior to these loans having been placed on nonaccrual has been included in interest income. Loan fees included in interest associated with the average LHFS and LHFI balances are immaterial.
Net interest income-FTE for the year ended December 31, 2021 decreased $8.5 million, or 1.9%, when compared with the year ended December 31, 2020. The decrease in net interest income-FTE when 2021 is compared to 2020 was principally due to declines in interest and fees on LHFS and LHFI-FTE and interest on securities-FTE, partially offset by a decline in interest on deposits and an increase in interest and fees on PPP loans. The net interest margin-FTE for 2021 decreased 43 basis points to 2.76% when compared to 2020. The net interest margin-FTE excluding PPP loans and the balance held at the Federal Reserve Bank of Atlanta (FRBA), which equals the reported net interest income-FTE excluding interest and fees on PPP loans and interest on the FRBA balance, as a percentage of average
40
earning assets excluding average PPP loans and the average FRBA balance, was 2.91% for 2021, a decrease of 38 basis points when compared to 3.29% for 2020. The decrease in the net interest margin-FTE excluding PPP loans and the balance held at the FRBA for 2021 was principally due to declines in the yield on the LHFS and LHFI and securities portfolios, partially offset by lower costs of interest-bearing deposits.
At December 31, 2021, Trustmark had PPP loans outstanding totaling $33.3 million, net of deferred fees and costs of $500 thousand, compared to $610.1 million, net of deferred fees and costs of $12.9 million, at December 31, 2020. Processing fees earned by TNB as the originating lender are being amortized over the life of the loans. Payments on PPP loans are deferred until the date the SBA remits the borrower’s loan forgiveness amount to the lender (or, if the borrower does not apply for loan forgiveness, ten months after the end of the borrower’s loan forgiveness covered period). During the second quarter of 2021, Trustmark sold $354.2 million of its outstanding PPP loans, resulting in accelerated recognition of $18.6 million of unamortized PPP loan origination fees, net of cost, which was included in net interest income-FTE for 2021. In addition, PPP loans totaling $605.5 million were forgiven by the SBA during 2021. Average PPP loans for 2021 totaled $350.7 million, a decrease of $296.0 million, or 45.8%, when compared to 2020. Interest and fees on PPP loans increased $10.1 million, or 37.8%, when 2021 is compared to 2020. The yield on PPP loans increased to 10.47% for 2021 compared to 4.12% for 2020. Trustmark cannot predict the amount of PPP loans that will be forgiven in whole or in part by the SBA, nor can it predict the magnitude and timing of the impact the PPP loans and related fees will have on Trustmark’s net interest margin.
The average FRBA balance, included in other earning assets, for 2021 totaled $1.777 billion, an increase of $1.161 billion when compared to 2020. Interest earned on the FRBA balance increased $1.2 million when 2021 is compared to 2020. The yield on the FRBA balance was 0.13% and 0.19% for 2021 and 2020, respectively, a decrease of 6 basis points reflecting the FRBA's reduction of the interest rate that it pays on excess reserves during the first quarter of 2020.
Average interest-earning assets for 2021 were $15.569 billion compared to $13.740 billion for 2020, an increase of $1.829 billion, or 13.3%. The increase in average earning assets during 2021 was primarily due to increases in average other earning assets of $1.168 billion, average taxable available for sale securities of $797.0 million, or 44.9%, and average loans (LHFS and LHFI) of $381.7 million, or 3.8%, which were partially offset by decreases in average PPP loans of $296.0 million, or 45.8%, and average taxable held to maturity securities of $203.2 million, or 32.4%. The increase in average other earning assets when 2021 is compared to 2020 was primarily due to an increase in excess reserves held at the FRBA as a result of the increase in customer deposit account balances. The increase in average taxable available for sale securities when 2021 is compared to 2020 was principally due to purchases of available for sale securities partially offset by calls, maturities and pay-downs of the underlying loans of government-sponsored enterprise (GSE) guaranteed securities. The increase in average loans (LHFS and LHFI) was primarily attributable to the increase in the LHFI portfolio partially offset by a decrease in LHFS when balances at December 31, 2021 are compared to balances at December 31, 2020. See the sections captioned "LHFS" and "LHFI" for additional information regarding changes in the LHFS and LHFI portfolios. The decrease in average PPP loans when 2021 is compared to 2020 was principally due to the loans forgiven by the SBA. The decrease in average taxable held to maturity securities when 2021 is compared to 2020 was primarily due to calls, maturities and pay-downs of the underlying loans of GSE guaranteed securities.
Interest income-FTE totaled $454.2 million for 2021, a decrease of $26.1 million, or 5.4%, while the yield on total earning assets declined 58 basis points to 2.92% when compared to 2020. The decrease in interest income-FTE in 2021 primarily reflects declines in interest and fees on LHFS and LHFI-FTE and interest on securities-taxable partially offset by the increase in interest and fees on PPP loans. During 2021, interest and fees on LHFS and LHFI-FTE declined $27.2 million, or 6.8%, when compared to 2020, while the yield on loans (LHFS and LHFI) decreased 41 basis points to 3.62% as a result of lower interest rates. During 2021, interest on securities-taxable decreased $9.6 million, or 19.8%, while the yield on securities-taxable declined 72 basis points to 1.29% when compared to 2020, primarily due to the run off of maturing investment securities and lower interest rates on securities available for sale purchased during 2021.
Average interest-bearing liabilities for 2021 totaled $10.490 billion compared to $9.627 billion for 2020, an increase of $862.9 million, or 9.0%. The increase in average interest-bearing liabilities was primarily the result of increases in average interest-bearing deposits and average subordinated notes. Average interest-bearing deposits for 2021 increased $737.8 million, or 8.0%, when compared to 2020, reflecting growth in average interest-bearing demand deposits and savings deposits, partially offset by a decline in average time deposits. Average subordinated notes increased $112.2 million when 2021 is compared to 2020 due to the addition of the subordinated notes during the fourth quarter of 2020.
Interest expense for 2021 totaled $24.2 million, a decrease of $17.6 million, or 42.2%, when compared with 2020, while the rate on total interest-bearing liabilities decreased 20 basis points to 0.23%. The decrease in total interest expense for 2021 when compared to 2020 was primarily due to a decline in interest on deposits. Interest on deposits decreased $20.5 million, or 54.8%, while the rate on interest-bearing deposits decreased 23 basis points to 0.17% when 2021 is compared to 2020, primarily due to declines in interest on all categories of interest-bearing demand deposit accounts, reflecting declines in interest rates, and interest on time deposits, reflecting declines in both interest rates and average balances.
41
The following table provides the tax equivalent basis yield or rate for each component of the tax equivalent net interest margin for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||||||||||||||||||||||||||||
| Average | Yield/ | Average | Yield/ | Average | Yield/ | |||||||||||||||||||||||||||||||
| Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | ||||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||||||
| Interest-earning assets: | ||||||||||||||||||||||||||||||||||||
| Federal funds sold and securities purchased under reverse repurchase agreements | $ | 79 | $ | — | — | $ | 221 | $ | 1 | 0.45 | % | $ | 9,529 | $ | 240 | 2.52 | % | |||||||||||||||||||
| Securities available for sale: | ||||||||||||||||||||||||||||||||||||
| Taxable | 2,573,533 | 30,453 | 1.18 | % | 1,776,555 | 35,375 | 1.99 | % | 1,633,496 | 37,717 | 2.31 | % | ||||||||||||||||||||||||
| Nontaxable | 5,166 | 199 | 3.85 | % | 10,737 | 384 | 3.58 | % | 29,948 | 1,116 | 3.73 | % | ||||||||||||||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||||||||||||||
| Taxable | 423,763 | 8,245 | 1.95 | % | 626,983 | 12,875 | 2.05 | % | 799,726 | 16,932 | 2.12 | % | ||||||||||||||||||||||||
| Nontaxable | 12,765 | 495 | 3.88 | % | 25,366 | 982 | 3.87 | % | 26,874 | 1,050 | 3.91 | % | ||||||||||||||||||||||||
| PPP loans | 350,668 | 36,726 | 10.47 | % | 646,680 | 26,643 | 4.12 | % | — | — | — | |||||||||||||||||||||||||
| Loans (LHFS and LHFI) | 10,377,941 | 375,330 | 3.62 | % | 9,996,192 | 402,539 | 4.03 | % | 9,302,037 | 452,578 | 4.87 | % | ||||||||||||||||||||||||
| Acquired loans | — | — | — | — | — | — | 88,903 | 8,373 | 9.42 | % | ||||||||||||||||||||||||||
| Other earning assets | 1,825,134 | 2,767 | 0.15 | % | 657,096 | 1,559 | 0.24 | % | 240,622 | 5,363 | 2.23 | % | ||||||||||||||||||||||||
| Total interest-earning assets | 15,569,049 | 454,215 | 2.92 | % | 13,739,830 | 480,358 | 3.50 | % | 12,131,135 | 523,369 | 4.31 | % | ||||||||||||||||||||||||
| Other assets | 1,599,114 | 1,592,393 | 1,452,012 | |||||||||||||||||||||||||||||||||
| Allowance for loan losses | (110,170 | ) | (108,567 | ) | (83,559 | ) | ||||||||||||||||||||||||||||||
| Total Assets | $ | 17,057,993 | $ | 15,223,656 | $ | 13,499,588 | ||||||||||||||||||||||||||||||
| Liabilities and Shareholders' Equity | ||||||||||||||||||||||||||||||||||||
| Interest-bearing liabilities: | ||||||||||||||||||||||||||||||||||||
| Interest-bearing demand deposits | $ | 4,096,746 | 4,906 | 0.12 | % | $ | 3,584,249 | 9,985 | 0.28 | % | $ | 3,051,170 | 35,428 | 1.16 | % | |||||||||||||||||||||
| Savings deposits | 4,622,167 | 7,912 | 0.17 | % | 4,149,860 | 13,481 | 0.32 | % | 3,650,178 | 19,462 | 0.53 | % | ||||||||||||||||||||||||
| Time deposits | 1,287,663 | 4,127 | 0.32 | % | 1,534,673 | 14,021 | 0.91 | % | 1,783,928 | 24,281 | 1.36 | % | ||||||||||||||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 172,782 | 232 | 0.13 | % | 151,805 | 755 | 0.50 | % | 110,915 | 1,420 | 1.28 | % | ||||||||||||||||||||||||
| Other borrowings | 125,554 | 1,037 | 0.83 | % | 133,602 | 1,389 | 1.04 | % | 82,476 | 697 | 0.85 | % | ||||||||||||||||||||||||
| Subordinated notes | 122,933 | 4,752 | 3.87 | % | 10,766 | 474 | 4.40 | % | — | — | — | |||||||||||||||||||||||||
| Junior subordinated debt securities | 61,856 | 1,194 | 1.93 | % | 61,856 | 1,693 | 2.74 | % | 61,856 | 2,615 | 4.23 | % | ||||||||||||||||||||||||
| Total interest-bearing liabilities | 10,489,701 | 24,160 | 0.23 | % | 9,626,811 | 41,798 | 0.43 | % | 8,740,523 | 83,903 | 0.96 | % | ||||||||||||||||||||||||
| Noninterest-bearing demand deposits | 4,531,642 | 3,646,860 | 2,918,836 | |||||||||||||||||||||||||||||||||
| Other liabilities | 266,499 | 268,398 | 218,216 | |||||||||||||||||||||||||||||||||
| Shareholders' equity | 1,770,151 | 1,681,587 | 1,622,013 | |||||||||||||||||||||||||||||||||
| Total Liabilities and Shareholders' Equity | $ | 17,057,993 | $ | 15,223,656 | $ | 13,499,588 | ||||||||||||||||||||||||||||||
| Net Interest Margin | 430,055 | 2.76 | % | 438,560 | 3.19 | % | 439,466 | 3.62 | % | |||||||||||||||||||||||||||
| Less tax equivalent adjustments: | ||||||||||||||||||||||||||||||||||||
| Investments | 146 | 287 | 455 | |||||||||||||||||||||||||||||||||
| Loans | 11,558 | 11,736 | 12,422 | |||||||||||||||||||||||||||||||||
| Net Interest Margin per Consolidated Statements of Income | $ | 418,351 | $ | 426,537 | $ | 426,589 |
42
The table below shows the change from year to year for each component of the tax equivalent net interest margin in the amount generated by volume changes and the amount generated by changes in the yield or rate (tax equivalent basis) for the periods presented ($ in thousands):
| 2021 Compared to 2020 | 2020 Compared to 2019 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Increase (Decrease) Due To: | Increase (Decrease) Due To: | |||||||||||||||||||||||
| Yield/ | Yield/ | |||||||||||||||||||||||
| Volume | Rate | Net | Volume | Rate | Net | |||||||||||||||||||
| Interest earned on: | ||||||||||||||||||||||||
| Federal funds sold and securities purchased under reverse repurchase agreements | $ | (1 | ) | $ | — | $ | (1 | ) | $ | (130 | ) | $ | (109 | ) | $ | (239 | ) | |||||||
| Securities available for sale: | ||||||||||||||||||||||||
| Taxable | 12,509 | (17,431 | ) | (4,922 | ) | 3,142 | (5,484 | ) | (2,342 | ) | ||||||||||||||
| Nontaxable | (212 | ) | 27 | (185 | ) | (689 | ) | (43 | ) | (732 | ) | |||||||||||||
| Securities held to maturity: | ||||||||||||||||||||||||
| Taxable | (4,024 | ) | (606 | ) | (4,630 | ) | (3,519 | ) | (538 | ) | (4,057 | ) | ||||||||||||
| Nontaxable | (490 | ) | 3 | (487 | ) | (57 | ) | (11 | ) | (68 | ) | |||||||||||||
| PPP loans | (16,498 | ) | 26,581 | 10,083 | 26,643 | — | 26,643 | |||||||||||||||||
| Loans, net of unearned income (LHFS and LHFI) | 14,945 | (42,154 | ) | (27,209 | ) | 32,082 | (82,121 | ) | (50,039 | ) | ||||||||||||||
| Acquired loans | — | — | — | (4,187 | ) | (4,186 | ) | (8,373 | ) | |||||||||||||||
| Other earning assets | 1,974 | (766 | ) | 1,208 | 3,808 | (7,612 | ) | (3,804 | ) | |||||||||||||||
| Total interest-earning assets | 8,203 | (34,346 | ) | (26,143 | ) | 57,093 | (100,104 | ) | (43,011 | ) | ||||||||||||||
| Interest paid on: | ||||||||||||||||||||||||
| Interest-bearing demand deposits | 1,279 | (6,358 | ) | (5,079 | ) | 5,290 | (30,733 | ) | (25,443 | ) | ||||||||||||||
| Savings deposits | 1,344 | (6,913 | ) | (5,569 | ) | 2,400 | (8,381 | ) | (5,981 | ) | ||||||||||||||
| Time deposits | (1,968 | ) | (7,926 | ) | (9,894 | ) | (3,046 | ) | (7,214 | ) | (10,260 | ) | ||||||||||||
| Federal funds purchased and securities sold under repurchase agreements | 95 | (618 | ) | (523 | ) | 401 | (1,066 | ) | (665 | ) | ||||||||||||||
| Other borrowings | (81 | ) | (271 | ) | (352 | ) | 508 | 184 | 692 | |||||||||||||||
| Subordinated notes | 4,342 | (64 | ) | 4,278 | 474 | — | 474 | |||||||||||||||||
| Junior subordinated debt securities | — | (499 | ) | (499 | ) | — | (922 | ) | (922 | ) | ||||||||||||||
| Total interest-bearing liabilities | 5,011 | (22,649 | ) | (17,638 | ) | 6,027 | (48,132 | ) | (42,105 | ) | ||||||||||||||
| Change in net interest income on a tax equivalent basis | $ | 3,192 | $ | (11,697 | ) | $ | (8,505 | ) | $ | 51,066 | $ | (51,972 | ) | $ | (906 | ) |
The change in interest due to both volume and yield or rate has been allocated to change due to volume and change due to yield or rate in proportion to the absolute value of the change in each. Tax-exempt income has been adjusted to a tax equivalent basis using the federal statutory corporate tax rate in effect for each of the three years presented. The balances of nonaccrual loans and related income recognized have been included for purposes of these computations.
Provision for Credit Losses
The PCL, LHFI is the amount necessary to maintain the ACL for LHFI at the amount of expected credit losses inherent within the LHFI portfolio. The amount of PCL and the related ACL for LHFI are based on Trustmark’s ACL methodology. The PCL, LHFI totaled a negative $21.5 million for 2021, compared to a PCL, LHFI of $36.1 million for 2020 and a provision for loan losses, LHFI of $10.8 million for 2019. The negative PCL, LHFI for 2021 primarily reflected improvements in the macroeconomic forecasts and credit quality, partially offset by an increase in specific reserves for individually analyzed credits within the commercial and industrial LHFI portfolio.
FASB ASC Topic 326 requires Trustmark to estimate expected credit losses for off-balance sheet credit exposures which are not unconditionally cancellable by Trustmark. Trustmark maintains a separate ACL for off-balance sheet credit exposures, including unfunded commitments and letters of credit. Adjustments to the ACL on off-balance sheet credit exposures are recorded to the PCL, off-balance sheet credit exposures. The PCL, off-balance sheet credit exposures totaled a negative $2.9 million for 2021 compared to $8.9 million for 2020. The negative PCL, off-balance sheet credit exposures for 2021 primarily reflected the overall decrease in the total reserve rates applied to off-balance sheet credit exposures as a result of improvements in macroeconomic forecasts and credit quality.
See the section captioned “Allowance for Credit Losses” for information regarding Trustmark’s ACL methodology as well as further analysis of the PCL.
43
Noninterest Income
Noninterest income represented 34.7%, 39.2% and 30.5% of total revenue, before securities gains (losses), net in 2021, 2020 and 2019, respectively. The following table provides the comparative components of noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Service charges on deposit accounts | $ | 33,246 | 3.0 | % | $ | 32,289 | -24.2 | % | $ | 42,603 | -2.5 | % | ||||||||||||
| Bank card and other fees | 34,662 | 11.7 | % | 31,022 | -2.2 | % | 31,736 | 9.8 | % | |||||||||||||||
| Mortgage banking, net | 63,750 | -49.3 | % | 125,822 | n/m | 29,822 | -14.0 | % | ||||||||||||||||
| Insurance commissions | 48,511 | 7.4 | % | 45,176 | 6.6 | % | 42,396 | 4.7 | % | |||||||||||||||
| Wealth management | 35,190 | 11.3 | % | 31,625 | 3.1 | % | 30,679 | 1.1 | % | |||||||||||||||
| Other, net | 6,551 | -24.3 | % | 8,659 | -11.7 | % | 9,809 | 45.6 | % | |||||||||||||||
| Total Noninterest Income | $ | 221,910 | -19.2 | % | $ | 274,593 | 46.8 | % | $ | 187,045 | 1.2 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
Changes in various components of noninterest income for the year ended December 31, 2021 are discussed in further detail below. For analysis of Trustmark’s insurance commissions and wealth management income, please see the section captioned “Results of Segment Operations.”
Bank Card and Other Fees
The increase in bank card and other fees when 2021 is compared to 2020 was principally due to an increase in interchange income.
Mortgage Banking, Net
The following table illustrates the components of mortgage banking, net included in noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Mortgage servicing income, net | $ | 25,476 | 7.6 | % | $ | 23,681 | 3.5 | % | $ | 22,883 | 2.9 | % | ||||||||||||
| Change in fair value-MSR from runoff | (20,160 | ) | 21.5 | % | (16,588 | ) | 40.2 | % | (11,835 | ) | 0.5 | % | ||||||||||||
| Gain on sales of loans, net | 55,976 | -49.5 | % | 110,903 | n/m | 30,296 | 39.0 | % | ||||||||||||||||
| Mortgage banking income before net hedge ineffectiveness | 61,292 | -48.1 | % | 117,996 | n/m | 41,344 | 28.1 | % | ||||||||||||||||
| Change in fair value-MSR from market changes | 13,258 | n/m | (26,147 | ) | 24.0 | % | (21,078 | ) | n/m | |||||||||||||||
| Change in fair value of derivatives | (10,800 | ) | n/m | 33,973 | n/m | 9,556 | n/m | |||||||||||||||||
| Net hedge ineffectiveness | 2,458 | -68.6 | % | 7,826 | n/m | (11,522 | ) | n/m | ||||||||||||||||
| Mortgage banking, net | $ | 63,750 | -49.3 | % | $ | 125,822 | n/m | $ | 29,822 | -14.0 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
The decrease in mortgage banking, net when 2021 is compared to 2020 was principally due to decreases in gain on sales of loans, net and the net hedge ineffectiveness as well as an increase in the MSR run-off. The decline in the positive net hedge ineffectiveness in 2021 was principally due to stabilization in spreads between mortgage and ten-year Treasury rates. Mortgage loan production totaled $2.803 billion for 2021, a decrease of $181.7 million, or 6.1%, when compared to 2020. Mortgage loan production totaled $2.985 billion for 2020, an increase of $1.222 billion, or 69.4%, when compared to 2019. The increase in mortgage loan production during 2020 was primarily due to the increase in refinance activity driven by the low interest rate environment. Loans serviced for others totaled $7.953 billion at December 31, 2021, compared with $7.657 billion at December 31, 2020, and $7.157 billion at December 31, 2019.
Representing a significant component of mortgage banking income is gain on sales of loans, net. The decrease in the gain on sales of loans, net when 2021 is compared to 2020 was primarily the result of decreases in the mortgage valuation adjustment and the volume of loans sold as well as lower profit margins in secondary marketing activities. Loan sales decreased $246.0 million, or 9.7%, during 2021 to total $2.286 billion compared to an increase of $1.128 billion, or 80.4%, during 2020 to total $2.532 billion. The decrease in loan sales during 2021 was principally due to a decline in mortgage lending activity as refinance activity slowed following the record setting levels of 2020. The increase in loan sales during 2020 was principally due to increases in mortgage lending activity as a result of lower interest rates.
44
Other Income, Net
The following table illustrates the components of other income, net included in noninterest income for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Partnership amortization for tax credit purposes | $ | (8,011 | ) | 40.5 | % | $ | (5,700 | ) | -25.4 | % | $ | (7,644 | ) | -12.2 | % | |||||||||
| Increase in life insurance cash surrender value | 6,630 | -3.6 | % | 6,881 | -4.5 | % | 7,202 | 1.1 | % | |||||||||||||||
| Other miscellaneous income | 7,932 | 6.1 | % | 7,478 | -27.1 | % | 10,251 | 23.2 | % | |||||||||||||||
| Total other, net | $ | 6,551 | -24.3 | % | $ | 8,659 | -11.7 | % | $ | 9,809 | 45.6 | % |
The decrease in other income, net when 2021 is compared to 2020 was primarily due to an increase in the amortization of tax credit partnerships as a result of new investments in tax credit partnerships during the year.
Noninterest Expense
The following table illustrates the comparative components of noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 (1) | 2020 | 2019 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Salaries and employee benefits | $ | 284,158 | 4.4 | % | $ | 272,257 | 9.9 | % | $ | 247,717 | 4.1 | % | ||||||||||||
| Services and fees | 89,463 | 6.7 | % | 83,816 | 14.3 | % | 73,315 | 10.4 | % | |||||||||||||||
| Net occupancy-premises | 27,043 | 2.1 | % | 26,489 | 1.3 | % | 26,149 | -2.1 | % | |||||||||||||||
| Equipment expense | 24,337 | 4.6 | % | 23,277 | -1.9 | % | 23,733 | -4.4 | % | |||||||||||||||
| Other real estate expense: | ||||||||||||||||||||||||
| Write-downs | 932 | -47.8 | % | 1,786 | -29.8 | % | 2,544 | n/m | ||||||||||||||||
| Net (gain)/loss on sale | 1,869 | n/m | (897 | ) | n/m | 291 | n/m | |||||||||||||||||
| Carrying costs | 727 | -31.9 | % | 1,067 | -0.4 | % | 1,071 | -41.4 | % | |||||||||||||||
| Total other real estate expense, net | 3,528 | 80.4 | % | 1,956 | -49.9 | % | 3,906 | 95.1 | % | |||||||||||||||
| Other expense | 60,767 | 3.9 | % | 58,506 | 8.0 | % | 54,182 | -5.7 | % | |||||||||||||||
| Total noninterest expense | $ | 489,296 | 4.9 | % | $ | 466,301 | 8.7 | % | $ | 429,002 | 3.3 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
(1)
During 2021, Trustmark reclassified its credit loss expense related to off-balance sheet credit exposures from noninterest expense to PCL, off-balance sheet credit exposures. Prior periods have been reclassified accordingly.
Changes in the various component of noninterest expense for the year ended December 31, 2021 are discussed in further detail below. Management considers disciplined expense management a key area of focus in the support of improving shareholder value.
Salaries and Employee Benefits
Trustmark completed voluntary early retirement programs during 2021 and 2020 and incurred $5.6 million and $4.3 million, respectively, of non-routine salaries and employee benefits expense related to these programs. Excluding these non-routine expenses, salaries and employee benefits increased $10.6 million, or 3.9%, when 2021 is compared to 2020.
The increase in salaries and employee benefits expense, excluding the non-routine expenses, for the year ended December 31, 2021 was principally due to increases in salaries expense primarily related to general merit increases, commissions expense related to increased mortgage production and improvements in insurance and wealth management and annual performance incentives, partially offset by a decline in COVID-related salary expense.
Services and Fees
The increase in services and fees when 2021 is compared to 2020 was primarily due to increases in data processing charges related to software due to continued investments in technology to enhance growth and efficiency opportunities.
45
Other Real Estate Expense, Net
The increase in other real estate expense, net for 2021 compared to 2020 was principally due to an increase in net losses on sales of other real estate properties partially offset by a decline in write-downs of other real estate. For additional analysis of other real estate and foreclosure expenses, please see the section captioned “Nonperforming Assets, Excluding PPP and Acquired Loans.”
Other Expense
The following table illustrates the comparative components of other noninterest expense for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||||||||||||||||
| Amount | % Change | Amount | % Change | Amount | % Change | |||||||||||||||||||
| Loan expense (1) | $ | 15,148 | -0.2 | % | $ | 15,177 | 18.6 | % | $ | 12,798 | 4.9 | % | ||||||||||||
| Amortization of intangibles | 2,316 | -24.1 | % | 3,052 | -25.9 | % | 4,116 | -21.6 | % | |||||||||||||||
| FDIC assessment expense | 5,515 | -9.4 | % | 6,090 | -5.5 | % | 6,444 | -31.7 | % | |||||||||||||||
| Regulatory settlement charge | 5,000 | n/m | — | — | — | — | ||||||||||||||||||
| Other miscellaneous expense (1) | 32,788 | -4.1 | % | 34,187 | 10.9 | % | 30,824 | 0.8 | % | |||||||||||||||
| Total other expense | $ | 60,767 | 3.9 | % | $ | 58,506 | 8.0 | % | $ | 54,182 | -5.7 | % |
n/m - percentage changes greater than +/- 100% are not considered meaningful
(1)
During 2021, Trustmark reclassified certain expenses related to mortgage loan appraisals from other miscellaneous expense to loan expense. Prior period amounts have been reclassified accordingly.
During the third quarter of 2021, Trustmark finalized a settlement with regulatory authorities to resolve fair lending allegations in the MSA. Trustmark incurred a one-time settlement expense of $5.0 million and made other commitments to enhance credit opportunities to residents in majority-Black and Hispanic neighborhoods in the Memphis MSA. Excluding the non-routine settlement expense, other expense decreased $2.7 million, or 4.7%, when 2021 is compared to 2020.
The decrease in other miscellaneous expense when 2021 is compared to 2020 was principally due to declines in charitable contributions and sponsorships and property valuation adjustments related to properties transferred to assets held for sale.
Results of Segment Operations
Trustmark’s operations are managed along three operating segments: General Banking, Wealth Management and Insurance. A description of each segment and the methodologies used to measure financial performance and financial information by reportable segment are included in Note 21 – Segment Information located in Part II. Item 8. – Financial Statements and Supplementary Data of this report. During the first quarter of 2020, Trustmark revised the composition of its operating segments by moving the Retail Private Banking Group from the General Banking Segment to the Wealth Management Segment as a result of a change in supervision of this group for segment reporting purposes. Prior periods include reclassifications to conform to current period presentation.
The following table provides the net income by reportable segment for the periods presented ($ in thousands):
| Years Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | |||||||||
| General Banking | $ | 131,247 | $ | 145,939 | $ | 136,117 | |||||
| Wealth Management | 6,650 | 5,556 | 6,388 | ||||||||
| Insurance | 9,468 | 8,530 | 7,955 | ||||||||
| Consolidated Net Income | $ | 147,365 | $ | 160,025 | $ | 150,460 |
General Banking
Net interest income for the General Banking Segment for 2021 decreased $7.0 million, or 1.7%, when compared with 2020, principally due to declines in interest and fees on LHFS and LHFI and interest on securities, partially offset by a decline in interest expense on deposits and an increase in interest and fees on PPP loans. Net interest income for the General Banking Segment for 2020 increased $628 thousand, or 0.1%, when compared with 2019. The slight increase in net interest income was principally due to a decline in interest on deposits and the addition of interest and fees on PPP loans, largely offset by declines in all other sources of interest income. During 2021, Trustmark reclassified its credit loss expense related to off-balance sheet credit exposures from noninterest expense to PCL, off-balance sheet credit exposures. Prior periods have been reclassified accordingly. The PCL (LHFI and off-balance sheet credit exposures) for the General Banking Segment for 2021 totaled a negative $24.4 million compared to a PCL of $45.1 million during 2020
46
and a provision for loan losses, net of $10.6 million during 2019. For more information on these net interest income items, please see the sections captioned “Financial Highlights” and “Results of Operations.”
Noninterest income for the General Banking Segment decreased $59.8 million, or 30.3%, during 2021 compared to an increase of $83.9 million, or 73.8%, during 2020. The decrease in noninterest income for the General Banking Segment during 2021 was primarily due to decrease in mortgage banking, net and other income, partially offset by an increase in bank card and other fees. The increase in noninterest income for the General Banking Segment during 2020 was primarily due to increase in mortgage banking, net partially offset by a decline in service charges on deposit accounts. Noninterest income for the General Banking Segment represented 25.0% of total revenue for 2021, 32.0% for 2020 and 21.3% for 2019. Noninterest income for the General Banking Segment includes service charges on deposit accounts; bank card and other fees; mortgage banking, net and other income, net. For more information on these noninterest income items, please see the analysis included in the section captioned “Noninterest Income.”
Noninterest expense for the General Banking Segment increased $19.8 million, or 4.9%, during 2021 compared to an increase of $33.8 million, or 9.2%, during 2020. The increase in noninterest expense for the General Banking Segment for 2021 was principally due to increases in salaries and employee benefits, data processing charges related to software, other miscellaneous expenses and other real estate expense, net. During the third quarter of 2021, Trustmark completed a voluntary early retirement program which resulted in non-routine transaction expenses of $5.7 million ($5.6 million of salaries and employee benefits expense and $89 thousand of other expense). In addition, during the third quarter of 2021, Trustmark finalized a settlement with regulatory authorities to resolve fair lending allegations in the MSA. Trustmark incurred a one-time settlement expense of $5.0 million and made other commitments to enhance credit opportunities to residents in majority-Black and Hispanic neighborhoods in the Memphis MSA. The increase in noninterest expense for the General Banking Segment for 2020 was principally due to increases in salaries and employee benefits and services and fees. During the first quarter of 2020, Trustmark completed a voluntary early retirement program which resulted in non-routine transaction expenses of $4.4 million ($4.3 million of salaries and employee benefits expense and $102 thousand of other expense). For more information on these noninterest expense items, please see the analysis included in the section captioned “Noninterest Expense.”
Wealth Management
During 2021, net income for the Wealth Management Segment increased $1.1 million, or 19.7%, compared to a decrease of $832 thousand, or 13.0%, during 2020. The increase in net income for the Wealth Management Segment during 2021 was principally due to an increase in noninterest income, partially offset by an increase in noninterest expense. The decrease in net income for the Wealth Management Segment during 2020 was principally due to an increase in noninterest expense as well as a decline in net interest income, partially offset by an increase in noninterest income. Net interest income for the Wealth Management Segment decreased $921 thousand, or 15.1%, during 2021 compared to a decrease of $668 thousand, or 9.9%, during 2020. The decrease in net interest income for the Wealth Management Segment during 2021 was principally due to a decline in interest and fees on loans partially offset by a decrease in interest on deposits generated by the Private Banking Group. The PCL for the Wealth Management Segment for 2021 totaled a negative $9 thousand compared to a negative PCL of $11 thousand during 2020 and a provision for loan losses, net of $217 thousand during 2019. Noninterest income for the Wealth Management Segment, which includes income related to investment management, trust and brokerage services, increased $3.8 million, or 12.0%, during 2021, principally due to an increase in income from brokerage services and trust management services. Noninterest income for the Wealth Management Segment increased $774 thousand, or 2.5%, during 2020, principally due to an increase in fees from brokerage services. Noninterest expense increased $1.4 million, or 4.6%, during 2021 compared to an increase of $1.4 million, or 5.0%, during 2020. The increase in noninterest expense for the Wealth Management Segment for 2021 was principally due to an increase in salary and employee benefit expense, primarily due to increases in commissions expense and annual performance incentives, partially offset by a decline in other miscellaneous expenses. The increase in noninterest expense for the Wealth Management Segment for 2020 was principally due to the comparison impact of insurance settlement proceeds received during 2019 related to a legal case settled in 2018, which was partially offset by declines in outside services and fees and salary and employee benefit expense.
At December 31, 2021 and 2020, Trustmark held assets under management and administration of $15.703 billion and $11.463 billion and brokerage assets of $2.417 billion and $2.148 billion, respectively.
Insurance
Net income for the Insurance Segment during 2021 increased $938 thousand, or 11.0%, compared to an increase of $575 thousand, or 7.2%, during 2020. Noninterest income for the Insurance Segment, which predominately consists of insurance commissions, increased $3.3 million, or 7.4%, during 2021, compared to an increase of $2.8 million, or 6.7%, during 2020. The increase in noninterest income for the Insurance Segment during 2021 was principally due to increases in property and casualty commissions and other commission income. The increase in noninterest income for the Insurance Segment during 2020 was primarily due to new business commission volume in the property and casualty business and increases in other commission income.
47
Noninterest expense for the Insurance Segment increased $1.8 million, or 5.4%, during 2021 and $2.0 million, or 6.3%, during 2020. The increase in noninterest expense for the Insurance Segment for 2021 was principally due to higher salaries expense resulting from modest general merit increases and higher commission expense due to improvements in business volumes, as well as increases in outside services and fees, partially offset by a decrease in other miscellaneous expense. The increase in noninterest expense for the Insurance Segment for 2020 was principally due to higher salaries expense resulting from modest general merit increases and higher commission expense due to improvements in business volumes and associates added as a result of an insurance agency acquired during the period, as well as increases in outside services and fees and other miscellaneous expense.
Trustmark performed an annual impairment test of the book value of goodwill held in the Insurance Segment as of October 1, 2021, 2020, and 2019. Based on this analysis, Trustmark concluded that no impairment charge was required. A renewed period of falling prices and suppressed demand for the products of the Insurance Segment could result in impairment of goodwill in the future. FBBI’s ability to maintain the current income trend is dependent on the success of the subsidiary’s continued initiatives to attract new business through cross referrals between practice units and bank relationships and seeking new business in other markets.
Income Taxes
For the year ended December 31, 2021, Trustmark’s combined effective tax rate was 16.0% compared to 15.7% in 2020 and 13.4% in 2019. Trustmark’s effective tax rate continues to be less than the statutory rate primarily due to various tax-exempt income items and its utilization of income tax credit programs. Trustmark invests in partnerships that provide income tax credits on a Federal and/or State basis (i.e., new market tax credits, low income housing tax credits or historical tax credits). The income tax credits related to these partnerships are utilized as specifically allowed by income tax law and are recorded as a reduction in income tax expense.
Financial Condition
Earning assets serve as the primary revenue streams for Trustmark and are comprised of securities, loans, federal funds sold, securities purchased under reverse repurchase agreements and other earning assets. Average earning assets totaled $15.569 billion, or 91.3% of total average assets, at December 31, 2021, compared with $13.740 billion, or 90.3% of total average assets, at December 31, 2020, an increase of $1.829 billion, or 13.3%.
Securities
The securities portfolio is utilized by Management to manage interest rate risk, generate interest income, provide liquidity and use as collateral for public and wholesale funding. Risk and return can be adjusted by altering duration, composition and/or balance of the portfolio. The weighted-average life of the portfolio at December 31, 2021 and 2020 was 4.3 and 2.9 years, respectively. The increase in the weighted-average life of the portfolio was principally due to the available for sale securities purchased during 2021.
When compared with December 31, 2020, total investment securities increased by $1.052 billion, or 41.6%, during 2021. This increase resulted primarily from purchases of available for sale securities partially offset by calls, maturities and pay-downs of the underlying loans of GSE guaranteed securities and a decline in the fair market value of securities available for sale. Trustmark sold no securities during 2021 or 2020.
During 2013, Trustmark reclassified approximately $1.099 billion of securities available for sale as securities held to maturity to mitigate the potential adverse impact of a rising interest rate environment on the fair value of the available for sale securities and the related impact on tangible common equity. The resulting net unrealized holding loss is being amortized over the remaining life of the securities as a yield adjustment in a manner consistent with the amortization or accretion of the original purchase premium or discount on the associated security. At December 31, 2021, the net unamortized, unrealized loss on the transferred securities included in accumulated other comprehensive income (loss), net of tax, (AOCI) in the accompanying consolidated balance sheets totaled $6.3 million ($4.7 million net of tax) compared to $8.9 million ($6.7 million net of tax) at December 31, 2020.
Available for sale securities are carried at their estimated fair value with unrealized gains or losses recognized, net of taxes, in AOCI, a separate component of shareholders’ equity. At December 31, 2021, available for sale securities totaled $3.239 billion, which represented 90.4% of the securities portfolio, compared to $1.992 billion, or 78.7%, at December 31, 2020. At December 31, 2021, unrealized losses, net on available for sale securities totaled $17.4 million compared to unrealized gains, net of $32.0 million at December 31, 2020. At December 31, 2021, available for sale securities consisted of U.S. Treasury securities, obligations of states and political subdivisions, GSE guaranteed mortgage-related securities and direct obligations of government agencies and GSEs.
Held to maturity securities are carried at amortized cost and represent those securities that Trustmark both intends and has the ability to hold to maturity. At December 31, 2021, held to maturity securities totaled $342.5 million and represented 9.6% of the total securities portfolio, compared with $538.1 million, or 21.3%, at December 31, 2020.
48
The following table details the the weighted-average yield for each range of maturities of securities available for sale and held to maturity using the amortized cost at December 31, 2021 (tax equivalent basis):
| Maturing | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Within One Year | After One, But Within Five Years | After Five, But Within Ten Years | After Ten Years | Total | ||||||||||||||||
| Securities available for sale | ||||||||||||||||||||
| U.S. Treasury securities | — | 0.77 | % | 1.05 | % | — | 0.86 | % | ||||||||||||
| U.S. Government agency obligations | 3.92 | % | 1.97 | % | 2.85 | % | 2.29 | % | 2.46 | % | ||||||||||
| Obligations of states and political subdivisions | 2.07 | % | 2.77 | % | 4.52 | % | — | 4.04 | % | |||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | — | 1.69 | % | 2.73 | % | 1.93 | % | 1.95 | % | |||||||||||
| Issued by FNMA and FHLMC | — | 2.02 | % | 1.80 | % | 1.08 | % | 1.15 | % | |||||||||||
| Other residential mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | 2.35 | % | 1.58 | % | 2.16 | % | 2.15 | % | |||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | 1.85 | % | 1.15 | % | 3.37 | % | 1.21 | % | |||||||||||
| Total securities available for sale | 3.62 | % | 1.01 | % | 1.35 | % | 1.19 | % | 1.21 | % | ||||||||||
| Securities held to maturity | ||||||||||||||||||||
| Obligations of states and political subdivisions | 4.05 | % | 4.22 | % | — | — | 4.16 | % | ||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||
| Residential mortgage pass-through securities | ||||||||||||||||||||
| Guaranteed by GNMA | — | — | — | 2.32 | % | 2.32 | % | |||||||||||||
| Issued by FNMA and FHLMC | — | — | 1.70 | % | 2.09 | % | 1.91 | % | ||||||||||||
| Other residential mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | — | — | 1.76 | % | 1.90 | % | 1.90 | % | ||||||||||||
| Commercial mortgage-backed securities | ||||||||||||||||||||
| Issued or guaranteed by FNMA, FHLMC, or GNMA | 2.28 | % | 2.22 | % | — | 2.48 | % | 2.30 | % | |||||||||||
| Total securities held to maturity | 2.57 | % | 2.59 | % | 1.71 | % | 1.95 | % | 2.01 | % |
Mortgage-backed securities and collateralized mortgage obligations are included in maturity categories based on their stated maturity date. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations.
Management continues to focus on asset quality as one of the strategic goals of the securities portfolio, which is evidenced by the investment of approximately 99.7% of the portfolio in GSE-backed obligations and other Aaa-rated securities as determined by Moody’s Investors Services (Moody’s). None of the securities owned by Trustmark are collateralized by assets which are considered sub-prime. Furthermore, outside of stock ownership in the FHLB of Dallas, FHLB of Atlanta and Federal Reserve Bank of Atlanta, Trustmark does not hold any other equity investment in a GSE.
At December 31, 2021, Trustmark did not hold securities of any one issuer with a carrying value exceeding ten percent of total shareholders’ equity, other than certain GSEs which are exempt from inclusion. Management continues to closely monitor the credit quality as well as the ratings of the debt and mortgage-backed securities issued by the GSEs and held in Trustmark’s securities portfolio.
49
The following table presents Trustmark’s securities portfolio by amortized cost and estimated fair value and by credit rating, as determined by Moody’s, at December 31, 2021 ($ in thousands):
| Amortized Cost | Estimated Fair Value | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||||||||||||
| Securities Available for Sale | ||||||||||||||||
| Aaa | $ | 3,251,155 | 99.8 | % | $ | 3,233,163 | 99.8 | % | ||||||||
| A1 to A3 | 1,046 | — | 1,087 | — | ||||||||||||
| Not Rated (1) | 4,088 | 0.2 | % | 4,627 | 0.2 | % | ||||||||||
| Total securities available for sale | $ | 3,256,289 | 100.0 | % | $ | 3,238,877 | 100.0 | % | ||||||||
| Securities Held to Maturity | ||||||||||||||||
| Aaa | $ | 335,208 | 97.9 | % | $ | 346,121 | 97.9 | % | ||||||||
| Aa1 to Aa3 | 5,007 | 1.4 | % | 5,009 | 1.4 | % | ||||||||||
| Not Rated (1) | 2,322 | 0.7 | % | 2,381 | 0.7 | % | ||||||||||
| Total securities held to maturity | $ | 342,537 | 100.0 | % | $ | 353,511 | 100.0 | % |
(1)
Not rated issues primarily consist of Mississippi municipal general obligations.
The table above presenting the credit rating of Trustmark’s securities is formatted to show the securities according to the credit rating category, and not by category of the underlying security. At December 31, 2021, approximately 99.8% of the available for sale securities, measured at the estimated fair value, and 97.9% of the held to maturity securities, measured at amortized cost, were rated Aaa.
LHFS
At December 31, 2021, LHFS totaled $275.7 million, consisting of $191.2 million of residential real estate mortgage loans in the process of being sold to third parties and $84.5 million of Government National Mortgage Association (GNMA) optional repurchase loans. At December 31, 2020, LHFS totaled $447.0 million, consisting of $305.8 million of residential real estate mortgage loans in the process of being sold to third parties and $141.2 million of GNMA optional repurchase loans. Please refer to the nonperforming assets table that follows for information on GNMA loans eligible for repurchase which are past due 90 days or more.
Trustmark did not exercise its buy-back option on any delinquent loans serviced for GNMA during 2021 or 2020.
For additional information regarding the GNMA optional repurchase loans, please see the section captioned “Past Due LHFS” included in Note 4 – LHFI and Allowance for Credit Losses, LHFI of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
LHFI
The full impact of the COVID-19 pandemic is unknown and rapidly evolving. It has caused substantial disruption in international and domestic economies, markets and employment. The pandemic has had and may continue to have a significant adverse impact on certain industries Trustmark serves, including the restaurant and food services, hotel, retail and energy industries. See the section captioned “COVID-19 Update” for further information and discussion regarding the current and anticipated impact of the COVID-19 pandemic.
50
The table below provides the carrying value of the LHFI portfolio by loan class for the years ended December 31, 2021 and 2020 ($ in thousands):
| December 31, | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | |||||||||||||||
| Amount | % | Amount | % | |||||||||||||
| Loans secured by real estate: | ||||||||||||||||
| Construction, land development and other land | $ | 596,968 | 5.8 | % | $ | 514,056 | 5.2 | % | ||||||||
| Other secured by 1-4 family residential properties | 517,683 | 5.1 | % | 524,732 | 5.3 | % | ||||||||||
| Secured by nonfarm, nonresidential properties | 2,977,084 | 29.1 | % | 2,709,026 | 27.6 | % | ||||||||||
| Other real estate secured | 726,043 | 7.1 | % | 1,065,964 | 10.9 | % | ||||||||||
| Other loans secured by real estate: | ||||||||||||||||
| Other construction | 711,813 | 6.9 | % | 794,983 | 8.1 | % | ||||||||||
| Secured by 1-4 family residential properties | 1,460,310 | 14.2 | % | 1,216,400 | 12.4 | % | ||||||||||
| Commercial and industrial loans | 1,414,279 | 13.8 | % | 1,309,078 | 13.3 | % | ||||||||||
| Consumer loans | 162,555 | 1.6 | % | 164,386 | 1.7 | % | ||||||||||
| State and other political subdivision loans | 1,146,251 | 11.2 | % | 1,000,776 | 10.2 | % | ||||||||||
| Other commercial loans | 534,843 | 5.2 | % | 525,123 | 5.3 | % | ||||||||||
| LHFI | $ | 10,247,829 | 100.0 | % | $ | 9,824,524 | 100.0 | % |
LHFI at December 31, 2021 increased $423.3 million, or 4.3%, compared to December 31, 2020. The increase in LHFI during 2021 was primarily due to net growth in NFRN LHFI, LHFI secured by 1-4 family residential properties, state and other political subdivision LHFI and commercial and industrial LHFI, partially offset by a net decline in other real estate secured LHFI.
LHFI secured by real estate (loans secured by real estate and other loans secured by real estate) increased $164.7 million, or 2.4%, during 2021 representing net growth in Trustmark's Mississippi, Alabama and Tennessee market regions partially offset by net declines in the Texas and Florida market regions. The net growth in LHFI secured by real estate during 2021 was principally due to growth in NFNR LHFI, LHFI secured by 1-4 family residential properties and LHFI secured by construction, land development and other land, partially offset by declines in LHFI secured by other real estate and other construction loans. NFNR LHFI increased $268.1 million, or 9.9%, during 2021, principally due to movement from the other construction loans category. Excluding other construction loan reclassifications, the NFNR LHFI portfolio decreased $132.4 million, or 4.9%, during 2021 primarily due to declines in nonowner-occupied loans in the Texas and Florida market regions as well as declines in owner-occupied loans in the Texas and Alabama market regions, which were partially offset by growth in nonowner-occupied loans in the Mississippi market region. LHFI secured by 1-4 family residential properties increased $243.9 million, or 20.1%, during 2021, primarily in the Mississippi market region as a result of Trustmark's decision to retain certain mortgage loans in its portfolio. LHFI secured by construction, land development and other land increased $82.9 million, or 16.1%, during 2021 principally due to growth in 1-4 family construction loans in Trustmark's Alabama and Tennessee market regions and land development loans in the Alabama, Texas and Mississippi market regions. LHFI secured by other real estate decreased $339.9 million, or 31.9%, during 2021, primarily due to pay-offs of LHFI secured by multi-family residential properties partially offset by other construction loans that moved to LHFI secured by multi-family residential properties in the Texas, Alabama and Mississippi market regions. Other construction loans decreased $83.2 million, or 10.5%, during 2021 primarily due to other construction loans moved to other loan categories upon the completion of the related construction project, partially offset by new construction loans across all five market regions. During 2021, $739.7 million loans were moved from other construction to other loan categories, including $337.8 million to multi-family residential loans, $311.7 million to nonowner-occupied loans and $88.8 million to owner-occupied loans. Excluding all reclassifications between loan categories, growth in other construction loans across all five market regions totaled $648.4 million, or 81.6%, during 2021.
State and other political subdivision LHFI increased $145.5 million, or 14.5%, during 2021 principally due to growth in the Mississippi, Texas, Florida and Alabama market regions. Commercial and industrial LHFI increased $105.2 million, or 8.0%, during 2021, primarily due to growth in Trustmark’s Alabama, Tennessee and Texas market regions partially offset by a decline in the Mississippi market region. Trustmark’s exposure to the energy sector is primarily included in the commercial and industrial loan portfolio in Trustmark’s Mississippi and Texas market regions. At December 31, 2021 and 2020, energy-related LHFI had outstanding balances of $112.1 million and $102.3 million, respectively, which represented 1.1% and 1.0% of Trustmark’s total LHFI portfolio at December 31, 2021 and 2020, respectively. Trustmark has no loan exposure where the source of repayment, or the underlying security of such exposure, is tied to the realization of value from energy reserves. Should oil prices fall to levels that comprise the financial condition of market participants generally, or Trustmark's energy-related borrowers specifically, for a prolonged period of time, there is potential for downgrades to occur. Management will continue to monitor this exposure.
51
The following table provides information regarding Trustmark’s home equity loans and home equity lines of credit which are included in the LHFI secured by 1-4 family residential properties at December 31, 2021 and 2020 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | |||||||
| Home equity loans | $ | 36,223 | $ | 40,730 | ||||
| Home equity lines of credit | 351,128 | 352,309 | ||||||
| Percentage of loans and lines for which Trustmark holds first lien | 58.2 | % | 59.5 | % | ||||
| Percentage of loans and lines for which Trustmark does not hold first lien | 41.8 | % | 40.5 | % |
Due to the increased risk associated with second liens, loan terms and underwriting guidelines differ from those used for products secured by first liens. Loan amounts and loan-to-value ratios are limited and are lower for second liens than first liens. Also, interest rates and maximum amortization periods are adjusted accordingly. In addition, regardless of lien position, the passing credit score for approval of all home equity lines of credit is higher than that of term loans. The ACL on LHFI is also reflective of the increased risk related to second liens through application of a greater loss factor to this portion of the portfolio.
In the following tables, LHFI reported by region (along with related nonperforming assets and net charge-offs) are associated with location of origination except for loans secured by 1-4 family residential properties (representing traditional mortgages) and credit cards. These loans are included in the Mississippi market region because they are centrally analyzed and approved as part of a specific line of business located at Trustmark’s headquarters in Jackson, Mississippi.
The following table presents the LHFI composition by region at December 31, 2021 and reflects a diversified mix of loans by region ($ in thousands):
| December 31, 2021 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | ||||||||||||||||||
| LHFI Composition by Region | |||||||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||||||
| Construction, land development and other land | $ | 596,968 | $ | 252,363 | $ | 41,866 | $ | 171,769 | $ | 47,171 | $ | 83,799 | |||||||||||
| Other secured by 1-4 family residential properties | 517,683 | 114,068 | 41,473 | 284,932 | 60,942 | 16,268 | |||||||||||||||||
| Secured by nonfarm, nonresidential properties | 2,977,084 | 890,055 | 252,656 | 1,137,039 | 170,318 | 527,016 | |||||||||||||||||
| Other real estate secured | 726,043 | 147,430 | 6,765 | 280,122 | 19,887 | 271,839 | |||||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||||||
| Other construction | 711,813 | 269,868 | 7,517 | 239,838 | 1,157 | 193,433 | |||||||||||||||||
| Secured by 1-4 family residential properties | 1,460,310 | — | — | 1,453,651 | 6,659 | — | |||||||||||||||||
| Commercial and industrial loans | 1,414,279 | 279,151 | 24,099 | 516,122 | 349,385 | 245,522 | |||||||||||||||||
| Consumer loans | 162,555 | 23,855 | 8,176 | 104,794 | 18,115 | 7,615 | |||||||||||||||||
| State and other political subdivision loans | 1,146,251 | 98,215 | 72,146 | 728,509 | 34,542 | 212,839 | |||||||||||||||||
| Other commercial loans | 534,843 | 76,607 | 11,697 | 352,770 | 43,018 | 50,751 | |||||||||||||||||
| LHFI | $ | 10,247,829 | $ | 2,151,612 | $ | 466,395 | $ | 5,269,546 | $ | 751,194 | $ | 1,609,082 | |||||||||||
| Construction, Land Development and Other Land Loans by Region | |||||||||||||||||||||||
| Lots | $ | 62,841 | $ | 25,827 | $ | 8,399 | $ | 17,845 | $ | 3,210 | $ | 7,560 | |||||||||||
| Development | 139,708 | 59,615 | 584 | 44,593 | 11,862 | 23,054 | |||||||||||||||||
| Unimproved land | 101,591 | 26,016 | 12,495 | 31,167 | 10,976 | 20,937 | |||||||||||||||||
| 1-4 family construction | 292,828 | 140,905 | 20,388 | 78,164 | 21,123 | 32,248 | |||||||||||||||||
| Construction, land development and other land loans | $ | 596,968 | $ | 252,363 | $ | 41,866 | $ | 171,769 | $ | 47,171 | $ | 83,799 | |||||||||||
| Loans Secured by Nonfarm, Nonresidential (NFNR) Properties by Region | |||||||||||||||||||||||
| Nonowner-occupied: | |||||||||||||||||||||||
| Retail | $ | 351,822 | $ | 140,054 | $ | 29,586 | $ | 97,103 | $ | 18,777 | $ | 66,302 | |||||||||||
| Office | 208,835 | 68,067 | 22,626 | 66,799 | 12,786 | 38,557 | |||||||||||||||||
| Hotel/motel | 348,090 | 176,327 | 78,408 | 46,886 | 32,204 | 14,265 | |||||||||||||||||
| Mini-storage | 153,938 | 22,414 | 2,144 | 100,029 | 697 | 28,654 | |||||||||||||||||
| Industrial | 346,096 | 134,279 | 20,581 | 86,613 | 135 | 104,488 | |||||||||||||||||
| Health care | 63,746 | 32,230 | 1,101 | 27,766 | 364 | 2,285 | |||||||||||||||||
| Convenience stores | 22,634 | 8,114 | 677 | 3,748 | 1,167 | 8,928 | |||||||||||||||||
| Nursing homes/senior living | 197,677 | 86,868 | — | 84,540 | 6,269 | 20,000 | |||||||||||||||||
| Other | 78,940 | 17,509 | 7,239 | 32,015 | 11,729 | 10,448 |
52
| Total nonowner-occupied loans | 1,771,778 | 685,862 | 162,362 | 545,499 | 84,128 | 293,927 | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Owner-occupied: | |||||||||||||||||||||||
| Office | 170,438 | 37,572 | 42,913 | 48,923 | 13,091 | 27,939 | |||||||||||||||||
| Churches | 83,375 | 18,657 | 5,937 | 47,019 | 9,172 | 2,590 | |||||||||||||||||
| Industrial warehouses | 182,126 | 21,647 | 2,678 | 48,118 | 18,562 | 91,121 | |||||||||||||||||
| Health care | 141,427 | 11,854 | 6,809 | 105,842 | 2,276 | 14,646 | |||||||||||||||||
| Convenience stores | 130,948 | 15,255 | 13,244 | 68,673 | 466 | 33,310 | |||||||||||||||||
| Retail | 65,269 | 12,420 | 10,992 | 20,476 | 8,818 | 12,563 | |||||||||||||||||
| Restaurants | 54,978 | 2,877 | 4,484 | 30,894 | 12,735 | 3,988 | |||||||||||||||||
| Auto dealerships | 53,710 | 6,090 | 256 | 27,489 | 19,875 | — | |||||||||||||||||
| Nursing homes/senior living | 197,232 | 71,639 | — | 125,593 | — | — | |||||||||||||||||
| Other | 125,803 | 6,182 | 2,981 | 68,513 | 1,195 | 46,932 | |||||||||||||||||
| Total owner-occupied loans | 1,205,306 | 204,193 | 90,294 | 591,540 | 86,190 | 233,089 | |||||||||||||||||
| Loans secured by NFNR properties | $ | 2,977,084 | $ | 890,055 | $ | 252,656 | $ | 1,137,039 | $ | 170,318 | $ | 527,016 |
Due to the short-term nature of most commercial real estate lending and the practice of annual renewal of commercial lines of credit, approximately 39.2% of Trustmark’s portfolio matures in less than one year. Such a short-term maturity profile is not unusual for a commercial bank and provides Trustmark the opportunity to obtain updated financial information from its borrowers and to actively monitor its borrowers’ creditworthiness. This maturity profile is well matched with many of Trustmark’s sources of funding, which are also short-term in nature.
Trustmark’s variable rate LHFI are based primarily on various prime and LIBOR interest rate bases. Trustmark has transitioned to SOFR for new variable rate loans as of January 1, 2022. The following table provides information regarding Trustmark’s LHFI maturities by loan class and interest rate terms at December 31, 2021 ($ in thousands):
| Maturing | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| One Year | Five Years | ||||||||||||||||||
| Within | Through | Through | After | ||||||||||||||||
| One Year | Five | Fifteen | Fifteen | ||||||||||||||||
| or Less | Years | Years | Years | Total | |||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 434,903 | $ | 121,785 | $ | 25,733 | $ | 14,547 | $ | 596,968 | |||||||||
| Other secured by 1-4 family residential properties | 51,452 | 217,108 | 237,698 | 11,425 | 517,683 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 1,455,615 | 1,164,780 | 356,311 | 378 | 2,977,084 | ||||||||||||||
| Other real estate secured | 462,409 | 220,158 | 42,719 | 757 | 726,043 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 475,518 | 206,387 | 29,614 | 294 | 711,813 | ||||||||||||||
| Secured by 1-4 family residential properties | 35,231 | 144,186 | 702,415 | 578,478 | 1,460,310 | ||||||||||||||
| Commercial and industrial loans | 604,413 | 688,627 | 121,239 | — | 1,414,279 | ||||||||||||||
| Consumer loans | 49,362 | 108,508 | 4,661 | 24 | 162,555 | ||||||||||||||
| State and other political subdivision loans | 206,486 | 423,129 | 473,946 | 42,690 | 1,146,251 | ||||||||||||||
| Other loans | 238,985 | 242,884 | 38,812 | 14,162 | 534,843 | ||||||||||||||
| LHFI | 4,014,374 | 3,537,552 | 2,033,148 | 662,755 | 10,247,829 | ||||||||||||||
| Loans with fixed interest rates: | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 75,263 | $ | 58,465 | $ | 19,410 | $ | 14,536 | $ | 167,674 | |||||||||
| Other secured by 1-4 family residential properties | 30,200 | 99,797 | 47,984 | 116 | 178,097 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 215,388 | 988,186 | 340,125 | — | 1,543,699 | ||||||||||||||
| Other real estate secured | 89,318 | 157,659 | 14,096 | 163 | 261,236 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 4,465 | 115,256 | 19,842 | 294 | 139,857 | ||||||||||||||
| Secured by 1-4 family residential properties | 2,856 | 42,521 | 309,396 | 572,125 | 926,898 | ||||||||||||||
| Commercial and industrial loans | 135,549 | 466,410 | 86,260 | — | 688,219 | ||||||||||||||
| Consumer loans | 22,252 | 108,097 | 4,661 | — | 135,010 | ||||||||||||||
| State and other political subdivision loans | 178,238 | 406,158 | 460,946 | 42,690 | 1,088,032 |
53
| Other loans | 88,992 | 162,226 | 38,163 | 13,787 | 303,168 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| LHFI | 842,521 | 2,604,775 | 1,340,883 | 643,711 | 5,431,890 | ||||||||||||||
| Loans with variable interest rates: | |||||||||||||||||||
| Loans secured by real estate: | |||||||||||||||||||
| Construction, land development and other land | $ | 359,640 | $ | 63,320 | $ | 6,323 | $ | 11 | $ | 429,294 | |||||||||
| Other secured by 1-4 family residential properties | 21,252 | 117,311 | 189,714 | 11,309 | 339,586 | ||||||||||||||
| Secured by nonfarm, nonresidential properties | 1,240,227 | 176,594 | 16,186 | 378 | 1,433,385 | ||||||||||||||
| Other real estate secured | 373,091 | 62,499 | 28,623 | 594 | 464,807 | ||||||||||||||
| Other loans secured by real estate: | |||||||||||||||||||
| Other construction | 471,053 | 91,131 | 9,772 | — | 571,956 | ||||||||||||||
| Secured by 1-4 family residential properties | 32,375 | 101,665 | 393,019 | 6,353 | 533,412 | ||||||||||||||
| Commercial and industrial loans | 468,864 | 222,217 | 34,979 | — | 726,060 | ||||||||||||||
| Consumer loans | 27,110 | 411 | — | 24 | 27,545 | ||||||||||||||
| State and other political subdivision loans | 28,248 | 16,971 | 13,000 | — | 58,219 | ||||||||||||||
| Other loans | 149,993 | 80,658 | 649 | 375 | 231,675 | ||||||||||||||
| LHFI | 3,171,853 | 932,777 | 692,265 | 19,044 | 4,815,939 |
Allowance for Credit Losses
LHFI
Trustmark’s ACL methodology for LHFI is based upon guidance within FASB ASC Subtopic 326-20, “Financial Instruments – Credit Losses – Measured at Amortized Cost,” as well as regulatory guidance from its primary regulator. The ACL is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Credit quality within the LHFI portfolio is continuously monitored by Management and is reflected within the ACL for loans. The ACL is an estimate of expected losses inherent within Trustmark’s existing LHFI portfolio. The ACL on LHFI is adjusted through the PCL, LHFI and reduced by the charge off of loan amounts, net of recoveries.
The loan loss estimation process involves procedures to appropriately consider the unique characteristics of Trustmark’s LHFI portfolio segments. These segments are further disaggregated into loan classes, the level at which credit risk is estimated. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations.
The econometric models currently in production reflect segment or pool level sensitivities of probability of default (PD) to changes in macroeconomic variables. By measuring the relationship between defaults and changes in the economy, the quantitative reserve incorporates reasonable and supportable forecasts of future conditions that will affect the value of its assets, as required by FASB ASC Topic 326. Under stable forecasts, these linear regressions will reasonably predict a pool’s PD. However, due to the COVID-19 pandemic, the macroeconomic variables used for reasonable and supportable forecasting have changed rapidly. At the current levels, it is not clear that the models currently in production will produce reasonably representative results since the models were originally estimated using data beginning in 2004 through 2019. During this period, a traditional, albeit severe, economic recession occurred. Thus, econometric models are sensitive to similar future levels of PD.
In order to prevent the econometric models from extrapolating beyond reasonable boundaries of their input variables, Trustmark chose to establish an upper and lower limit process when applying the periodic forecasts. In this way, Management will not rely upon unobserved and untested relationships in the setting of the quantitative reserve. This approach applies to all input variables, including: Southern Unemployment, National Unemployment, National GDP, Southern Vacancy Rate and the Prime Rate. The upper and lower limits are based on the distribution of the macroeconomic variable by selecting extreme percentiles at the upper and lower limits of the distribution, the 1st and 99th percentiles, respectively. These upper and lower limits are then used to calculate the PD for the forecast time period in which the forecasted values are outside of the upper and lower limit range. For the current period, the forecast related to the macroeconomic variables used in the quantitative modeling process were positively impacted due to the updated forecast effects. However, due to multiple periods in 2021 having a PD or LGD at or near zero as a result of the improving macroeconomic forecasts, Management implemented PD and LGD floors to account for the risk associated with each portfolio. The PD and LGD floors are based on Trustmark's historical loss experience and applied at a portfolio level.
54
The external factors qualitative factor is Management’s best judgement on the loan or pool level impact of all factors that affect the portfolio that are not accounted for using any other part of the ACL methodology (i.e., natural disasters, changes in legislation, impacts due to technology and pandemics). During 2020, Trustmark activated the External Factor – Pandemic to ensure reserve adequacy for collectively evaluated loans most likely to be impacted by the unique economic and behavioral conditions created by the COVID-19 pandemic. Additional qualitative reserves are derived based on two principles. The first is the disconnect of economic factors to Trustmark’s modeled PD (derived from the econometric models underpinning the quantitative pooled reserves). During the pandemic, extraordinary measures by the federal government were made available to consumers and businesses, including COVID-19 loan payment concessions, direct transfer payments to households, tax deferrals and reduced interest rates, among others. These government interventions may have extended the lag between economic conditions and default, relative to what was captured in the model development data. Because Trustmark’s econometric PD models rely on the observed relationship from the economic downturn from 2007 to 2009 in both timing and severity, Management does not expect the models to reflect these current conditions. For example, while the models would predict contemporaneous unemployment peaks and loan defaults, this may not occur when borrowers can request payment deferrals. Thus, for the affected population, economic conditions are not fully considered as a part of Trustmark’s quantitative reserve. The second principle is the change in risk that is identified by rating changes. As a part of Trustmark’s credit review process, loans in the affected population have been given more frequent screening to ensure accurate ratings are maintained through this dynamic period. Trustmark’s quantitative reserve does not directly address changes in ratings; thus, a migration qualitative factor was designed to work in concert with the quantitative reserve. In a downturn, the qualitative factor is inactive for most pools because changes in ratings are congruent with changes in macroeconomic conditions, which directly influence the PD models in the quantitative reserve.
As discussed above, the disconnect of economic factors means that changes in rating caused by deteriorating and weak economic conditions as a result of the pandemic are not being captured in the quantitative reserve. During 2020, due to unforeseen pandemic conditions that varied from Management’s expectations, additional reserves were further dimensioned in order to appropriately reflect the risk within the portfolio related to the COVID-19 pandemic. In an effort to ensure the External Factor – Pandemic qualitative factor is reasonable and supportable, historical Trustmark loss data was leveraged to construct a framework that is quantitative in nature. To dimension the additional reserve, Management uses the sensitivity of the quantitative commercial loan reserve to changes in macroeconomic conditions to apply to loans rated acceptable or better (risk rates 1-4). In addition, to account for the known changes in risk, a weighted average of the commercial loan portfolio loss rate, derived from the performance trends qualitative factor, is used to dimension additional reserves for downgraded credits. Loans rated acceptable with risk (risk rate 5) or watch (risk rate 6) received the additional reserves based on the average of the macroeconomic conditions and weighted average of the commercial loan portfolio loss rate while the loans rated special mention (risk rate 7) and substandard (risk rate 8) received additional reserves based on the weighted-average described above.
Determining the appropriateness of the allowance is complex and requires judgement by Management about the effect of matters that are inherently uncertain. In future periods, evaluations of the overall LHFI portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and credit loss expense.
For a complete description of Trustmark’s ACL methodology and the quantitative and qualitative factors included in the calculation, please see Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
At December 31, 2021, the ACL on LHFI was $99.5 million, a decrease of $17.8 million, or 15.2%, when compared with December 31, 2020. The decrease in the ACL on LHFI during 2021 was principally due to improvements in macroeconomic forecasts and credit quality. Allocation of Trustmark’s ACL on LHFI represented 1.00% of commercial LHFI and 0.87% of consumer and home mortgage LHFI, resulting in an ACL to total LHFI of 0.97% at December 31, 2021. This compares with an ACL to total LHFI of 1.19% at December 31, 2020, which was allocated to commercial LHFI at 1.20% and to consumer and home mortgage LHFI at 1.16%.
55
The table below illustrates the changes in Trustmark’s ACL on LHFI as well as Trustmark’s loan loss experience for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||||
| Balance at beginning of period | $ | 117,306 | $ | 84,277 | $ | 79,290 | ||||||
| FASB ASU 2016-03 Adoption Adjustment: | ||||||||||||
| LHFI | — | (3,039 | ) | — | ||||||||
| Allowance for loan losses, acquired loans transfer | — | 815 | — | |||||||||
| Acquired loans ACL adjustment | — | 1,007 | — | |||||||||
| LHFI charged off | (10,275 | ) | (11,475 | ) | (14,481 | ) | ||||||
| Recoveries | 13,925 | 9,608 | 8,671 | |||||||||
| Net (charge-offs) recoveries | 3,650 | (1,867 | ) | (5,810 | ) | |||||||
| PCL, LHFI | (21,499 | ) | 36,113 | 10,797 | ||||||||
| Balance at end of period | $ | 99,457 | $ | 117,306 | $ | 84,277 |
Recoveries exceeded charge-offs for 2021 resulting in net recoveries of $3.7 million, or -0.04% of average loans (LHFS and LHFI), compared to net charge-offs of $1.9 million, or 0.02% of average loans (LHFS and LHFI), in 2020, and net charge-offs of $5.8 million, or 0.06% of average loans (LHFS and LHFI), in 2019. The increase in net recoveries during 2021 was principally due to declines in charge-offs in the Alabama and Tennessee market regions as well as an increase in recoveries in the Mississippi, Texas, Tennessee and Alabama market regions, partially offset by an increase in charge-offs in the Mississippi market region. The increase in charge-offs in the Mississippi market region was principally due to the charge off of one substandard commercial credit that was previously reserved for in that market region.
The following table presents the net (charge-offs) recoveries by geographic market region for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | ||||||||||
| Alabama | $ | 1,299 | $ | (1,448 | ) | $ | (754 | ) | ||||
| Florida | 521 | 390 | 850 | |||||||||
| Mississippi | (111 | ) | 814 | (4,438 | ) | |||||||
| Tennessee | 940 | (1,775 | ) | (708 | ) | |||||||
| Texas | 1,001 | 152 | (760 | ) | ||||||||
| Total net (charge-offs) recoveries | $ | 3,650 | $ | (1,867 | ) | $ | (5,810 | ) |
56
The following table presents selected credit ratios for the periods presented ($ in thousands):
| Years Ended December 31, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 (1) | 2019 | ||||||||||
| ACL, LHFI to total LHFI | 0.97 | % | 1.19 | % | 0.90 | % | ||||||
| ACL, LHFI | $ | 99,457 | $ | 117,306 | $ | 84,277 | ||||||
| LHFI | 10,247,829 | 9,824,524 | 9,335,628 | |||||||||
| Nonaccrual LHFI to total LHFI | 0.61 | % | 0.64 | % | 0.57 | % | ||||||
| Nonaccrual LHFI | $ | 62,698 | $ | 63,128 | $ | 53,226 | ||||||
| LHFI | 10,247,829 | 9,824,524 | 9,335,628 | |||||||||
| ACL, LHFI to nonaccrual LHFI | 158.63 | % | 185.82 | % | 158.34 | % | ||||||
| ACL, LHFI | $ | 99,457 | $ | 117,306 | $ | 84,277 | ||||||
| Nonaccrual LHFI | 62,698 | 63,128 | 53,226 | |||||||||
| Net (charge-offs) recoveries to average LHFI: | ||||||||||||
| Construction, land development and other land loans (2) | 0.28 | % | 0.14 | % | 0.07 | % | ||||||
| Net (charge-offs) recoveries | $ | 1,525 | $ | 704 | $ | 854 | ||||||
| Average LHFI | 551,266 | 490,036 | 1,145,453 | |||||||||
| Other loans secured by 1-4 family residential properties (2) | 0.08 | % | 0.05 | % | 0.01 | % | ||||||
| Net (charge-offs) recoveries | $ | 396 | $ | 261 | $ | 135 | ||||||
| Average LHFI | 505,063 | 550,423 | 1,811,560 | |||||||||
| Loans secured by nonfarm, nonresidential properties | 0.04 | % | -0.12 | % | 0.01 | % | ||||||
| Net (charge-offs) recoveries | $ | 1,076 | $ | (3,231 | ) | $ | 150 | |||||
| Average LHFI | 2,846,103 | 2,628,240 | 2,352,213 | |||||||||
| Other loans secured by real estate | — | 0.01 | % | — | ||||||||
| Net (charge-offs) recoveries | $ | 20 | $ | 60 | $ | 29 | ||||||
| Average LHFI | 971,881 | 910,672 | 634,061 | |||||||||
| Other construction loans (2) | 0.01 | % | 0.03 | % | — | |||||||
| Net (charge-offs) recoveries | $ | 47 | $ | 208 | $ | — | ||||||
| Average LHFI | 757,716 | 776,546 | — | |||||||||
| Loans secured by 1-4 family residential properties (2) | — | 0.01 | % | — | ||||||||
| Net (charge-offs) recoveries | $ | (49 | ) | $ | 160 | $ | — | |||||
| Average LHFI | 1,328,220 | 1,230,319 | — | |||||||||
| Commercial and industrial loans | 0.03 | % | 0.01 | % | -0.27 | % | ||||||
| Net (charge-offs) recoveries | $ | 336 | $ | 179 | $ | (4,087 | ) | |||||
| Average LHFI | 1,331,537 | 1,388,180 | 1,503,018 | |||||||||
| Consumer loans | 0.02 | % | -0.13 | % | -0.26 | % | ||||||
| Net (charge-offs) recoveries | $ | 25 | $ | (215 | ) | $ | (449 | ) | ||||
| Average LHFI | 156,826 | 165,249 | 174,935 | |||||||||
| State and other political subdivision loans | — | — | — | |||||||||
| Net (charge-offs) recoveries | $ | — | $ | — | $ | — | ||||||
| Average LHFI | 1,098,190 | 943,281 | 968,831 | |||||||||
| Other commercial loans (2) | 0.06 | % | — | -0.49 | % | |||||||
| Net (charge-offs) recoveries | $ | 274 | $ | 7 | $ | (2,442 | ) | |||||
| Average LHFI | 474,291 | 560,360 | 498,822 | |||||||||
| Total LHFI | 0.04 | % | -0.02 | % | -0.06 | % | ||||||
| Net (charge-offs) recoveries | $ | 3,650 | $ | (1,867 | ) | $ | (5,810 | ) | ||||
| Average LHFI | 10,021,093 | 9,643,306 | 9,088,893 |
(1)
Effective January 1, 2020, Trustmark adopted FASB ASU 2016-13 using the modified retrospective approach; therefore, prior period balances are presented under legacy GAAP and may not be comparable to current period presentation.
(2)
In accordance with the guidance of FASB ASC Topic 326, Trustmark redefined its LHFI portfolio segments and related loan classes based on the level at which risk is monitored within the ACL methodology. The other construction loans were segregated from the loans secured by construction, land development and other land loans. The other loans secured by 1-4 family residential properties were segregated from the loans secured by 1-4 family residential properties. Other loans were redefined as other commercial loans.
57
The PCL, LHFI for 2021 totaled -0.21% of average loans (LHFS and LHFI), compared to 0.36% of average loans (LHFS and LHFI) in 2020 and 0.12% of average loans (LHFS and LHFI) in 2019. The negative PCL, LHFI for 2021 primarily reflected improvements in the macroeconomic forecasts and credit quality, partially offset by an increase in specific reserves for individually analyzed credits within the commercial and industrial LHFI portfolio.
Off-Balance Sheet Credit Exposures
Trustmark maintains a separate ACL on off-balance sheet credit exposures, including unfunded loan commitments and letters of credit, which is included on the accompanying consolidated balance sheets. Expected credit losses for off-balance sheet credit exposures are estimated by calculating a commitment usage factor over the contractual period for exposures that are not unconditionally cancellable by Trustmark. Trustmark calculates a loan pool level unfunded amount for the period. Trustmark calculates an expected funding rate each period which is applied to each pool’s unfunded commitment balances to ensure that reserves will be applied to each pool based upon balances expected to be funded based upon historical levels. Additionally, a reserve rate is applied to the unfunded commitment balance, which incorporates both quantitative and qualitative aspects of the current period’s expected credit loss rate. The reserve rate is loan pool specific and is applied to the unfunded amount to ensure loss factors, both quantitative and qualitative, are being considered on the unfunded portion of the loan pool, consistent with the methodology applied to the funded loan pools. See the section captioned “Lending Related” in Note 17 – Commitments and Contingencies included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for complete description of Trustmark’s ACL methodology on off-balance sheet credit exposures.
Adjustments to the ACL on off-balance sheet credit exposures are recorded to PCL, off-balance sheet credit exposures. At December 31, 2021, the ACL on off-balance sheet credit exposures totaled $35.6 million compared to $38.6 million at December 31, 2020, a decrease of $2.9 million, or 7.6%. The PCL on off-balance sheet credit exposures totaled a negative $2.9 million for 2021, compared to PCL on off-balance sheet credit exposures of $8.9 million for 2020. The negative PCL, off-balance sheet credit exposures for 2021 primarily reflected the overall decrease in the total reserve rates applied to off-balance sheet credit exposures as a result of improvements in macroeconomic forecasts and credit quality.
Nonperforming Assets, Excluding PPP Loans
The table below provides the components of the nonperforming assets, excluding PPP loans, by geographic market region at December 31, 2021 and 2020 ($ in thousands):
| December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | |||||||
| Nonaccrual LHFI | ||||||||
| Alabama | $ | 8,182 | $ | 9,221 | ||||
| Florida | 313 | 572 | ||||||
| Mississippi | 21,636 | 35,015 | ||||||
| Tennessee | 10,501 | 12,572 | ||||||
| Texas | 22,066 | 5,748 | ||||||
| Total nonaccrual LHFI | 62,698 | 63,128 | ||||||
| Other real estate | ||||||||
| Alabama | — | 3,271 | ||||||
| Mississippi | 4,557 | 8,330 | ||||||
| Tennessee | — | 50 | ||||||
| Total other real estate | 4,557 | 11,651 | ||||||
| Total nonperforming assets | $ | 67,255 | $ | 74,779 | ||||
| Nonperforming assets/total loans (LHFS and LHFI) and other real estate | 0.64 | % | 0.73 | % | ||||
| Loans Past Due 90 days or more | ||||||||
| LHFI | $ | 2,114 | $ | 1,576 | ||||
| LHFS - Guaranteed GNMA services loans (1) | $ | 69,894 | $ | 119,409 |
(1)
No obligation to repurchase.
58
For additional information regarding the Trustmark’s serviced GNMA loans eligible for repurchase, please see the section captioned “Loans Held for Sale (LHFS)” included in Note 1 – Significant Accounting Policies of Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Nonaccrual LHFI
At December 31, 2021, nonaccrual LHFI totaled $62.7 million, or 0.60% of total LHFS and LHFI, reflecting a decrease of $430 thousand, or 0.7%, relative to December 31, 2020. The decrease in nonaccrual LHFI was primarily due to reductions, pay-offs and charge-offs of nonaccrual LHFI were largely offset by LHFI placed on nonaccrual status.
At December 31, 2021, nonaccrual energy-related LHFI totaled $2 thousand and represented less than 1 basis point of Trustmark’s total energy-related portfolio, compared to $10.4 million, or 10.2% of Trustmark’s total energy-related portfolio at December 31, 2020. For additional information regarding nonaccrual LHFI, see the section captioned “Nonaccrual and Past Due LHFI” in Note 4 – LHFI and Allowance for Credit Losses, LHFI included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Other Real Estate
Other real estate at December 31, 2021 decreased $7.1 million, or 60.9%, when compared with December 31, 2020, principally due to properties sold in Trustmark’s Mississippi, Alabama, and Tennessee market regions.
The following tables illustrate changes in other real estate by geographic market region for the periods presented ($ in thousands):
| Year Ended December 31, 2021 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | ||||||||||||||||||
| Balance at beginning of period | $ | 11,651 | $ | 3,271 | $ | — | $ | 8,330 | $ | 50 | $ | — | |||||||||||
| Additions | 770 | — | — | 717 | 53 | — | |||||||||||||||||
| Disposals | (6,932 | ) | (3,063 | ) | — | (3,741 | ) | (128 | ) | — | |||||||||||||
| Write-downs | (932 | ) | (208 | ) | — | (749 | ) | 25 | — | ||||||||||||||
| Balance at end of period | $ | 4,557 | $ | — | $ | — | $ | 4,557 | $ | — | $ | — |
| Year Ended December 31, 2020 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | ||||||||||||||||||
| Balance at beginning of period | $ | 29,248 | $ | 8,133 | $ | 5,877 | $ | 14,919 | $ | 319 | $ | — | |||||||||||
| Additions | 635 | 77 | — | 339 | 219 | — | |||||||||||||||||
| Disposals | (16,446 | ) | (3,887 | ) | (5,861 | ) | (6,230 | ) | (468 | ) | — | ||||||||||||
| Write-downs | (1,786 | ) | (1,052 | ) | (16 | ) | (698 | ) | (20 | ) | — | ||||||||||||
| Balance at end of period | $ | 11,651 | $ | 3,271 | $ | — | $ | 8,330 | $ | 50 | $ | — |
| Year Ended December 31, 2019 | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | Alabama | Florida | Mississippi | Tennessee | Texas | |||||||||||||||||||
| Balance at beginning of period | $ | 34,668 | $ | 6,873 | $ | 8,771 | $ | 17,255 | $ | 1,025 | $ | 744 | ||||||||||||
| Additions | 8,598 | 2,908 | — | 5,575 | 115 | — | ||||||||||||||||||
| Disposals | (11,474 | ) | (1,198 | ) | (2,783 | ) | (5,967 | ) | (800 | ) | (726 | ) | ||||||||||||
| Write-downs | (2,544 | ) | (450 | ) | (111 | ) | (1,944 | ) | (21 | ) | (18 | ) | ||||||||||||
| Balance at end of period | $ | 29,248 | $ | 8,133 | $ | 5,877 | $ | 14,919 | $ | 319 | $ | — |
Write-downs of other real estate decreased $854 thousand, or 47.8%, during 2021 compared to a decrease of $758 thousand, or 29.8%, during 2020. The decrease in write-downs of other real estate during 2021 compared to 2020 was primarily due to a decrease in write-downs of other real estate properties in the Alabama market region.
The following table illustrates other real estate by type of property at December 31, 2021 and 2020 ($ in thousands):
| December 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | ||||||
| Construction, land development and other land properties | $ | — | $ | 3,857 | |||
| 1-4 family residential properties | 94 | 1,349 | |||||
| Nonfarm, nonresidential properties | 4,463 | 6,445 | |||||
| Total other real estate | $ | 4,557 | $ | 11,651 |
59
Acquired Loans
Trustmark’s loss share agreement with the FDIC covering the acquired covered loans secured by 1-4 family residential properties expired in 2021.
Upon adoption of FASB ASC Topic 326, which was effective for Trustmark on January 1, 2020 in accordance with the amendments in FASB ASU 2016-13, Trustmark elected to account for its existing acquired loans as PCD loans included within the LHFI portfolio. Trustmark elected to maintain pools of loans that were previously accounted for under FASB ASC Subtopic 310-30, “Receivables – Loans and Debt Securities Acquired with Deteriorated Credit Quality,” and will continue to account for these pools as a unit of account. Loans are only removed from the existing loan pools if they are written off, paid off or sold. Upon adoption of FASB ASC Topic 326, the ACL was determined for each pool and added to the pool’s carrying value to establish a new amortized cost basis. The difference between the unpaid principal balance of the pool and the new amortized cost basis is the noncredit premium or discount which will be amortized into interest income over the remaining life of the pool. Changes to the ACL after adoption of FASB ASC Topic 326 are recorded through the PCL, LHFI.
As a result of adopting FASB ASC Topic 326, Trustmark transferred $72.6 million of acquired loans and $815 thousand of related allowance for loan losses, acquired loans and recorded $1.0 million of ACL calculated for these loans to LHFI on January 1, 2020. The acquired loans and related allowance transferred were acquired in the BancTrust merger.
For additional information regarding acquired loans, see Note 5 – Acquired Loans included in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Deposits
Trustmark’s deposits are its primary source of funding and consist primarily of core deposits from the communities Trustmark serves. Deposits include interest-bearing and noninterest-bearing demand accounts, savings, MMDA, certificates of deposit and individual retirement accounts. Total deposits were $15.087 billion at December 31, 2021 compared to $14.049 billion at December 31, 2020, an increase of $1.038 billion, or 7.4%, reflecting increases in both noninterest-bearing and interest-bearing deposit accounts. During 2021, noninterest-bearing deposits increased $422.1 million, or 9.7%, primarily due to growth in all categories of noninterest-bearing deposit accounts. Interest-bearing deposits increased $616.3 million, or 6.4%, during 2021, primarily due to growth in consumer and commercial interest checking and MMDA as well as consumer savings accounts, partially offset by declines in all categories of certificates of deposits and public interest checking accounts.
The maturities of time deposits that exceed the FDIC insurance limit of $250 thousand at December 31, 2021 are as follows ($ in thousands):
| Three months or less | $ | 59,586 | |
|---|---|---|---|
| Over three months through six months | 28,087 | ||
| Over six months through twelve months | 47,782 | ||
| Over twelve months | 28,511 | ||
| Total time deposits in excess of FDIC insurance limit | $ | 163,966 |
Borrowings
Trustmark uses short-term borrowings, such as federal funds purchased, securities sold under repurchase agreements and short-term FHLB advances, to fund growth of earning assets in excess of deposit growth. See the section captioned “Liquidity” for further discussion of the components of Trustmark’s excess funding capacity.
Federal funds purchased and repurchase agreements totaled $238.6 million at December 31, 2021 compared to $164.5 million at December 31, 2020, an increase of $74.1 million, or 45.0%, and represented customer related transactions, such as commercial sweep repurchase balances. Trustmark had no upstream federal funds purchased at December 31, 2021 and 2020.
Other borrowings totaled $91.0 million at December 31, 2021, a decrease of $77.2 million, or 45.9%, when compared with $168.3 million at December 31, 2020, primarily due to a decrease in the amount of GNMA loans eligible for repurchase and the pay-off of the SERP policy loan during the third quarter of 2021.
60
Benefit Plans
Defined Benefit Plans
As disclosed in Note 15 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a noncontributory tax-qualified defined benefit pension plan titled the Trustmark Corporation Pension Plan for Certain Employees of Acquired Financial Institutions (the Continuing Plan) to satisfy commitments made by Trustmark to associates covered through plans obtained in acquisitions.
At December 31, 2021, the fair value of the Continuing Plan’s assets totaled $2.9 million and was exceeded by the projected benefit obligation of $8.6 million by $5.7 million. Net periodic benefit cost equaled $1.1 million in 2021, compared to $786 thousand in 2020 and $1.1 million in 2019.
The fair value of plan assets is determined utilizing current market quotes, while the benefit obligation and periodic benefit costs are determined utilizing actuarial methodology with certain weighted-average assumptions. For 2021, 2020 and 2019, the process used to select the discount rate assumption under FASB ASC Topic 715 takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. Assumptions, which have been chosen to represent the estimate of a particular event as required by GAAP, have been reviewed and approved by Management based on recommendations from its actuaries.
The range of potential contributions to the Continuing Plan is determined annually by the Continuing Plan’s actuary in accordance with applicable IRS rules and regulations. Trustmark’s policy is to fund amounts that are sufficient to satisfy the annual minimum funding requirements and do not exceed the maximum that is deductible for federal income tax purposes. The actual amount of the contribution is determined annually based on the Continuing Plan’s funded status and return on plan assets as of the measurement date, which is December 31. For the plan year ending December 31, 2021, Trustmark’s minimum required contribution to the Continuing Plan was $312 thousand; however, Trustmark contributed $324 thousand, $12 thousand in excess of the minimum required. For the plan year ending December 31, 2022, Trustmark’s minimum required contribution to the Continuing Plan is expected to be $164 thousand; however, Management and the Board of Directors of Trustmark will monitor the Continuing Plan throughout 2022 to determine any additional funding requirements by the plan’s measurement date.
Supplemental Retirement Plans
As disclosed in Note 15 – Defined Benefit and Other Postretirement Benefits included in Part II. Item 8. – Financial Statements and Supplementary Data of this report, Trustmark maintains a nonqualified supplemental retirement plan covering key executive officers and senior officers as well as directors who have elected to defer fees. The plan provides for retirement and/or death benefits based on a participant’s covered salary or deferred fees. Although plan benefits may be paid from Trustmark’s general assets, Trustmark has purchased life insurance contracts on the participants covered under the plan, which may be used to fund future benefit payments under the plan. The measurement date for the plan is December 31. As a result of mergers prior to 2014, Trustmark became the administrator of small nonqualified supplemental retirement plans, for which the plan benefits were frozen prior to the merger dates.
At December 31, 2021, the accrued benefit obligation for the supplemental retirement plans equaled $55.0 million, while the net periodic benefit cost equaled $2.5 million in 2021, $2.8 million in 2020 and $3.0 million in 2019. The net periodic benefit cost and projected benefit obligation are determined using actuarial assumptions as of the plans’ measurement date. The process used to select the discount rate assumption under FASB ASC Topic 715 takes into account the benefit cash flow and the segmented yields on high-quality corporate bonds that would be available to provide for the payment of the benefit cash flow. At December 31, 2021, unrecognized actuarial losses and unrecognized prior service costs continue to be amortized over future service periods.
Legal Environment
Information required in this section is set forth under the heading “Legal Proceedings” of Note 17 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
Off-Balance Sheet Arrangements
Information required in this section is set forth under the heading “Lending Related” of Note 17 – Commitments and Contingencies in Part II. Item 8. – Financial Statements and Supplementary Data of this report.
61
Capital Resources and Liquidity
At December 31, 2021, Trustmark’s total shareholders’ equity was $1.741 billion, an increase of $194 thousand when compared to December 31, 2020. The slight increase in shareholders’ equity during 2021 was primarily as a result of net income of $147.4 million, which was largely offset by common stock repurchases of $61.8 million, common stock dividends of $58.1 million and a decrease in the fair market value of available for sale securities, net of tax, of $37.1 million. Trustmark utilizes a capital model in order to provide Management with a monthly tool for analyzing changes in its strategic capital ratios. This allows Management to hold sufficient capital to provide for growth opportunities and protect the balance sheet against sudden adverse market conditions, while maintaining an attractive return on equity to shareholders.
Regulatory Capital
Trustmark and TNB are subject to minimum risk-based capital and leverage capital requirements, as described in the section captioned “Capital Adequacy” included in Part I. Item 1. – Business of this report, which are administered by the federal bank regulatory agencies. These capital requirements, as defined by federal regulations, involve quantitative and qualitative measures of assets, liabilities and certain off-balance sheet instruments. Trustmark’s and TNB’s minimum risk-based capital requirements include a capital conservation buffer of 2.500% at December 31, 2021 and 2020. AOCI is not included in computing regulatory capital. Trustmark has elected the five-year phase-in transition period (through December 31, 2024) related to adopting FASB ASU 2016-13 for regulatory capital purposes. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the financial statements of Trustmark and TNB and limit Trustmark’s and TNB’s ability to pay dividends. At December 31, 2021, Trustmark and TNB exceeded all applicable minimum capital standards. In addition, Trustmark and TNB met applicable regulatory guidelines to be considered well-capitalized at December 31, 2021. To be categorized in this manner, Trustmark and TNB maintained minimum common equity Tier 1 risk-based capital, Tier 1 risk-based capital, total risk-based capital and Tier 1 leverage ratios, and were not subject to any written agreement, order or capital directive, or prompt corrective action directive issued by their primary federal regulators to meet and maintain a specific capital level for any capital measures. There are no significant conditions or events that have occurred since December 31, 2021, which Management believes have affected Trustmark’s or TNB’s present classification.
During the fourth quarter of 2020, Trustmark enhanced its capital structure with the issuance of $125.0 million of subordinated notes. The subordinated notes were sold at an underwriting discount of 1.2%, resulting in net proceeds to Trustmark of $123.5 million before deducting offering expenses. At December 31, 2021 and 2020, the carrying amount of the subordinated notes was $123.0 million and $122.9 million, respectively. The subordinated notes mature December 1, 2030 and are redeemable at Trustmark’s option under certain circumstances. For regulatory capital purposes, the subordinated notes qualified as Tier 2 capital for Trustmark at December 31, 2021 and 2020. Trustmark may utilize the full carrying value of the subordinated notes as Tier 2 capital until December 1, 2025 (five years prior to maturity). Beginning December 1, 2025, the subordinated notes will phase out of Tier 2 capital 20.0% each year until maturity.
In 2006, Trustmark enhanced its capital structure with the issuance of trust preferred securities. For regulatory capital purposes, the trust preferred securities qualified as Tier 1 capital at December 31, 2021 and 2020. Trustmark intends to continue to utilize $60.0 million in trust preferred securities issued by the Trust as Tier 1 capital up to the regulatory limit, as permitted by the grandfather provision in the Dodd-Frank Act and the Basel III Final Rule.
Refer to the section captioned “Regulatory Capital” included in Note 18 – Shareholders’ Equity in Part II. Item 8. – Financial Statements and Supplementary Data of this report for an illustration of Trustmark’s and TNB’s actual regulatory capital amounts and ratios under regulatory capital standards in effect at December 31, 2021 and 2020.
Dividends on Common Stock
Dividends per common share for each of the years ended December 31, 2021, 2020 and 2019 were $0.92. Trustmark’s dividend payout ratio for 2021, 2020 and 2019 was 39.15%, 36.51%, and 39.48%, respectively. Since Trustmark is a holding company and does not conduct operations, its primary source of liquidity are dividends paid from TNB and borrowings from outside sources. Approval by TNB’s regulators is required if the total of all dividends declared in any calendar year exceeds the total of its net income for that year combined with its retained net income of the preceding two years. In 2022, TNB will have available approximately $161.9 million plus its net income for that year to pay as dividends to Trustmark. The actual amount of any dividends declared in 2022 by Trustmark will be determined by Trustmark’s Board of Directors. Trustmark’s Board of Directors declared a quarterly cash dividend of $0.23 per share payable of March 15, 2022, to shareholders of record on March 1, 2022.
62
Stock Repurchase Plan
From time to time, Trustmark’s Board of Directors has authorized stock repurchase plans. In general, stock repurchase plans allow Trustmark to proactively manage its capital position and return excess capital to shareholders. Shares purchased also provide Trustmark with shares of common stock necessary to satisfy obligations related to stock compensation awards. Under the stock repurchase plan effective April 1, 2019 through March 30, 2020, Trustmark repurchased approximately 1.5 million shares its common stock valued at $47.2 million. Under the stock repurchase plan effective April 1, 2020 through December 31, 2021, Trustmark repurchased approximately 1.9 million shares of its common stock valued at $61.8 million. On December 7, 2021, the Board of Directors of Trustmark authorized a new stock repurchase program, effective January 1, 2022, under which $100.0 million of Trustmark’s outstanding common stock may be acquired through December 31, 2022. These shares may be purchased from time to time at prevailing market prices, through open market or private transactions, depending on market conditions, and in conjunction with its disciplined share repurchase framework. There is no guarantee as to the number of shares that may be repurchased by Trustmark, and Trustmark may discontinue repurchases at any time at Management's discretion. Under this authority, Trustmark repurchased approximately 156 thousand shares of its common stock value at $5.2 million during January 2022.
Liquidity
Liquidity is the ability to ensure that sufficient cash flow and liquid assets are available to satisfy current and future financial obligations, including demand for loans and deposit withdrawals, funding operating costs and other corporate purposes. Consistent cash flows from operations and adequate capital provide internally generated liquidity. Furthermore, Management maintains funding capacity from a variety of external sources to meet daily funding needs, such as those required to meet deposit withdrawals, loan disbursements and security settlements. Liquidity strategy also includes the use of wholesale funding sources to provide for the seasonal fluctuations of deposit and loan demand and the cyclical fluctuations of the economy that impact the availability of funds. Management keeps excess funding capacity available to meet potential demands associated with adverse circumstances.
The asset side of the balance sheet provides liquidity primarily through maturities and cash flows from loans and securities as well as the ability to sell certain loans and securities while the liability portion of the balance sheet provides liquidity primarily through noninterest and interest-bearing deposits. Trustmark utilizes federal funds purchased, FHLB advances, securities sold under repurchase agreements as well as the Discount Window and, on a limited basis as discussed below, brokered deposits to provide additional liquidity. Access to these additional sources represents Trustmark’s incremental borrowing capacity.
Trustmark’s liquidity position is continuously monitored and adjustments are made to manage the balance as deemed appropriate. Liquidity risk management is an important element to Trustmark’s asset/liability management process. Trustmark regularly models liquidity stress scenarios to assess potential liquidity outflows or funding problems resulting from economic disruptions or other significant occurrences as deemed appropriate by Management. These scenarios are incorporated into Trustmark’s contingency funding plan, which provides the basis for the identification of its liquidity needs.
Deposit accounts represent Trustmark’s largest funding source. Average deposits totaled to $14.538 billion for 2021 and represented approximately 85.2% of average liabilities and shareholders’ equity, compared to average deposits of $12.916 billion, which represented 84.8% of average liabilities and shareholders’ equity for 2020.
Trustmark had $2.064 billion held in an interest-bearing account at the FRBA at December 31, 2021, compared to $1.718 billion at December 31, 2020.
Trustmark utilizes a limited amount of brokered deposits to supplement other wholesale funding sources. At December 31, 2021, brokered sweep Money Market Deposit Account (MMDA) deposits totaled $29.6 million compared to $28.1 million at December 31, 2020.
At December 31, 2021 and 2020, Trustmark had no upstream federal funds purchased. Trustmark maintains adequate federal funds lines to provide sufficient short-term liquidity.
Trustmark maintains a relationship with the FHLB of Dallas, which provided no outstanding short-term or long-term advances at December 31, 2021 and 2020. Trustmark had no letters of credit outstanding with the FHLB of Dallas at December 31, 2021, compared to $600.0 million in outstanding letters of credit at December 31, 2020. Under the existing borrowing agreement, Trustmark had sufficient qualifying collateral to increase FHLB advances with the FHLB of Dallas by $3.449 billion at December 31, 2021.
In addition, at December 31, 2021, Trustmark had no short-term and $97 thousand in long-term FHLB advances outstanding with the FHLB of Atlanta, which were acquired in the BancTrust merger, compared to $625 thousand in short-term and $116 thousand in
63
long-term FHLB advances outstanding at December 31, 2020. Trustmark has non-member status and thus no additional borrowing capacity with the FHLB of Atlanta.
Additionally, Trustmark has the ability to leverage its unencumbered investment securities as collateral. At December 31, 2021, Trustmark had approximately $751.0 million available in unencumbered Treasury and agency securities compared to $560.0 million at December 31, 2020.
Another borrowing source is the Discount Window. At December 31, 2021, Trustmark had approximately $876.8 million available in collateral capacity at the Discount Window primarily from pledges of commercial and industrial LHFI, compared with $893.5 million at December 31, 2020.
Additionally, on March 15, 2020, in response to the COVID-19 pandemic, the FRB reduced reserve requirements for insured depository institutions to zero percent, which increased TNB’s available liquidity.
During the fourth quarter of 2020, Trustmark agreed to issue and sell $125.0 million aggregate principal amount of its 3.625% fixed-to-floating rate subordinated notes. The subordinated notes were sold at an underwriting discount of 1.2%, resulting in net proceeds to Trustmark of $123.5 million before deducting offering expenses. At December 31, 2021 and 2020, the carrying amount of the subordinated notes was $123.0 million and $122.9 million, respectively. The subordinated notes mature December 1, 2030 and are redeemable at Trustmark’s option under certain circumstances. The subordinated notes are unsecured obligations and are subordinated in right of payment to all of Trustmark’s existing and future senior indebtedness, whether secured or unsecured. The subordinated notes are obligations of Trustmark only and are not obligations of, and are not guaranteed by, any of its subsidiaries, including TNB. Trustmark intends to use the net proceeds for general corporate purposes.
During 2006, Trustmark completed a private placement of $60.0 million of trust preferred securities through a newly formed Delaware trust affiliate, the Trust. The trust preferred securities mature September 30, 2036 and are redeemable at Trustmark’s option. The proceeds from the sale of the trust preferred securities were used by the Trust to purchase $61.9 million in aggregate principal amount of Trustmark’s junior subordinated debentures.
The Board of Directors of Trustmark currently has the authority to issue up to 20.0 million preferred shares with no par value. The ability to issue preferred shares in the future will provide Trustmark with additional financial and management flexibility for general corporate and acquisition purposes. At December 31, 2021, Trustmark had no shares of preferred stock issued and outstanding.
Management believes that Trustmark has sufficient liquidity and capital resources to meet presently known cash flow requirements arising from ongoing business transactions. As of December 31, 2021, Management is not aware of any events that are reasonable likely to have a material adverse effect on our liquidity, capital resources or operations. In addition, Management is not aware of any regulatory recommendations regarding liquidity that would have a material adverse effect on Trustmark.
In the ordinary course of business, Trustmark has entered into contractual obligation and have made other commitments to make future payments. Please refer to the accompanying notes to the consolidated financial statements included in Part II. Item 8. – Financial Statements and Supplementary Data of this report for the expected timing of such payments as of December 31, 2021. These include payments related to (i) short-term and long-term borrowings (Note 12 – Borrowings), (ii) operating and finance leases (Note 10 – Leases), (iii) time deposits with stated maturity dates (Note 11 – Deposits) and (iv) commitments to extend credit and standby letters of credit (Note 17 – Commitments and Contingencies).
Asset/Liability Management
Overview
Market risk reflects the potential risk of loss arising from adverse changes in interest rates and market prices. Trustmark has risk management policies to monitor and limit exposure to market risk. Trustmark’s primary market risk is interest rate risk created by core banking activities. Interest rate risk is the potential variability of the income generated by Trustmark’s financial products or services, which results from changes in various market interest rates. Market rate changes may take the form of absolute shifts, variances in the relationships between different rates and changes in the shape or slope of the interest rate term structure.
On March 5, 2021, the United Kingdom’s Financial Conduct Authority, which regulates LIBOR, confirmed that the publication of most LIBOR term rates will end on June 20, 2023 (excluding one-week U.S. LIBOR and two-month U.S. LIBOR, the publication of which ended on December 31, 2021). Trustmark has a significant number of loans, derivative contracts, borrowings and other financial instruments with attributes that are either directly or indirectly dependent on LIBOR. The transition from LIBOR could create considerable costs and additional risk. Trustmark cannot predict what the ultimate impact of the transition from LIBOR will be;
64
however, failure to adequately manage the transition could have a material adverse effect on Trustmark’s business, financial condition and results of operations. For additional information regarding the transition from LIBOR and Trustmark’s management of this transition, please see the respective risk factor included in Part I. Item 1A. – Risk Factors of this report.
Management continually develops and applies cost-effective strategies to manage these risks. Management’s Asset/Liability Committee sets the day-to-day operating guidelines, approves strategies affecting net interest income and coordinates activities within policy limits established by the Board of Directors of Trustmark. A key objective of the asset/liability management program is to quantify, monitor and manage interest rate risk and to assist Management in maintaining stability in the net interest margin under varying interest rate environments.
Derivatives
Trustmark uses financial derivatives for management of interest rate risk. Management’s Asset/Liability Committee, in its oversight role for the management of interest rate risk, approves the use of derivatives in balance sheet hedging strategies. The most common derivatives employed by Trustmark are interest rate lock commitments, forward contracts (both futures contracts and options on futures contracts), interest rate swaps, interest rate caps and interest rate floors. As a general matter, the values of these instruments are designed to be inversely related to the values of the assets that they hedge (i.e., if the value of the hedged asset falls, the value of the related hedge rises). In addition, Trustmark has entered into derivatives contracts as counterparty to one or more customers in connection with loans extended to those customers. These transactions are designed to hedge interest rate, currency or other exposures of the customers and are not entered into by Trustmark for speculative purposes. Increased federal regulation of the derivatives markets may increase the cost to Trustmark to administer derivatives programs.
Derivatives Not Designated as Hedging Instruments
As part of Trustmark’s risk management strategy in the mortgage banking business, various derivative instruments such as interest rate lock commitments and forward sales contracts are utilized. Rate lock commitments are residential mortgage loan commitments with customers, which guarantee a specified interest rate for a specified period of time. Trustmark’s obligations under forward contracts consist of commitments to deliver mortgage loans, originated and/or purchased, in the secondary market at a future date. The gross notional amount of Trustmark’s off-balance sheet obligations under these derivative instruments totaled $378.6 million at December 31, 2021, with a positive valuation adjustment of $1.8 million, compared to $706.8 million, with a positive valuation adjustment of $6.4 million at December 31, 2020.
Trustmark utilizes a portfolio of exchange-traded derivative instruments, such as Treasury note futures contracts and option contracts, to achieve a fair value return that economically hedges changes in fair value of the MSR attributable to interest rates. These transactions are considered freestanding derivatives that do not otherwise qualify for hedge accounting under GAAP. The total notional amount of these derivative instruments was $409.5 million at December 31, 2021 compared to $326.5 million at December 31, 2020. These exchange-traded derivative instruments are accounted for at fair value with changes in the fair value recorded as noninterest income in mortgage banking, net and are offset by the changes in the fair value of the MSR. The MSR fair value represents the present value of future cash flows, which among other things includes decay and the effect of changes in interest rates. Ineffectiveness of hedging the MSR fair value is measured by comparing the change in value of hedge instruments to the change in the fair value of the MSR asset attributable to changes in interest rates and other market driven changes in valuation inputs and assumptions. The impact of this strategy resulted in a net positive ineffectiveness of $2.5 million for the year ended December 31, 2021, compared to a net positive ineffectiveness of $7.8 million for the year ended December 31, 2020 and a net negative ineffectiveness of $11.5 million for the year ended December 31, 2019.
Trustmark offers certain interest rate derivatives products directly to qualified commercial lending clients seeking to manage their interest rate risk under loans they have entered into with TNB. Trustmark economically hedges interest rate swap transactions executed with commercial lending clients by entering into offsetting interest rate swap transactions with institutional derivatives market participants. Derivatives transactions executed as part of this program are not designated as qualifying hedging relationships under GAAP and are, therefore, carried on Trustmark’s financial statements at fair value with the change in fair value recorded as noninterest income in bank card and other fees. Because these derivatives have mirror-image contractual terms, in addition to collateral provisions which mitigate the impact of non-performance risk, the changes in fair value are expected to substantially offset. The Chicago Mercantile Exchange rules legally characterize variation margin collateral payments made or received for centrally cleared interest rate swaps as settlements rather than collateral. As a result, centrally cleared interest rate swaps included in other assets and other liabilities are presented on a net basis in the accompanying consolidated balance sheets. At December 31, 2021, Trustmark had interest rate swaps with an aggregate notional amount of $1.225 billion related to this program, compared to $1.125 billion at December 31, 2020.
65
Credit-Risk-Related Contingent Features
Trustmark has agreements with its financial institution counterparties that contain provisions where if Trustmark defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then Trustmark could also be deemed to be in default on its derivatives obligations.
At December 31, 2021 and 2020, the termination value of interest rate swaps in a liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $655 thousand and $1.3 million, respectively. At December 31, 2021, Trustmark had posted collateral of $850 thousand against its obligations because of negotiated thresholds and minimum transfer amounts under these agreements. If Trustmark had breached any of these triggering provisions at December 31, 2021, it could have been required to settle its obligations under the agreements at the termination value (which is expected to approximate fair market value).
Credit risk participation agreements arise when Trustmark contracts with other financial institutions, as a guarantor or beneficiary, to share credit risk associated with certain interest rate swaps. These agreements provide for reimbursement of losses resulting from a third-party default on the underlying swap. At December 31, 2021, Trustmark had entered into six risk participation agreements as a beneficiary with and aggregate notional amount of $52.0 million compared to three risk participation agreements as a beneficiary with an aggregate notional amount of $41.1 million at December 31, 2020. At both December 31, 2021 and 2020, Trustmark had entered into twenty-four risk participation agreements as a guarantor with an aggregate notional amount of $173.5 million and $172.0 million, respectively. The aggregate fair values of these risk participation agreements were immaterial at December 31, 2021 and 2020.
Trustmark’s participation in the derivatives markets is subject to increased federal regulation of these markets. Trustmark believes that it may continue to use financial derivatives to manage interest rate risk and also to offer derivatives products to certain qualified commercial lending clients in compliance with the Volcker Rule. However, the increased federal regulation of the derivatives markets has increased the cost to Trustmark of administering its derivatives programs. Some of these costs (particularly compliance costs related to the Volcker Rule and other federal regulations) are expected to recur in the future.