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Washington Trust Bancorp 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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
(Mark One)
☒Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended
September 30, 2022or
☐Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ______ to ______.
Commission file number:  001-32991
WASHINGTON TRUST BANCORP, INC.
(Exact name of registrant as specified in its charter)
Rhode Island
05-0404671
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
23 Broad Street
Westerly,Rhode Island02891
(Address of principal executive offices)(Zip Code)

(401) 348-1200
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
COMMON STOCK, $.0625 PAR VALUE PER SHAREWASHThe NASDAQ Stock Market LLC
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 
Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
☐ Yes ☒ No
The number of shares of common stock of the registrant outstanding as of October 31, 2022 was 17,180,903.


FORM 10-Q
WASHINGTON TRUST BANCORP, INC. AND SUBSIDIARIES
For the Quarter Ended September 30, 2022
TABLE OF CONTENTS
Page Number

-2-


Glossary of Acronyms and Terms
The following is a list of acronyms and terms that are used throughout this Quarterly Report on Form 10-Q:

2013 PlanWashington Trust Bancorp, Inc.'s 2013 Stock Option and Incentive Plan
2021 Repurchase ProgramWashington Trust Bancorp, Inc.'s Stock Repurchase Program adopted on November 10, 2021
2022 Long Term Incentive PlanWashington Trust Bancorp, Inc. 2022 Long Term Incentive Plan
ACLAllowance for credit losses
ALCOAsset/Liability Committee
AOCLAccumulated other comprehensive loss
ASCAccounting Standards Codification
ASUAccounting Standards Update
ATMAutomated teller machine
AUAAssets under administration
BancorpWashington Trust Bancorp, Inc.
BankThe Washington Trust Company, of Westerly
BOLIBank-owned life insurance
C&ICommercial and industrial
CARES ActCoronavirus Aid, Relief and Economic Security Act
CDARSCertificate of Deposit Account Registry Service
CorporationThe Bancorp and its subsidiaries
CRECommercial real estate
CRRSA ActCoronavirus Response and Relief Supplemental Appropriations Act
DCFDiscounted cash flow
DDMDemand Deposit Marketplace
EPSEarnings per common share
ERMEnterprise risk management
Exchange ActSecurities Exchange Act of 1934, as amended
FDICFederal Deposit Insurance Corporation
FHLBFederal Home Loan Bank of Boston
FICOFair Isaac Corporation
FRBBFederal Reserve Bank of Boston
FTEFully taxable equivalent
GAAPAccounting principles generally accepted in the United States of America
GDPGross domestic product
HPINational home price index
ICSInsured Cash Sweep
LTVLoan to value
NIMNet interest margin
NURNational unemployment rate
OREOProperty acquired through foreclosure or repossession
PPPPaycheck Protection Program
ROURight-of-use
S&PStandard and Poors, Inc.
SBASmall Business Administration
SECU.S. Securities and Exchange Commission
TDRTroubled debt restructuring
Washington TrustThe Bancorp and its subsidiaries

-3-

PART I.  Financial Information
Item 1.  Financial Statements
Washington Trust Bancorp, Inc. and Subsidiaries
Consolidated Balance Sheets (unaudited)
(Dollars in thousands, except par value)
September 30,
2022		December 31,
2021
Assets:
Cash and due from banks$130,066 $175,259 
Short-term investments2,773 3,234 
Mortgage loans held for sale, at fair value24,054 40,196 
Available for sale debt securities, at fair value (amortized cost of $1,165,816, net of allowance for credit losses on securities of $0 at September 30, 2022; and amortized cost of $1,051,800; net of allowance for credit losses on securities of $0 at December 31, 2021)
982,573 1,042,859 
Federal Home Loan Bank stock, at cost32,940 13,031 
Loans:
Total loans4,848,873 4,272,925 
Less: allowance for credit losses on loans36,863 39,088 
Net loans4,812,010 4,233,837 
Premises and equipment, net30,152 28,908 
Operating lease right-of-use assets27,788 26,692 
Investment in bank-owned life insurance101,491 92,592 
Goodwill63,909 63,909 
Identifiable intangible assets, net4,766 5,414 
Other assets195,529 125,196 
Total assets$6,408,051 $5,851,127 
Liabilities:
Deposits:
Noninterest-bearing deposits$938,572 $945,229 
Interest-bearing deposits4,131,285 4,034,822 
Total deposits5,069,857 4,980,051 
Federal Home Loan Bank advances700,000 145,000 
Junior subordinated debentures22,681 22,681 
Operating lease liabilities30,189 29,010 
Other liabilities153,050 109,577 
Total liabilities5,975,777 5,286,319 
Commitments and contingencies (Note 17)
Shareholders’ Equity:
Common stock of $.0625 par value; authorized 60,000,000 shares; 17,363,457 shares issued and 17,171,147 shares outstanding at September 30, 2022 and 17,363,457 shares issued and 17,330,818 shares outstanding at December 31, 2021
1,085 1,085 
Paid-in capital127,055 126,511 
Retained earnings485,163 458,310 
Accumulated other comprehensive loss(171,755)(19,981)
Treasury stock, at cost; 192,310 shares at September 30, 2022 and 32,639 shares at December 31, 2021
(9,274)(1,117)
Total shareholders’ equity432,274 564,808 
Total liabilities and shareholders’ equity$6,408,051 $5,851,127 
The accompanying notes are an integral part of these unaudited consolidated financial statements.
-4-

Washington Trust Bancorp, Inc. and Subsidiaries
Consolidated Statements of Income (unaudited)
(Dollars and shares in thousands, except per share amounts)

Three MonthsNine Months
Periods ended September 30, 2022202120222021
Interest income:
Interest and fees on loans$45,125 $35,691 $115,657 $104,670 
Interest on mortgage loans held for sale361 298 851 1,144 
Taxable interest on debt securities6,061 3,683 15,209 10,366 
Dividends on Federal Home Loan Bank stock88 95 218 338 
Other interest income503 56 769 121 
Total interest and dividend income52,138 39,823 132,704 116,639 
Interest expense:  
Deposits6,656 2,789 13,722 9,413 
Federal Home Loan Bank advances3,234 872 3,891 3,253 
Junior subordinated debentures206 92 443 278 
Total interest expense10,096 3,753 18,056 12,944 
Net interest income42,042 36,070 114,648 103,695 
Provision for credit losses800 — (2,100)(2,000)
Net interest income after provision for credit losses41,242 36,070 116,748 105,695 
Noninterest income:
Wealth management revenues9,525 10,455 30,122 30,778 
Mortgage banking revenues2,047 6,373 7,630 24,294 
Card interchange fees1,287 1,265 3,754 3,714 
Service charges on deposit accounts819 673 2,250 1,917 
Loan related derivative income1,041 728 2,011 2,370 
Income from bank-owned life insurance684 618 1,900 1,781 
Other income400 408 1,147 2,233 
Total noninterest income15,803 20,520 48,814 67,087 
Noninterest expense:
Salaries and employee benefits21,609 22,162 62,992 65,771 
Outsourced services3,552 3,294 10,169 9,711 
Net occupancy2,234 2,134 6,708 6,304 
Equipment939 977 2,795 2,946 
Legal, audit and professional fees693 767 2,140 2,042 
FDIC deposit insurance costs430 482 1,198 1,201 
Advertising and promotion799 559 1,874 1,341 
Amortization of intangibles215 223 648 674 
Debt prepayment penalties— — — 4,230 
Other expenses2,596 1,922 6,839 6,025 
Total noninterest expense33,067 32,520 95,363 100,245 
Income before income taxes23,978 24,070 70,199 72,537 
Income tax expense5,310 5,319 15,091 15,855 
Net income$18,668 $18,751 $55,108 $56,682 
Net income available to common shareholders$18,615 $18,697 $54,944 $56,520 
Weighted average common shares outstanding - basic17,174 17,320 17,269 17,303 
Weighted average common shares outstanding - diluted17,298 17,444 17,389 17,451 
Per share information:Basic earnings per common share$1.08 $1.08 $3.18 $3.27 
Diluted earnings per common share$1.08 $1.07 $3.16 $3.24 
The accompanying notes are an integral part of these unaudited consolidated financial statements.
-5-

Washington Trust Bancorp, Inc. and Subsidiaries
Consolidated Statements of Comprehensive Income (Loss) (unaudited)
(Dollars in thousands)

Three MonthsNine Months
Periods ended September 30, 2022202120222021
Net income$18,668 $18,751 $55,108 $56,682 
Other comprehensive (loss) income, net of tax:
Net change in fair value of available for sale debt securities(47,067)(3,137)(132,469)(12,322)
Net change in fair value of cash flow hedges(6,973)(403)(20,281)(36)
Net change in defined benefit plan obligations326 540 976 1,621 
Total other comprehensive loss, net of tax(53,714)(3,000)(151,774)(10,737)
Total comprehensive (loss) income($35,046)$15,751 ($96,666)$45,945 


The accompanying notes are an integral part of these unaudited consolidated financial statements.
-6-

Washington Trust Bancorp, Inc. and Subsidiaries
Consolidated Statements of Changes in Shareholders' Equity (unaudited)
(Dollars and shares in thousands, except per share amounts)

For the three months ended September 30, 2022Common
Shares Outstanding		Common
Stock		Paid-in
Capital		Retained
Earnings		Accumulated
Other
Comprehensive
Loss		Treasury StockTotal
Balance at June 30, 202217,190 $1,085 $126,079 $475,889 ($118,041)($8,378)$476,634 
Net income
— — — 18,668 — — 18,668 
Total other comprehensive loss, net of tax— — — — (53,714)— (53,714)
Cash dividends declared ($0.54 per share)
— — — (9,394)— — (9,394)
Share-based compensation— — 976 — — — 976 
Treasury stock purchased under 2021 Repurchase Program
(19)— — — — (896)(896)
Balance at September 30, 202217,171 $1,085 $127,055 $485,163 ($171,755)($9,274)$432,274 

For the nine months ended September 30, 2022Common
Shares Outstanding		Common
Stock		Paid-in
Capital		Retained
Earnings		Accumulated
Other
Comprehensive
Loss 		Treasury StockTotal
Balance at December 31, 202117,331 $1,085 $126,511 $458,310 ($19,981)($1,117)$564,808 
Net income
— — — 55,108 — — 55,108 
Total other comprehensive loss, net of tax— — — — (151,774)— (151,774)
Cash dividends declared ($1.62 per share)
— — — (28,255)— — (28,255)
Share-based compensation— — 2,589 — — — 2,589 
Exercise of stock options, issuance of other compensation-related equity awards, net of awards surrendered
34 — (2,045)— — 1,322 (723)
Treasury stock purchased under 2021 Repurchase Program
(194)— — — — (9,479)(9,479)
Balance at September 30, 202217,171 $1,085 $127,055 $485,163 ($171,755)($9,274)$432,274 

The accompanying notes are an integral part of these unaudited consolidated financial statements.
-7-

Washington Trust Bancorp, Inc. and Subsidiaries
Consolidated Statements of Changes in Shareholders' Equity (unaudited)
(Dollars and shares in thousands, except per share amounts)

For the three months ended September 30, 2021Common
Shares Outstanding		Common
Stock		Paid-in
Capital		Retained
Earnings		Accumulated
Other
Comprehensive
Loss		Treasury StockTotal
Balance at June 30, 202117,320 $1,085 $125,442 $437,927 ($15,128)($1,470)$547,856 
Net income
— — — 18,751 — — 18,751 
Total other comprehensive loss, net of tax— — — — (3,000)— (3,000)
Cash dividends declared ($0.52 per share)
— — — (9,112)— — (9,112)
Share-based compensation— — 823 — — — 823 
Balance at September 30, 202117,320 $1,085 $126,265 $447,566 ($18,128)($1,470)$555,318 

For the nine months ended September 30, 2021Common
Shares Outstanding		Common
Stock		Paid-in
Capital		Retained
Earnings		Accumulated
Other
Comprehensive
Loss		Treasury StockTotal
Balance at December 31, 202017,265 $1,085 $125,610 $418,246 ($7,391)($3,355)$534,195 
Net income
— — — 56,682 — — 56,682 
Total other comprehensive loss, net of tax— — — — (10,737)— (10,737)
Cash dividends declared ($1.56 per share)
— — — (27,362)— — (27,362)
Share-based compensation— — 2,705 — — — 2,705 
Exercise of stock options, issuance of other compensation-related equity awards, net of awards surrendered
55 — (2,050)— — 1,885 (165)
Balance at September 30, 202117,320 $1,085 $126,265 $447,566 ($18,128)($1,470)$555,318 

The accompanying notes are an integral part of these unaudited consolidated financial statements.
-8-

Washington Trust Bancorp, Inc. and Subsidiaries
Consolidated Statement of Cash Flows (unaudited)
(Dollars in thousands)

Nine months ended September 30, 20222021
Cash flows from operating activities:
Net income
$55,108 $56,682 
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses
(2,100)(2,000)
Depreciation of premises and equipment
2,554 2,549 
Net amortization of premiums and discounts on debt securities and loans
2,485 2,742 
Amortization of intangibles
648 674 
Share-based compensation
2,589 2,705 
Tax benefit from stock option exercises and other equity awards71 135 
Income from bank-owned life insurance
(1,900)(1,781)
Net gains on loan sales, including changes in fair value(6,164)(24,093)
Proceeds from sales of loans, net
262,907 706,253 
Loans originated for sale
(242,153)(634,451)
(Increase) decrease in operating lease right-of-use assets(1,096)2,003 
Increase (decrease) in operating lease liabilities1,179 (1,907)
(Increase) decrease in other assets(27,734)34,107 
Increase (decrease) in other liabilities25,451 (36,698)
Net cash provided by operating activities71,845 106,920 
Cash flows from investing activities:
Purchases of:
Available for sale debt securities: Mortgage-backed(203,826)(297,810)
Available for sale debt securities: Other(10,747)(221,166)
Maturities, calls and principal payments of:
Available for sale debt securities: Mortgage-backed97,495 274,169 
Available for sale debt securities: Other— 70,500 
Net (purchases) redemption of Federal Home Loan Bank stock(19,909)15,191 
Purchases of other equity investments (375)— 
Net increase in loans(571,950)(80,021)
Purchases of loans
(1,764)(41,546)
Purchases of premises and equipment
(3,824)(2,166)
Purchases of bank-owned life insurance
(7,000)(7,000)
Equity investment in real estate limited partnership
(1,861)— 
Net cash used in investing activities
(723,761)(289,849)
Cash flows from financing activities:
Net increase in deposits89,806 679,789 
Proceeds from Federal Home Loan Bank advances
1,946,112 1,173,000 
Repayment of Federal Home Loan Bank advances
(1,391,112)(1,544,267)
Treasury stock purchased
(9,479)— 
Net proceeds from stock option exercises and issuance of other equity awards, net of awards surrendered
(723)(165)
Cash dividends paid
(28,342)(27,308)
Net cash provided by financing activities
606,262 281,049 
Net (decrease) increase in cash and cash equivalents(45,654)98,120 
Cash and cash equivalents at beginning of period
178,493 202,268 
Cash and cash equivalents at end of period
$132,839 $300,388 
Noncash Activities:
Loans charged off$122 $630 
Commitment for equity investment in real estate limited partnership8,360 — 
Supplemental Disclosures:
Interest payments$15,677 $14,675 
Income tax payments13,021 15,551 
The accompanying notes are an integral part of these unaudited consolidated financial statements.
-9-


Condensed Notes to Unaudited Consolidated Financial Statements

Note 1 - Basis of Presentation
The Bancorp is a publicly-owned registered bank holding company that has elected to be a financial holding company.  The Bancorp’s subsidiaries include the Bank, a Rhode Island chartered financial institution founded in 1800, and Weston Securities Corporation.  Through its subsidiaries, the Bancorp offers a complete product line of financial services, including commercial, residential and consumer lending, retail and commercial deposit products, and wealth management services through its offices in Rhode Island, eastern Massachusetts and Connecticut.

The Unaudited Consolidated Financial Statements include the accounts of the Bancorp and its subsidiaries.  All intercompany balances and transactions have been eliminated in consolidation. Certain previously reported amounts have been reclassified to conform to the current year’s presentation.

The accounting and reporting policies of the Corporation conform to GAAP and to general practices of the banking industry.  In preparing the financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period.  Actual results could differ from those estimates. Management considers the ACL on loans to be a material estimate that is particularly susceptible to change.

The Unaudited Consolidated Financial Statements of the Corporation presented herein have been prepared pursuant to the rules of the SEC for quarterly reports on Form 10-Q and do not include all of the information and note disclosures required by GAAP. In the opinion of management, all adjustments (consisting of normal recurring adjustments) and disclosures considered necessary for the fair presentation of the accompanying Unaudited Consolidated Financial Statements have been included. Interim results are not necessarily indicative of the results of the entire year. The accompanying Unaudited Consolidated Financial Statements should be read in conjunction with the Audited Consolidated Financial Statements and notes thereto included in the Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

Note 2 - Recently Issued Accounting Pronouncements
Accounting Standards Pending Adoption
Business Combinations - ASC 805
ASU No. 2021-08, “Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”), was issued in October 2021 to clarify the accounting for contract cost assets and contract liabilities acquired in a business combination. Under current GAAP, an acquirer generally recognizes assets acquired and liabilities assumed in a business combination at fair value on the acquisition date. The provisions of ASU 2021-08 clarify that contract cost assets and contract liabilities acquired in a business combination should be accounted for in accordance with ASC 606 as if the acquirer had originated the contracts. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The provisions under ASU 2021-08 are required to be applied prospectively. The adoption of ASU 2021-08 is not expected to have a material impact on the Corporation’s consolidated financial statements.

Financial Instruments - Credit Losses - ASC 326
ASU No. 2022-02, “Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”), was issued in March 2022 to provide updates on the accounting treatment for TDRs and related disclosures requirements, as well as modifying the disclosure requirement associated with the existing credit quality indicators “vintage” disclosure. With respect to TDRs, ASU 2022-02 eliminates the recognition and measurement guidance for TDRs under current GAAP and instead requires that the Corporation evaluate whether the modification represents a new loan or a continuation of existing loan, consistent with the current GAAP treatment for other loan modifications. In addition, ASU 2022-02 eliminates existing disclosure requirements on TDRs and replaces with enhanced disclosure requirements related to loan modifications made to borrowers, including those experiencing financial difficulty. ASU 2022-02 also provides an update to the existing tabular vintage disclosure of credit quality indicators by requiring current period gross write-offs to be disclosed by year of origination for each loan segment. ASU 2022-02 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The provisions under ASU 2022-02 should be applied on a prospective basis. However, the Corporation has the option to use a modified retrospective transition method related to the change in accounting treatment for TDRs with a cumulative effect of the change in accounting principle recognized in the opening balance of retained earnings as of the adoption date. The Corporation is currently evaluating this ASU and has not yet determined the impact that the adoption of ASU 2022-02 will have on its consolidated financial statements.


-10-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Note 3 - Securities
Available for Sale Debt Securities
The following tables present the amortized cost, gross unrealized holding gains, gross unrealized holding losses, ACL on securities and fair value of securities by major security type and class of security:
(Dollars in thousands)
September 30, 2022Amortized CostUnrealized GainsUnrealized Losses
ACL
Fair Value
Available for Sale Debt Securities:
Obligations of U.S. government-sponsored enterprises
$231,204 $5 ($33,354)$— $197,855 
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
912,063 120 (147,919)— 764,264 
Individual name issuer trust preferred debt securities
9,384 — (584)— 8,800 
Corporate bonds
13,165 — (1,511)— 11,654 
Total available for sale debt securities$1,165,816 $125 ($183,368)$— $982,573 

(Dollars in thousands)
December 31, 2021Amortized CostUnrealized GainsUnrealized Losses
ACL
Fair Value
Available for Sale Debt Securities:
Obligations of U.S. government-sponsored enterprises
$200,953 $12 ($4,511)$— $196,454 
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
828,319 6,850 (10,207)— 824,962 
Individual name issuer trust preferred debt securities
9,373 — (235)— 9,138 
Corporate bonds
13,155 — (850)— 12,305 
Total available for sale debt securities$1,051,800 $6,862 ($15,803)$— $1,042,859 

The Corporation excludes accrued interest from the amortized cost basis of debt securities and reports accrued interest in other assets in the Unaudited Consolidated Balance Sheets. Accrued interest receivable on available for sale debt securities totaled $2.7 million and $2.3 million, respectively, as of September 30, 2022 and December 31, 2021.

As of September 30, 2022 and December 31, 2021, securities with a fair value of $302.7 million and $332.0 million, respectively, were pledged as collateral for FHLB borrowings, potential borrowings with the FRBB, certain public deposits and for other purposes. See Note 7 for additional disclosure on FHLB borrowings.

The schedule of maturities of available for sale debt securities is presented below. Mortgage-backed securities are included based on weighted average maturities, adjusted for anticipated prepayments.  All other debt securities are included based on contractual maturities.  Actual maturities may differ from amounts presented because certain issuers have the right to call or prepay obligations with or without call or prepayment penalties.
(Dollars in thousands)
September 30, 2022Amortized CostFair Value
Due in one year or less$122,305 $102,490 
Due after one year to five years
407,912 343,570 
Due after five years to ten years
418,836 354,503 
Due after ten years
216,763 182,010 
Total debt securities
$1,165,816 $982,573 


-11-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Included in the above table are debt securities with an amortized cost balance of $253.0 million and a fair value of $217.6 million at September 30, 2022 that are callable at the discretion of the issuers.  Final maturities of the callable securities range from 2 years to 14 years, with call features ranging from 1 month to 1 year.
Assessment of Available for Sale Debt Securities for Impairment
Management assesses the decline in fair value of investment securities on a regular basis. Unrealized losses on debt securities may occur from current market conditions, increases in interest rates since the time of purchase, a structural change in an investment, volatility of earnings of a specific issuer, or deterioration in credit quality of the issuer.  Management evaluates both qualitative and quantitative factors to assess whether an impairment exists.

A debt security is placed on nonaccrual status at the time any principal or interest payments become more than 90 days delinquent or if full collection of interest or principal becomes uncertain. Accrued interest for a debt security placed on nonaccrual is reversed against interest income. There were no debt securities on nonaccrual status at September 30, 2022 and 2021 and, therefore there was no accrued interest related to debt securities reversed against interest income for the three and nine months ended September 30, 2022 and 2021.

The following tables summarize available for sale debt securities in an unrealized loss position, for which an ACL on securities has not been recorded, segregated by length of time that the securities have been in a continuous unrealized loss position:
(Dollars in thousands)Less than 12 Months12 Months or LongerTotal
September 30, 2022#Fair
Value		Unrealized
Losses		#Fair
Value		Unrealized
Losses		#Fair
Value		Unrealized
Losses
Obligations of U.S. government-sponsored enterprises7 $45,972 ($4,983)15 $141,878 ($28,371)22 $187,850 ($33,354)
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
122 395,493 (52,363)47 363,645 (95,556)169 759,138 (147,919)
Individual name issuer trust preferred debt securities
— — — 3 8,800 (584)3 8,800 (584)
Corporate bonds— — — 4 11,654 (1,511)4 11,654 (1,511)
Total
129 $441,465 ($57,346)69 $525,977 ($126,022)198 $967,442 ($183,368)


(Dollars in thousands)Less than 12 Months12 Months or LongerTotal
December 31, 2021#Fair
Value		Unrealized
Losses		#Fair
Value		Unrealized
Losses		#Fair
Value		Unrealized
Losses
Obligations of U.S. government-sponsored enterprises
12 $152,733 ($3,313)6 $43,202 ($1,198)18 $195,935 ($4,511)
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
41 514,419 (7,270)21 108,983 (2,937)62 623,402 (10,207)
Individual name issuer trust preferred debt securities
— — — 3 9,138 (235)3 9,138 (235)
Corporate bonds— — — 4 12,305 (850)4 12,305 (850)
Total
53 $667,152 ($10,583)34 $173,628 ($5,220)87 $840,780 ($15,803)

Deterioration in credit quality of the underlying issuers of the securities, deterioration in the condition of the financial services industry, worsening of the current economic environment, or declines in real estate values, among other things, may further affect the fair value of these securities and increase the potential that certain unrealized losses be designated as credit losses.

Obligations of U.S. Government Agency and U.S. Government-Sponsored Enterprise Securities, including Mortgage-Backed Securities
The gross unrealized losses on U.S. government agency and U.S. government-sponsored debt securities, including mortgage-

-12-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
backed securities, were primarily attributable to relative changes in interest rates since the time of purchase. The contractual cash flows for these securities are guaranteed by U.S. government agencies and U.S. government-sponsored enterprises. The issuers of these securities continue to make timely principal and interest payments and none of these securities were past due at September 30, 2022. Management believes that the unrealized losses on these debt securities are a function of changes in investment spreads and interest rate movements and not changes in credit quality. Management expects to recover the entire amortized cost basis of these securities. Furthermore, the Corporation does not intend to sell these securities and it is likely that the Corporation will not be required to sell these securities before recovery of their cost basis, which may be maturity. Therefore, no allowance for credits losses on securities was recorded at September 30, 2022.

Individual Name Issuer Trust Preferred Debt Securities
Included in debt securities in an unrealized loss position at September 30, 2022 were three trust preferred securities issued by three individual companies in the banking sector. Management reviewed the collectability of these securities taking into consideration such factors as the financial condition of the issuers, reported regulatory capital ratios of the issuers, credit ratings, including ratings in effect as of the reporting period date, as well as credit rating changes between the reporting period date and the filing date of this report, and other information.  As of September 30, 2022, there was one individual name issuer trust preferred debt security with an amortized cost of $2.0 million and unrealized losses of $132 thousand that was rated below investment grade by S&P. We noted no downgrades to below investment grade between September 30, 2022 and the filing date of this report.  Based on the information available through the filing date of this report, all individual name issuer trust preferred debt securities held in our portfolio continue to accrue interest and make payments as expected with no payment deferrals or defaults on the part of the issuers. Management believes the unrealized losses on these debt securities are primarily attributable to changes in the investment spreads and interest rates and not changes in the credit quality of the issuers of the debt securities.  Management expects to recover the entire amortized cost basis of these securities.  Furthermore, the Corporation does not intend to sell these securities and it is likely that the Corporation will not be required to sell these securities before recovery of their cost basis, which may be maturity.  Therefore, no ACL on securities was recorded at September 30, 2022.

Corporate Bonds
Included in debt securities in an unrealized loss position at September 30, 2022 were four corporate bond holdings issued by three individual companies in the financial services industry. Management reviewed the collectability of these securities taking into consideration such factors as the financial condition of the issuers, reported regulatory capital ratios of the issuers, credit ratings, including ratings in effect as of the reporting period date, as well as credit rating changes between the reporting period date and the filing date of this report, and other information.  As of September 30, 2022, there was one corporate bond debt security with an amortized cost of $2.0 million and unrealized losses of $121 thousand that was rated below investment grade by S&P. We noted no downgrades to below investment grade between September 30, 2022 and the filing date of this report. Based on the information available through the filing date of this report, all corporate bond debt securities held in our portfolio continue to accrue interest and make payments as expected with no payment deferrals or defaults on the part of the issuers. Management believes the unrealized losses on these debt securities are primarily attributable to changes in the investment spreads and interest rates and not changes in the credit quality of the issuers of the debt securities. Management expects to recover the entire amortized cost basis of these securities. Furthermore, the Corporation does not intend to sell these securities and it is likely that the Corporation will not be required to sell these securities before recovery of their cost basis, which may be maturity.  Therefore, no ACL was recorded at September 30, 2022.


-13-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Note 4 - Loans
The following table presents a summary of loans:
(Dollars in thousands)September 30,
2022		December 31, 2021
Commercial:
Commercial real estate (1)
$1,762,687 $1,639,062 
Commercial & industrial (2)
652,758 641,555 
Total commercial2,415,445 2,280,617 
Residential Real Estate:
Residential real estate (3)
2,144,098 1,726,975 
Consumer:
Home equity
273,742 247,697 
Other (4)
15,588 17,636 
Total consumer289,330 265,333 
Total loans (5)
$4,848,873 $4,272,925 
(1)CRE consists of commercial mortgages primarily secured by income-producing property, as well as construction and development loans. Construction and development loans are made to businesses for land development or the on-site construction of industrial, commercial, or residential buildings.
(2)C&I consists of loans to businesses and individuals, a portion of which are fully or partially collateralized by real estate. C&I also includes $1.4 million and $38.0 million, respectively, of PPP loans as of September 30, 2022 and December 31, 2021.
(3)Residential real estate consists of mortgage and homeowner construction loans secured by one- to four-family residential properties.
(4)Other consists of loans to individuals secured by general aviation aircraft and other personal installment loans.
(5)Includes net unamortized loan origination costs of $10.7 million and $6.7 million, respectively, at September 30, 2022 and December 31, 2021 and net unamortized premiums on purchased loans of $329 thousand and $414 thousand, respectively, at September 30, 2022 and December 31, 2021.

Loan balances exclude accrued interest receivable of $14.6 million and $10.3 million, respectively, as of September 30, 2022 and December 31, 2021.

As of September 30, 2022 and December 31, 2021, loans amounting to $2.3 billion and $2.2 billion, respectively, were pledged as collateral to the FHLB under a blanket pledge agreement and to the FRBB for the discount window. See Note 7 for additional disclosure regarding borrowings.

The Corporation elected to account for eligible loan modifications under Section 4013 of the CARES Act, as amended by the CRRSA Act. Eligible loan modifications from March 1, 2020 through January 1, 2022 made in response to the COVID-19 pandemic were not required to be classified as TDRs. The vast majority of the loan payment deferral modifications, or “deferments,” qualified as eligible loan modifications and were not classified as TDRs. All of these loans with qualified deferments exited their payment deferral period prior to March 31, 2022.

Concentrations of Credit Risk
A significant portion of our loan portfolio is concentrated among borrowers in southern New England and a substantial portion of the portfolio is collateralized by real estate in this area. The ability of single family residential and consumer borrowers to honor their repayment commitments is generally dependent on the level of overall economic activity within the market area and real estate values. The ability of commercial borrowers to honor their repayment commitments is dependent on the general economy, as well as the health of the real estate economic sector in the Corporation’s market area.


-14-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Past Due Loans
Past due status is based on the contractual payment terms of the loan. The following tables present an aging analysis of past due loans, segregated by class of loans:
(Dollars in thousands)Days Past Due
September 30, 202230-5960-89Over 90Total Past DueCurrentTotal Loans
Commercial:
Commercial real estate
$— $— $— $— $1,762,687 $1,762,687 
Commercial & industrial
4 — — 4 652,754 652,758 
Total commercial4 — — 4 2,415,441 2,415,445 
Residential Real Estate:
Residential real estate
1,607 219 5,430 7,256 2,136,842 2,144,098 
Consumer:
Home equity
202 — 50 252 273,490 273,742 
Other
17 — — 17 15,571 15,588 
Total consumer219 — 50 269 289,061 289,330 
Total loans$1,830 $219 $5,480 $7,529 $4,841,344 $4,848,873 

(Dollars in thousands)Days Past Due
December 31, 202130-5960-89Over 90Total Past DueCurrentTotal Loans
Commercial:
Commercial real estate
$— $— $— $— $1,639,062 $1,639,062 
Commercial & industrial
3 — — 3 641,552 641,555 
Total commercial3 — — 3 2,280,614 2,280,617 
Residential Real Estate:
Residential real estate
1,784 3,176 4,662 9,622 1,717,353 1,726,975 
Consumer:
Home equity
580 77 108 765 246,932 247,697 
Other
21 — — 21 17,615 17,636 
Total consumer601 77 108 786 264,547 265,333 
Total loans$2,388 $3,253 $4,770 $10,411 $4,262,514 $4,272,925 

Included in past due loans as of September 30, 2022 and December 31, 2021, were nonaccrual loans of $7.1 million and $9.4 million, respectively. In addition, all loans 90 days or more past due at September 30, 2022 and December 31, 2021 were classified as nonaccrual.

Nonaccrual Loans
Loans, with the exception of certain well-secured loans that are in the process of collection, are placed on nonaccrual status and interest recognition is suspended when such loans are 90 days or more overdue with respect to principal and/or interest, or sooner if considered appropriate by management. Well-secured loans are permitted to remain on accrual status provided that full collection of principal and interest is assured and the loan is in the process of collection. Loans are also placed on nonaccrual status when, in the opinion of management, full collection of principal and interest is doubtful. When loans are placed on nonaccrual status, interest previously accrued but not collected is reversed against current period income.  Subsequent interest payments received on nonaccrual loans are applied to the outstanding principal balance of the loan or recognized as interest income depending on management’s assessment of the ultimate collectability of the loan. Loans are removed from nonaccrual status when they have been current as to principal and interest for a period of time, the borrower has demonstrated an ability to comply with repayment terms, and when, in management’s opinion, the loans are considered to be fully collectible.


-15-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The following table is a summary of nonaccrual loans, segregated by class of loans:
(Dollars in thousands)Sep 30,
2022		Dec 31,
2021
Commercial:
Commercial real estate
$— $— 
Commercial & industrial
— — 
Total commercial— — 
Residential Real Estate:
Residential real estate
11,700 13,576 
Consumer:
Home equity
422 627 
Other
— — 
Total consumer422 627 
Total nonaccrual loans$12,122 $14,203 
Accruing loans 90 days or more past due$— $— 

No ACL was deemed necessary on nonaccrual loans with carrying values of $4.3 million and $4.2 million, respectively, as of September 30, 2022 and December 31, 2021.

Nonaccrual loans of $5.1 million and $4.8 million, respectively, at September 30, 2022 and December 31, 2021 were current as to the payment of principal and interest.

As of September 30, 2022 and December 31, 2021, nonaccrual loans secured by one- to four-family residential property amounting to $4.4 million and $1.5 million, respectively, were in process of foreclosure.

There were no significant commitments to lend additional funds to borrowers whose loans were on nonaccrual status at September 30, 2022.

The following table presents interest income recognized on nonaccrual loans:
(Dollars in thousands)Three MonthsNine Months
Periods ended September 30, 2022202120222021
Commercial:
Commercial real estate
$— $— $— $— 
Commercial & industrial
— — — — 
Total commercial— — — — 
Residential Real Estate:
Residential real estate
77 131 242 288 
Consumer:
Home equity
9 9 21 44 
Other
— — 3 — 
Total consumer9 9 24 44 
Total$86 $140 $266 $332 

Troubled Debt Restructurings
A loan that has been modified or renewed is considered to be a TDR when two conditions are met: (1) the borrower is experiencing financial difficulty and (2) concessions are made for the borrower’s benefit that would not otherwise be considered for a borrower or a transaction with similar credit risk characteristics. These concessions may include modifications of the terms of the debt such as deferral of payments, extension of maturity, reduction of principal balance,

-16-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
reduction of the stated interest rate other than normal market rate adjustments, or a combination of these concessions. Debt may be bifurcated with separate terms for each tranche of the restructured debt. Restructuring of a loan in lieu of aggressively enforcing the collection of the loan may benefit the Corporation by increasing the ultimate probability of collection.

The Corporation's ACL reflects the effects of a TDR when management reasonably expects at the reporting date that a TDR will be executed with an individual borrower. A TDR is considered reasonably expected no later than the point when management concludes that modification is the best course of action and it is at least reasonably possible that the troubled borrower will accept some form of concession to avoid a default. Reasonably expected TDRs and executed TDRs are evaluated individually to determine the required ACL. TDRs that did not involve a below-market rate concession and perform in accordance with their modified contractual terms for a reasonable period of time may be included in the Corporation’s existing pools based on the underlying risk characteristics of the loan to measure the ACL.

TDRs are classified as accruing or non-accruing based on management’s assessment of the collectability of the loan.  Loans that are already on nonaccrual status at the time of the restructuring generally remain on nonaccrual status for approximately six months before management considers such loans for return to accruing status.  Accruing restructured loans are placed into nonaccrual status if and when the borrower fails to comply with the restructured terms and management deems it unlikely that the borrower will return to a status of compliance in the near term and full collection of principal and interest is in doubt.

TDRs are reported as such for at least one year from the date of the restructuring.  In years after the restructuring, TDRs are removed from this classification if the restructuring did not involve a below-market rate concession and the loan is performing in accordance with their modified contractual terms for a reasonable period of time.

The recorded investment in TDRs consists of unpaid principal balance, net of charge-offs and unamortized deferred loan origination fees and costs. For accruing TDRs, the recorded investment also includes accrued interest.

The following table presents the recorded investment in TDRs and other pertinent information:
(Dollars in thousands)Sep 30,
2022		Dec 31,
2021
Accruing TDRs
$7,275 $16,564 
Nonaccrual TDRs
2,890 2,819 
Total TDRs
$10,165 $19,383 
Specific reserves on TDRs included in the ACL on loans
$132 $148 
Additional commitments to lend to borrowers with TDRs
$— $— 

The following tables present TDRs occurring during the period indicated and the recorded investment pre- and post-modification:
(Dollars in thousands)Outstanding Recorded Investment
# of LoansPre-ModificationsPost-Modifications
Three months ended September 30, 202220212022202120222021
Commercial:
Commercial real estate
— — $— $— $— $— 
Commercial & industrial
2 — 844 — 844 — 
Total commercial2 — 844 — 844 — 
Total2 — $844 $— $844 $— 



-17-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
(Dollars in thousands)Outstanding Recorded Investment
# of LoansPre-ModificationsPost-Modifications
Nine months ended September 30, 202220212022202120222021
Commercial:
Commercial real estate
— — $— $— $— $— 
Commercial & industrial
2 — 844 — 844 — 
Total commercial2 — 844 — 844 — 
Total2 — $844 $— $844 $— 

The following table presents TDRs occurring during the period indicated by type of modification:
(Dollars in thousands)Three MonthsNine Months
Periods ended September 30, 2022202120222021
Below-market interest rate concession $— $— $— $— 
Payment deferral— — — — 
Maturity / amortization concession— — — — 
Interest only payments— — — — 
Combination (1)
844 — 844 — 
Total$844 $— $844 $— 
(1) Loans included in this classification were modified with a combination of any two of the concessions listed in this table.

The following table presents information on TDRs modified within the previous 12 months for which there was a payment default:
(Dollars in thousands)Three MonthsNine Months
# of LoansRecorded Investment# of LoansRecorded Investment
Periods ended September 30, 20222021202220212022202120222021
TDRs with a Payment Default:
Residential real estate— 1 $— $330 — 1 $— $330 
Individually Analyzed Loans
Individually analyzed loans include nonaccrual commercial loans, reasonably expected TDRs and executed TDRs, as well as certain other loans based on the underlying risk characteristics and the discretion of management to individually analyze such loans.

As of September 30, 2022, the carrying value of individually analyzed loans amounted to $12.0 million, of which $8.3 million were considered collateral dependent. As of December 31, 2021, the carrying value of individually analyzed loans amounted to $21.1 million, of which $14.4 million were considered collateral dependent.

For collateral dependent loans where management has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and repayment of the loan is to be provided substantially through the operation or sale of the collateral, the ACL is measured based on the difference between the fair value of the collateral and the amortized cost basis of the loan as of the measurement date. See Note 10 for additional disclosure regarding fair value of individually analyzed collateral dependent loans.


-18-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)

The following table presents the carrying value of collateral dependent individually analyzed loans:
(Dollars in thousands)September 30, 2022December 31, 2021
Carrying ValueRelated AllowanceCarrying ValueRelated Allowance
Commercial:
Commercial real estate (1)
$3,609 $— $10,603 $— 
Commercial & industrial— — — — 
Total commercial3,609 — 10,603 — 
Residential Real Estate:
Residential real estate (2)
4,612 520 3,803 534 
Consumer:
Home equity (2)
71 — — — 
Other
— — — — 
Total consumer71 — — — 
Total$8,292 $520 $14,406 $534 
(1)    Secured by income-producing property.
(2)    Secured by one- to four-family residential properties.

Credit Quality Indicators
Commercial
The Corporation utilizes an internal rating system to assign a risk to each of its commercial loans. Loans are rated on a scale of 1 to 10. This scale can be assigned to three broad categories including “pass” for ratings 1 through 6, “special mention” for 7-rated loans, and “classified” for loans rated 8, 9 or 10. The loan risk rating system takes into consideration parameters including the borrower’s financial condition, the borrower’s performance with respect to loan terms, the adequacy of collateral, the adequacy of guarantees and other credit quality characteristics. The Corporation takes the risk rating into consideration along with other credit attributes in the establishment of an appropriate allowance for loan losses. See Note 5 for additional information.

A description of the commercial loan categories is as follows:

Pass - Loans with acceptable credit quality, defined as ranging from superior or very strong to a status of lesser stature. Superior or very strong credit quality is characterized by a high degree of cash collateralization or strong balance sheet liquidity. Lesser stature loans have an acceptable level of credit quality, but may exhibit some weakness in various credit metrics such as collateral adequacy, cash flow, performance or may be in an industry or of a loan type known to have a higher degree of risk. These weaknesses may be mitigated by secondary sources of repayment, including SBA guarantees.

Special Mention - Loans with potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the Bank’s position as creditor at some future date. Special Mention assets are not adversely classified and do not expose the Bank to sufficient risk to warrant adverse classification. Examples of these conditions include but are not limited to outdated or poor quality financial data, strains on liquidity and leverage, losses or negative trends in operating results, marginal cash flow, weaknesses in occupancy rates or trends in the case of commercial real estate and frequent delinquencies.

Classified - Loans identified as “substandard,” “doubtful” or “loss” based on criteria consistent with guidelines provided by banking regulators. A “substandard” loan has defined weaknesses which make payment default or principal exposure likely, but not yet certain. Such loans are apt to be dependent upon collateral liquidation, a secondary source of repayment or an event outside of the normal course of business. The loans are closely watched and are either already on nonaccrual status or may be placed on nonaccrual status when management determines there is uncertainty of collectability. A “doubtful” loan is placed on nonaccrual status and has a high probability of loss, but the extent of the loss is difficult to quantify due to dependency upon collateral having a value that is difficult to determine or upon some near-term event which lacks certainty. A loan in the “loss” category is considered generally uncollectible or the timing or amount of payments cannot be

-19-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
determined. “Loss” is not intended to imply that the loan has no recovery value, but rather, it is not practical or desirable to continue to carry the asset.

The Corporation’s procedures call for loan risk ratings and classifications to be revised whenever information becomes available that indicates a change is warranted. On a quarterly basis, management reviews a watched asset list, which generally consists of commercial loans that are risk-rated 6 or worse, highly leveraged transaction loans, high-volatility commercial real estate and other selected loans. Management’s review focuses on the current status of the loans, the appropriateness of risk ratings and strategies to improve the credit.

An annual credit review program is conducted by a third party to provide an independent evaluation of the creditworthiness of the commercial loan portfolio, the quality of the underwriting and credit risk management practices and the appropriateness of the risk rating classifications. This review is supplemented with selected targeted internal reviews of the commercial loan portfolio.

Residential and Consumer
Management monitors the relatively homogeneous residential real estate and consumer loan portfolios on an ongoing basis using delinquency information by loan type.

In addition, other techniques are utilized to monitor indicators of credit deterioration in the residential real estate loans and home equity consumer loans. Among these techniques is the periodic tracking of loans with an updated FICO score and an updated estimated LTV ratio. LTV is estimated based on such factors as geographic location, the original appraised value and changes in median home prices, and takes into consideration the age of the loan. The results of these analyses and other credit review procedures, including selected targeted internal reviews, are taken into account in the determination of qualitative loss factors for residential real estate and home equity consumer credits.


-20-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The following table summarizes the Corporation’s loan portfolio by credit quality indicator and loan portfolio segment as of September 30, 2022:
(Dollars in thousands)Term Loans Amortized Cost by Origination Year
20222021202020192018PriorRevolving Loans Amortized CostRevolving Loans Converted to Term LoansTotal
Commercial:
CRE:
Pass
$461,435 $354,011 $175,390 $193,425 $175,084 $316,290 $3,579 $1,466 $1,680,680 
Special Mention
14,142 22,345 406 13,115 17,567 10,633 190 — 78,398 
Classified
— — 510 — 2,685 414 — — 3,609 
Total CRE
475,577 376,356 176,306 206,540 195,336 327,337 3,769 1,466 1,762,687 
C&I:
Pass
86,981 63,805 76,341 88,235 94,240 121,837 103,130 798 635,367 
Special Mention
1,605 — — — 1,444 12,123 1,497 — 16,669 
Classified
— — — 26 — — 696 — 722 
Total C&I
88,586 63,805 76,341 88,261 95,684 133,960 105,323 798 652,758 
Residential Real Estate:
Residential real estate:
Current
622,899 718,371 283,621 127,157 74,789 310,005 — — 2,136,842 
Past Due
— — 1,397 1,156 2,107 2,596 — — 7,256 
Total residential real estate
622,899 718,371 285,018 128,313 76,896 312,601 — — 2,144,098 
Consumer:
Home equity:
Current
15,354 8,709 3,842 2,643 2,106 3,428 229,083 8,326 273,491 
Past Due
— — — — — 81 95 75 251 
Total home equity
15,354 8,709 3,842 2,643 2,106 3,509 229,178 8,401 273,742 
Other:
Current
3,182 4,400 1,742 736 258 4,987 266 — 15,571 
Past Due
17 — — — — — — — 17 
Total other
3,199 4,400 1,742 736 258 4,987 266 — 15,588 
Total Loans$1,205,615 $1,171,641 $543,249 $426,493 $370,280 $782,394 $338,536 $10,665 $4,848,873 


-21-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The following table summarizes the Corporation’s loan portfolio by credit quality indicator and loan portfolio segment as of December 31, 2021:
(Dollars in thousands)Term Loans Amortized Cost by Origination Year
20212020201920182017PriorRevolving Loans Amortized CostRevolving Loans Converted to Term LoansTotal
Commercial:
CRE:
Pass
$417,705 $212,649 $260,940 $206,164 $163,132 $266,067 $7,015 $2,202 $1,535,874 
Special Mention
9,089 489 33,982 28,432 — 20,273 320 — 92,585 
Classified
— 958 — 2,685 6,959 1 — — 10,603 
Total CRE
426,794 214,096 294,922 237,281 170,091 286,341 7,335 2,202 1,639,062 
C&I:
Pass
116,959 78,601 104,827 87,619 51,579 83,182 89,686 911 613,364 
Special Mention
— — 606 4,599 6,195 15,605 1,186 — 28,191 
Classified
— — — — — — — — — 
Total C&I
116,959 78,601 105,433 92,218 57,774 98,787 90,872 911 641,555 
Residential Real Estate:
Residential real estate:
Current
733,658 353,742 158,140 85,656 88,365 297,792 — — 1,717,353 
Past Due
— 1,402 1,167 2,379 763 3,911 — — 9,622 
Total residential real estate
733,658 355,144 159,307 88,035 89,128 301,703 — — 1,726,975 
Consumer:
Home equity:
Current
10,434 5,850 3,703 2,380 1,064 3,592 211,488 8,421 246,932 
Past Due
— — 185 — — 245 115 220 765 
Total home equity
10,434 5,850 3,888 2,380 1,064 3,837 211,603 8,641 247,697 
Other:
Current
5,536 3,264 1,313 407 747 6,090 258 — 17,615 
Past Due
21 — — — — — — — 21 
Total other
5,557 3,264 1,313 407 747 6,090 258 — 17,636 
Total Loans$1,293,402 $656,955 $564,863 $420,321 $318,804 $696,758 $310,068 $11,754 $4,272,925 

Consistent with industry practice, Washington Trust may renew commercial loans at or immediately prior to their maturity. In the tables above, renewals subject to full credit evaluation before being granted are reported as originations in the period renewed.


-22-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Note 5 - Allowance for Credit Losses on Loans
The ACL on loans is management’s estimate, at the reporting date, of expected credit losses over the expected life of the loans. The level of the ACL on loans is based on management’s ongoing review of all relevant information, from internal and external sources, relating to past events, current conditions and reasonable and supportable forecasts.

In accordance with the Corporation’s ACL policy, the methodology is reviewed no less than annually. The methodology incorporates a probability of default and loss given default framework. Loss given default is estimated based on historical credit loss experience. Probability of default is estimated using a regression model that incorporates econometric factors. Econometric factors are selected based on the correlation of the factor to historical credit losses for each portfolio segment.

The following table summarizes the econometric factors utilized for each loan portfolio segment as of the dates indicated:
Econometric Factors
Loan portfolio segmentAt September 30, 2022At December 31, 2021
CRE
NUR & GDP
NUR & GDP
C&I
NUR & GDP
NUR
Residential real estate
NUR & HPI
NUR & HPI
Home equity
NUR & HPI
NUR & HPI
Other consumer
GDP
NUR & GDP


The following table presents the activity in the ACL on loans for the three months ended September 30, 2022:
(Dollars in thousands)CommercialConsumer
CRE
C&I
Total CommercialResidential Real EstateHome EquityOtherTotal ConsumerTotal
Beginning Balance$17,197 $10,332 $27,529 $7,308 $1,040 $440 $1,480 $36,317 
Charge-offs— (10)(10)— — (53)(53)(63)
Recoveries— 1 1 — — 8 8 9 
Provision414 24 438 139 31 (8)23 600 
Ending Balance$17,611 $10,347 $27,958 $7,447 $1,071 $387 $1,458 $36,863 

The following table presents the activity in the ACL on loans for the nine months ended September 30, 2022:
(Dollars in thousands)CommercialConsumer
CREC&ITotal CommercialResidential Real EstateHome EquityOtherTotal ConsumerTotal
Beginning Balance$18,933 $10,832 $29,765 $7,860 $1,069 $394 $1,463 $39,088 
Charge-offs— (19)(19)— — (103)(103)(122)
Recoveries145 22 167 21 4 34 38 226 
Provision(1,467)(488)(1,955)(434)(2)62 60 (2,329)
Ending Balance$17,611 $10,347 $27,958 $7,447 $1,071 $387 $1,458 $36,863 


-23-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The following table presents the activity in the ACL on loans for the three months ended September 30, 2021:
(Dollars in thousands)CommercialConsumer
CRE
C&I
Total CommercialResidential Real EstateHome EquityOtherTotal ConsumerTotal
Beginning Balance$21,450 $11,717 $33,167 $6,877 $1,340 $495 $1,835 $41,879 
Charge-offs— 2 2 (57)(183)(11)(194)(249)
Recoveries— — — 5 73 3 76 81 
Provision(613)(392)(1,005)1,131 (112)(14)(126)— 
Ending Balance$20,837 $11,327 $32,164 $7,956 $1,118 $473 $1,591 $41,711 

The following table presents the activity in the ACL on loans for the nine months ended September 30, 2021:
(Dollars in thousands)CommercialConsumer
CREC&ITotal CommercialResidential Real EstateHome EquityOtherTotal ConsumerTotal
Beginning Balance$22,065 $12,228 $34,293 $8,042 $1,300 $471 $1,771 $44,106 
Charge-offs— (304)(304)(107)(183)(36)(219)(630)
Recoveries— 3 3 85 79 19 98 186 
Provision(1,228)(600)(1,828)(64)(78)19 (59)(1,951)
Ending Balance$20,837 $11,327 $32,164 $7,956 $1,118 $473 $1,591 $41,711 

Note 6 - Deposits
The following table presents a summary of deposits:
(Dollars in thousands)Sep 30, 2022Dec 31, 2021
Noninterest-bearing demand deposits$938,572 $945,229 
Interest-bearing demand deposits (1)
304,275 251,032 
NOW accounts869,984 867,138 
Money market accounts1,146,826 1,072,864 
Savings accounts600,568 555,177 
Time deposits (2)
1,209,632 1,288,611 
Total deposits$5,069,857 $4,980,051 
(1)Includes wholesale brokered demand deposit balances of $31,044 and $0, respectively, as of September 30, 2022 and December 31, 2021.
(2)Includes wholesale brokered time deposit balances of $412,127 and $515,228, respectively, as of September 30, 2022 and December 31, 2021.

Note 7 - Borrowings
Advances payable to the FHLB amounted to $700.0 million and $145.0 million, respectively, at September 30, 2022 and December 31, 2021.

As of September 30, 2022 and December 31, 2021, the Bank had access to a $40.0 million unused line of credit with the FHLB. Additionally, the Bank had a $102.0 million standby letter of credit with the FHLB at September 30, 2022. The Bank had remaining available borrowing capacity of $967.1 million and $1.6 billion, respectively, with the FHLB at September 30, 2022 and December 31, 2021. The Bank pledges certain qualified investment securities and loans as collateral to the FHLB.


-24-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The following table presents maturities and weighted average interest rates on FHLB advances outstanding as of September 30, 2022:
(Dollars in thousands)Scheduled
Maturity		Weighted
Average Rate
October 1, 2022 to December 31, 2022$625,000 2.96 %
202355,000 1.92 
202420,000 4.48 
2025— — 
2026— — 
2027 and thereafter— — 
Balance at September 30, 2022$700,000 2.92 %

Note 8 - Shareholders' Equity
Stock Repurchase Program
The 2021 Repurchase Program authorizes the repurchase of up to 850,000 shares, or approximately 5%, of the Corporation’s outstanding common stock. This authority may be exercised from time to time and in such amounts as market conditions warrant, and subject to regulatory considerations. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, market conditions, and other corporate liquidity requirements and priorities. The 2021 Repurchase Program expires on December 31, 2022, and may be modified, suspended, or discontinued at any time. In the nine months ended September 30, 2022, the Corporation has repurchased 194,162 shares, at an average price of $48.82 and a total cost of $9.5 million, under its 2021 Repurchase Program.

Regulatory Capital Requirements
Capital levels at September 30, 2022 exceeded the regulatory minimum levels to be considered “well capitalized.”


-25-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The following table presents the Corporation’s and the Bank’s actual capital amounts and ratios, as well as the corresponding minimum and well capitalized regulatory amounts and ratios that were in effect during the respective periods:
(Dollars in thousands)ActualFor Capital Adequacy PurposesTo Be “Well Capitalized” Under Prompt Corrective Action Provisions
AmountRatioAmountRatioAmountRatio
September 30, 2022
Total Capital (to Risk-Weighted Assets):
Corporation
$596,341 12.65 %$377,111 8.00 %N/AN/A
Bank
579,854 12.30 376,991 8.00 $471,238 10.00 %
Tier 1 Capital (to Risk-Weighted Assets):
Corporation
564,194 11.97 282,833 6.00 N/AN/A
Bank
547,707 11.62 282,743 6.00 376,991 8.00 
Common Equity Tier 1 Capital (to Risk-Weighted Assets):
Corporation
542,197 11.50 212,125 4.50 N/AN/A
Bank
547,707 11.62 212,057 4.50 306,305 6.50 
Tier 1 Capital (to Average Assets): (1)
Corporation
564,194 8.99 251,121 4.00 N/AN/A
Bank
547,707 8.73 250,995 4.00 313,743 5.00 
December 31, 2021
Total Capital (to Risk-Weighted Assets):
Corporation
578,137 14.01 330,105 8.00 N/AN/A
Bank
565,087 13.70 330,025 8.00 412,532 10.00 
Tier 1 Capital (to Risk-Weighted Assets):
Corporation
546,362 13.24 247,578 6.00 N/AN/A
Bank
533,312 12.93 247,519 6.00 330,025 8.00 
Common Equity Tier 1 Capital (to Risk-Weighted Assets):
Corporation
524,363 12.71 185,684 4.50 N/AN/A
Bank
533,312 12.93 185,639 4.50 268,146 6.50 
Tier 1 Capital (to Average Assets): (1)
Corporation
546,362 9.36 233,534 4.00 N/AN/A
Bank
533,312 9.14 233,434 4.00 291,793 5.00 
(1)    Leverage ratio.

In addition to the minimum regulatory capital required for capital adequacy purposes outlined in the table above, the Corporation is required to maintain a minimum capital conservation buffer, in the form of common equity, of 2.50% in order to avoid restrictions on capital distributions and discretionary bonuses. The Corporation’s capital levels exceeded the minimum regulatory capital requirements plus the capital conservation buffer at September 30, 2022 and December 31, 2021.

The Bancorp owns the common stock of two capital trusts, which have issued trust preferred securities. In accordance with GAAP, the capital trusts are treated as unconsolidated subsidiaries. At both September 30, 2022 and December 31, 2021, $22.0 million in trust preferred securities were included in the Tier 1 capital of the Corporation for regulatory capital reporting purposes pursuant to the capital adequacy guidelines of the Federal Reserve.

In accordance with regulatory capital rules, the Corporation elected the option to delay the estimated impact of ASC 326 on its regulatory capital over a two-year deferral and subsequent three-year transition period ending December 31, 2024. As a result, capital ratios exclude the full impact of the increased ACL on loans and unfunded loan commitments attributed to the adoption of ASC 326, adjusted for an approximation of the after-tax provision for credit losses attributable to ASC 326 relative to the incurred loss methodology during the two-year deferral period. The cumulative difference at the end of the deferral period is being phased-in to regulatory capital over the three-year transition period, which began January 1, 2022.


-26-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Note 9 - Derivative Financial Instruments
The Corporation’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Corporation’s known or expected cash receipts and its known or expected cash payments principally to manage the Corporation’s interest rate risk. Additionally, the Corporation enters into interest rate derivatives to accommodate the business requirements of its customers. All derivatives are recognized as either assets or liabilities on the balance sheet and are measured at fair value.  The accounting for changes in the fair value of derivatives depends on the intended use of the derivative and resulting designation.

Interest Rate Risk Management Agreements
Interest rate risk management agreements, such as caps, swaps and floors, are used from time to time as part of the Corporation’s interest rate risk management strategy. Interest rate swaps are agreements in which the Corporation and another party agree to exchange interest payments (e.g., fixed-rate for variable-rate payments) computed on a notional principal amount. Interest rate caps and floors represent options purchased by the Corporation to manage the interest rate paid throughout the term of the option contract. The credit risk associated with these transactions is the risk of default by the counterparty. To minimize this risk, the Corporation enters into interest rate agreements only with highly rated counterparties that management believes to be creditworthy. The notional amounts of these agreements do not represent amounts exchanged by the parties and, thus, are not a measure of the potential loss exposure.

Cash Flow Hedging Instruments
As of September 30, 2022 and December 31, 2021, the Corporation had an interest rate swap contract with a total notional amount of $20.0 million that was designated as a cash flow hedge to hedge the interest rate risk associated with short-term variable rate FHLB advances. The interest rate swap on borrowings matures in December 2023.

As of September 30, 2022 and December 31, 2021, the Corporation had an interest rate swap contract with a total notional amount of $300.0 million that was designated as a cash flow hedge to hedge the interest rate risk associated with a pool of variable rate commercial loans. The interest rate swap on loans matures in May 2026.

The changes in fair value of derivatives designated as cash flow hedges are recorded in other comprehensive income (loss) and subsequently reclassified to earnings when gains or losses are realized.

Loan Related Derivative Contracts
Interest Rate Derivative Contracts with Customers
The Corporation enters into interest rate swap and interest rate cap contracts to help commercial loan borrowers manage their interest rate risk.  These interest rate swap contracts allow borrowers to convert variable-rate loan payments to fixed-rate loan payments, while interest rate cap contracts allow borrowers to limit their interest rate exposure in a rising rate environment.  When the Corporation enters into an interest rate derivative contract with a commercial loan borrower, it simultaneously enters into a “mirror” interest rate contract with a third party.  For interest rate swaps, the third party exchanges the client’s fixed-rate loan payments for variable-rate loan payments. The Corporation retains the risk that is associated with the potential failure of counterparties and the risk inherent in originating loans. 

As of September 30, 2022 and December 31, 2021, Washington Trust had interest rate derivative contracts with commercial loan borrowers (predominantly interest rate swap contracts) with notional amounts of $962.4 million and $1.0 billion, respectively, and equal amounts of “mirror” contracts with third party financial institutions.  These derivatives are not designated as hedges and therefore, changes in fair value are recognized in earnings.

Risk Participation Agreements
The Corporation has entered into risk participation agreements with other banks in commercial loan arrangements. Participating banks guarantee the performance on borrower-related interest rate swap contracts. These derivatives are not designated as hedges and therefore, changes in fair value are recognized in earnings.

Under a risk participation-out agreement, a derivative asset, the Corporation participates out a portion of the credit risk associated with the interest rate swap position executed with the commercial borrower for a fee paid to the participating bank. Under a risk participation-in agreement, a derivative liability, the Corporation assumes, or participates in, a portion of the credit risk associated with the interest rate swap position with the commercial borrower for a fee received from the other bank.


-27-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
As of September 30, 2022, the notional amounts of risk participation-out agreements and risk participation-in agreements were $66.9 million and $177.0 million, respectively, compared to $74.2 million and $163.2 million, respectively, as of December 31, 2021.

Mortgage Loan Commitments
Interest rate lock commitments are extended to borrowers and relate to the origination of mortgage loans held for sale.  To mitigate the interest rate risk and pricing risk associated with rate locks and mortgage loans held for sale, the Corporation enters into forward sale commitments. Forward sale commitments are contracts for delayed delivery or net settlement of the underlying instrument, such as a residential real estate mortgage loan, where the seller agrees to deliver on a specified future date, either a specified instrument at a specified price or yield or the net cash equivalent of an underlying instrument. Both interest rate lock commitments and forward sale commitments are derivative financial instruments, but do not meet criteria for hedge accounting and therefore, the changes in fair value of these commitments are reflected in earnings.

As of September 30, 2022, the notional amounts of interest rate lock commitments and forward sale commitments were $27.4 million and $64.1 million, respectively, compared to $49.8 million and $103.6 million, respectively, as of December 31, 2021.

The following table presents the fair values of derivative instruments in the Unaudited Consolidated Balance Sheets:
(Dollars in thousands)Derivative AssetsDerivative Liabilities
Fair ValueFair Value
Balance Sheet LocationSep 30, 2022Dec 31, 2021Balance Sheet LocationSep 30, 2022Dec 31, 2021
Derivatives Designated as Cash Flow Hedging Instruments:
Interest rate risk management contracts:
Interest rate swapsOther assets$540 $182 Other liabilities$32,936 $5,301 
Derivatives not Designated as Hedging Instruments:
Loan related derivative contracts:
Interest rate contracts with customersOther assets122 32,361 Other liabilities71,028 2,015 
Mirror contracts with counterpartiesOther assets70,679 2,001 Other liabilities122 32,480 
Risk participation agreements
Other assets— 1 Other liabilities— 2 
Mortgage loan commitments:
Interest rate lock commitments
Other assets204 1,256 Other liabilities186 — 
Forward sale commitments
Other assets1,069 54 Other liabilities211 905 
Gross amounts
72,614 35,855 104,483 40,703 
Less: amounts offset (1)
24,516 2,167 24,516 2,167 
Derivative balances, net of offset48,098 33,688 79,967 38,536 
Less: collateral pledged (2)
— — 8,542 34,539 
Net amounts$48,098 $33,688 $71,425 $3,997 
(1)Interest rate risk management contracts and loan related derivative contracts with counterparties are subject to master netting arrangements.
(2)Collateral pledged to derivative counterparties is in the form of cash. Washington Trust may need to post additional collateral in the future in proportion to potential increases in unrealized loss positions.


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Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The following table presents the effect of derivative instruments in the Unaudited Consolidated Statements of Changes in Shareholders’ Equity and Unaudited Consolidated Statements of Income:
(Dollars in thousands)Gain (Loss) Recognized in
Other Comprehensive Income (Loss), Net of Tax
Three MonthsNine Months
Periods ended September 30, 2022202120222021
Derivatives Designated as Cash Flow Hedging Instruments:
Interest rate risk management contracts:
Interest rate swaps
($6,973)($403)($20,281)($36)
Total($6,973)($403)($20,281)($36)

For derivatives designated as cash flow hedging instruments, see Note 15 for additional disclosure pertaining to the amounts and location of reclassifications from AOCL into earnings.

(Dollars in thousands)Amount of Gain (Loss)
Recognized in Income on Derivatives
Three MonthsNine Months
Periods ended September 30, Statement of Income Location2022202120222021
Derivatives not Designated as Hedging Instruments:
Loan related derivative contracts:
Interest rate contracts with customersLoan related derivative income($33,605)($2,715)($93,227)($21,281)
Mirror contracts with counterpartiesLoan related derivative income34,646 3,558 95,189 23,173 
Risk participation agreements
Loan related derivative income— (115)49 478 
Mortgage loan commitments:
Interest rate lock commitments
Mortgage banking revenues(516)(17)(1,238)(4,859)
Forward sale commitments
Mortgage banking revenues998 (361)4,729 4,994 
Total$1,523 $350 $5,502 $2,505 

Note 10 - Fair Value Measurements
The Corporation uses fair value measurements to record fair value adjustments on certain assets and liabilities and to determine fair value disclosures.  Items recorded at fair value on a recurring basis include securities available for sale, mortgage loans held for sale and derivatives.  Additionally, from time to time, we may be required to record at fair value other assets on a nonrecurring basis, such as collateral dependent individually analyzed loans, OREO and mortgage servicing rights.  These nonrecurring fair value adjustments typically involve the application of lower of cost or market accounting or write-downs of individual assets.

Fair value is a market-based measurement, not an entity-specific measurement.  Fair value measurements are determined based on the assumptions the market participants would use in pricing the asset or liability.  In addition, GAAP specifies a hierarchy of valuation techniques based on whether the types of valuation information, or “inputs”, are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Corporation’s market assumptions. These two types of inputs have created the following fair value hierarchy:

•Level 1 – Quoted prices for identical assets or liabilities in active markets.
•Level 2 – Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.
•Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable in the markets and which reflect the Corporation’s market assumptions.

Fair Value Option Election
GAAP allows for the irrevocable option to elect fair value accounting for the initial and subsequent measurement for certain

-29-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
financial assets and liabilities on a contract-by-contract basis. The Corporation has elected the fair value option for mortgage loans held for sale to better match changes in fair value of the loans with changes in the fair value of the forward sale commitment contracts used to economically hedge them.

The following table presents a summary of mortgage loans held for sale accounted for under the fair value option:
(Dollars in thousands)September 30,
2022		December 31,
2021
Aggregate fair value$24,054 $40,196 
Aggregate principal balance
24,328 39,201 
Difference between fair value and principal balance($274)$995 

Changes in fair value of mortgage loans held for sale accounted for under the fair value option election are included in mortgage banking revenues in the Unaudited Consolidated Statements of Income. Changes in fair value amounted to decreases to mortgage banking revenues of $521 thousand for the three months ended September 30, 2022 and $1.3 million for the nine months ended September 30, 2022. This compared to an increase to mortgage banking revenues of $372 thousand for the three months ended September 30, 2021 and a decrease of $1.1 million for the nine months ended September 30, 2021.

There were no mortgage loans held for sale 90 days or more past due as of September 30, 2022 and December 31, 2021.

Valuation Techniques
Debt Securities
Available for sale debt securities are recorded at fair value on a recurring basis.  When available, the Corporation uses quoted market prices to determine the fair value of debt securities; such items are classified as Level 1. There were no Level 1 debt securities held at September 30, 2022 and December 31, 2021.

Level 2 debt securities are traded less frequently than exchange-traded instruments. The fair value of these securities is determined using matrix pricing with inputs that are observable in the market or can be derived principally from or corroborated by observable market data.  This category includes obligations of U.S. government-sponsored enterprises, including mortgage-backed securities, individual name issuer trust preferred debt securities and corporate bonds.

Debt securities not actively traded whose fair value is determined through the use of cash flows utilizing inputs that are unobservable are classified as Level 3. There were no Level 3 debt securities held at September 30, 2022 and December 31, 2021.

Mortgage Loans Held for Sale
The fair value of mortgage loans held for sale is estimated based on current market prices for similar loans in the secondary market and therefore are classified as Level 2 assets.

Collateral Dependent Individually Analyzed Loans
The fair value of collateral dependent individually analyzed loans is determined based upon the appraised fair value of the underlying collateral. Such collateral primarily consists of real estate and, to a lesser extent, other business assets. For collateral dependent loans that are expected to be repaid substantially through the sale of the collateral, management adjusts the fair value for estimated costs to sell. Management may also adjust appraised values to reflect estimated market value declines or apply other discounts to appraised values resulting from its knowledge of the collateral. Internal valuations may be utilized to determine the fair value of other business assets. Collateral dependent individually analyzed loans are categorized as Level 3.

Derivatives
Interest rate derivative contracts are traded in over-the-counter markets where quoted market prices are not readily available.  Fair value measurements are determined using independent valuation software, which utilizes the present value of future cash flows discounted using market observable inputs such as forward rate assumptions. The Corporation evaluates the credit risk of its counterparties, as well as that of the Corporation.  Accordingly, factors such as the likelihood of default by the Corporation and its counterparties, its net exposures and remaining contractual life are considered in determining if

-30-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
any fair value adjustments related to credit risk are required.  Counterparty exposure is evaluated by netting positions that are subject to master netting agreements, as well as considering the amount of collateral securing the position, if any. The Corporation has determined that the majority of the inputs used to value its derivative positions fall within Level 2 of the fair value hierarchy. However, the credit valuation adjustments utilize Level 3 inputs. As of September 30, 2022 and December 31, 2021, the Corporation has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation. As a result, the Corporation has classified its derivative valuations in their entirety as Level 2.

Fair value measurements of forward loan commitments (interest rate lock commitments and forward sale commitments) are primarily based on current market prices for similar assets in the secondary market for mortgage loans and therefore are classified as Level 2 assets. The fair value of interest rate lock commitments is also dependent on the ultimate closing of the loans. Pull-through rates are based on the Corporation’s historical data and reflect the Corporation’s best estimate of the likelihood that a commitment will result in a closed loan. Although the pull-through rates are Level 3 inputs, the Corporation has assessed the significance of the impact of pull-through rates on the overall valuation of its interest rate lock commitments and has determined that they are not significant to the overall valuation. As a result, the Corporation has classified its interest rate lock commitments as Level 2.

Items Recorded at Fair Value on a Recurring Basis
The following tables present the balances of assets and liabilities reported at fair value on a recurring basis:
(Dollars in thousands)TotalQuoted Prices in Active Markets for Identical Assets
(Level 1)		Significant Other Observable Inputs
(Level 2)		Significant Unobservable Inputs
(Level 3)
September 30, 2022
Assets:
Available for sale debt securities:
Obligations of U.S. government-sponsored enterprises
$197,855 $— $197,855 $— 
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
764,264 — 764,264 — 
Individual name issuer trust preferred debt securities
8,800 — 8,800 — 
Corporate bonds
11,654 — 11,654 — 
Mortgage loans held for sale24,054 — 24,054 — 
Derivative assets48,098 — 48,098 — 
Total assets at fair value on a recurring basis$1,054,725 $— $1,054,725 $— 
Liabilities:
Derivative liabilities$79,967 $— $79,967 $— 
Total liabilities at fair value on a recurring basis$79,967 $— $79,967 $— 


-31-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
(Dollars in thousands)TotalQuoted Prices in Active Markets for Identical Assets
(Level 1)		Significant Other Observable Inputs
(Level 2)		Significant Unobservable Inputs
(Level 3)
December 31, 2021
Assets:
Available for sale debt securities:
Obligations of U.S. government-sponsored enterprises
$196,454 $— $196,454 $— 
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
824,962 — 824,962 — 
Individual name issuer trust preferred debt securities
9,138 — 9,138 — 
Corporate bonds
12,305 — 12,305 — 
Mortgage loans held for sale40,196 — 40,196 — 
Derivative assets33,688 — 33,688 — 
Total assets at fair value on a recurring basis$1,116,743 $— $1,116,743 $— 
Liabilities:
Derivative liabilities$38,536 $— $38,536 $— 
Total liabilities at fair value on a recurring basis$38,536 $— $38,536 $— 
Items Recorded at Fair Value on a Nonrecurring Basis
There were no assets written down to fair value during the nine months ended September 30, 2022.

During 2021, two collateral dependent individually analyzed loans were written down to fair value. One loan with a carrying value of $3.1 million was paid in full in the fourth quarter of 2021. The second loan with a carrying value of $533 thousand was fully reserved for as of December 31, 2021.
The following table presents valuation techniques and unobservable inputs for assets measured at fair value on a nonrecurring basis for which the Corporation has utilized Level 3 inputs to determine fair value:
(Dollars in thousands)Fair ValueValuation TechniqueUnobservable InputInputs Utilized
(Weighted Average)
December 31, 2021
Collateral dependent individually analyzed loans$— Appraisals of collateralDiscount for costs to sell
14%
Appraisal adjustments
100%


-32-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Valuation of Financial Instruments
The estimated fair values and related carrying amounts for financial instruments for which fair value is only disclosed are presented below as of the periods indicated. The tables exclude financial instruments for which the carrying value approximates fair value such as cash and cash equivalents, FHLB stock, accrued interest receivable, BOLI, non-maturity deposits and accrued interest payable. The Corporation considers cash and cash equivalents, accrued interest receivable and accrued interest payable as level 1 measurements within the fair value hierarchy. The Corporation considers FHLB stock, BOLI and non-maturity deposits as level 2 measurements.
(Dollars in thousands)
September 30, 2022Carrying AmountTotal
Fair Value		Quoted Prices in Active Markets for Identical Assets
(Level 1)		Significant Other Observable Inputs
(Level 2)		Significant Unobservable Inputs
(Level 3)
Financial Assets:
Loans, net of allowance for credit losses on loans$4,812,010 $4,778,506 $— $— $4,778,506 
Financial Liabilities:
Time deposits$1,209,632 $1,212,810 $— $1,212,810 $— 
FHLB advances700,000 699,221 — 699,221 — 
Junior subordinated debentures22,681 18,763 — 18,763 — 

(Dollars in thousands)
December 31, 2021Carrying AmountTotal
Fair Value		Quoted Prices in Active Markets for Identical Assets
(Level 1)		Significant Other Observable Inputs
(Level 2)		Significant Unobservable Inputs
(Level 3)
Financial Assets:
Loans, net of allowance for credit losses on loans$4,233,837 $4,145,516 $— $— $4,145,516 
Financial Liabilities:
Time deposits$1,288,611 $1,294,053 $— $1,294,053 $— 
FHLB advances145,000 144,862 — 144,862 — 
Junior subordinated debentures22,681 20,181 — 20,181 — 


-33-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Note 11 - Revenue from Contracts with Customers
The following tables summarize total revenues as presented in the Unaudited Consolidated Statements of Income and the related amounts that are from contracts with customers within the scope of ASC 606. As shown below, a substantial portion of our revenues are specifically excluded from the scope of ASC 606.
For the three months ended September 30, 20222021
(Dollars in thousands)
Revenue (1)
ASC 606 Revenue (2)
Revenue (1)
ASC 606 Revenue (2)
Net interest income$42,042 $— $36,070 $— 
Noninterest income:
Asset-based wealth management revenues
9,302 9,302 10,224 10,224 
Transaction-based wealth management revenues
223 223 231 231 
Total wealth management revenues
9,525 9,525 10,455 10,455 
Mortgage banking revenues
2,047 — 6,373 — 
Card interchange fees
1,287 1,287 1,265 1,265 
Service charges on deposit accounts
819 819 673 673 
Loan related derivative income
1,041 — 728 — 
Income from bank-owned life insurance
684 — 618 — 
Other income
400 316 408 310 
Total noninterest income15,803 11,947 20,520 12,703 
Total revenues$57,845 $11,947 $56,590 $12,703 
(1)As reported in the Unaudited Consolidated Statements of Income.
(2)Revenue from contracts with customers in scope of ASC 606.
For the nine months ended September 30, 20222021
(Dollars in thousands)Revenue (1)
ASC 606 Revenue (2)
Revenue (1)
ASC 606 Revenue (2)
Net interest income$114,648 $— $103,695 $— 
Noninterest income:
Asset-based wealth management revenues
29,154 29,154 29,798 29,798 
Transaction-based wealth management revenues
968 968 980 980 
Total wealth management revenues
30,122 30,122 30,778 30,778 
Mortgage banking revenues
7,630 — 24,294 — 
Card interchange fees
3,754 3,754 3,714 3,714 
Service charges on deposit accounts
2,250 2,250 1,917 1,917 
Loan related derivative income
2,011 — 2,370 — 
Income from bank-owned life insurance
1,900 — 1,781 — 
Other income
1,147 880 2,233 1,834 
Total noninterest income48,814 37,006 67,087 38,243 
Total revenues$163,462 $37,006 $170,782 $38,243 
(1)As reported in the Unaudited Consolidated Statements of Income.
(2)Revenue from contracts with customers in scope of ASC 606.

The Corporation recognizes revenue that is transactional in nature and such revenue is earned at a point in time. Revenue that is recognized at a point in time includes card interchange fees (fee income related to debit card transactions), ATM fees, wire transfer fees, overdraft charge fees, and stop-payment and returned check fees. Such revenue is derived from transactional information and is recognized as revenue immediately as the transactions occur or upon providing the service to complete the customer’s transaction.


-34-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The Corporation recognizes revenue over a period of time, generally monthly, as services are performed and performance obligations are satisfied. Such revenue includes wealth management revenues and service charges on deposit accounts. Wealth management revenues are categorized as either asset-based revenues or transaction-based revenues. Asset-based revenues include trust and investment management fees that are earned based upon a percentage of asset values under administration. Transaction-based revenues include tax preparation fees, commissions and other service fees. Fee revenue from service charges on deposit accounts represent service charges assessed to customers who hold deposit accounts at the Bank.

The following table presents revenue from contracts with customers based on the timing of revenue recognition:
(Dollars in thousands)Three MonthsNine Months
Periods ended September 30, 2022202120222021
Revenue recognized at a point in time:
Card interchange fees$1,287 $1,265 $3,754 $3,714 
Service charges on deposit accounts628 531 1,782 1,516 
Other income249 247 692 1,678 
Revenue recognized over time:
Wealth management revenues
9,525 10,455 30,122 30,778 
Service charges on deposit accounts
191 142 468 401 
Other income
67 63 188 156 
Total revenues from contracts in scope of Topic 606$11,947 $12,703 $37,006 $38,243 

Receivables for revenue from contracts with customers primarily consist of amounts due for wealth management services performed for which the Corporation’s performance obligations have been fully satisfied. Receivables amounted to $5.6 million and $6.6 million, respectively, at September 30, 2022 and December 31, 2021 and were included in other assets in the Unaudited Consolidated Balance Sheets.

Deferred revenues, which are considered contract liabilities under ASC 606, represent advance consideration received from customers for which the Corporation has a remaining performance obligation to fulfill. Contract liabilities are recognized as revenue over the life of the contract as the performance obligations are satisfied. The balances of contract liabilities were insignificant at both September 30, 2022 and December 31, 2021 and were included in other liabilities in the Unaudited Consolidated Balance Sheets.

For commissions and incentives that are in scope of ASC 606, such as those paid to employees in our wealth management services and commercial banking segments in order to obtain customer contracts, contract cost assets are established. The contract cost assets are capitalized and amortized over the estimated useful life that the asset is expected to generate benefits. The carrying value of contract cost assets amounted to $2.0 million and $1.9 million, respectively, at September 30, 2022 and December 31, 2021 and were included in other assets in the Unaudited Consolidated Balance Sheets. The amortization of contract cost assets is recorded within salaries and employee benefits expense in the Unaudited Consolidated Statements of Income.


-35-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Note 12 - Defined Benefit Pension Plans
Washington Trust maintains a qualified pension plan for the benefit of certain eligible employees who were hired prior to October 1, 2007. Washington Trust also has non-qualified retirement plans to provide supplemental retirement benefits to certain employees, as defined in the plans. The defined benefit pension plans were previously amended to freeze benefit accruals after a 10-year transition period ending in December 2023.

The following table presents components of net periodic benefit cost and other amounts recognized in other comprehensive income (loss), on a pre-tax basis:
(Dollars in thousands)Qualified
Pension Plan		Non-Qualified Retirement Plans
Three MonthsNine Months Three MonthsNine Months
Periods ended September 30, 20222021202220212022202120222021
Net Periodic Benefit Cost:
Service cost (1)
$516 $592 $1,547 $1,777 $54 $52 $163 $156 
Interest cost (2)
592 500 1,776 1,502 105 84 317 253 
Expected return on plan assets (2)
(1,159)(1,203)(3,476)(3,611)— — — — 
Recognized net actuarial loss (2)
255 531 765 1,591 173 180 519 542 
Net periodic benefit cost$204 $420 $612 $1,259 $332 $316 $999 $951 
(1)Included in salaries and employee benefits expense in the Unaudited Consolidated Statements of Income.
(2)Included in other expenses in the Unaudited Consolidated Statements of Income.

The following table presents the measurement date and weighted-average assumptions used to determine net periodic benefit cost:
Qualified Pension PlanNon-Qualified Retirement Plans
For the nine months ended September 30, 2022202120222021
Measurement dateDec 31, 2021Dec 31, 2020Dec 31, 2021Dec 31, 2020
Equivalent single discount rate for benefit obligations
3.00%2.71%2.89%2.51%
Equivalent single discount rate for service cost
3.112.863.162.94
Equivalent single discount rate for interest cost
2.672.162.481.97
Expected long-term return on plan assets
5.255.75N/AN/A
Rate of compensation increase
3.753.753.753.75

Note 13 - Share-Based Compensation Arrangements
The 2022 Long Term Incentive Plan was approved by the shareholders on April 26, 2022. The maximum number of shares of common stock that may be issued under the 2022 Long Term Incentive Plan is 600,000 and is subject to adjustment. The type of permitted equity awards under the 2022 Long Term Incentive Plan include stock options (both incentive and non-qualified options), stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, cash-based awards, and dividend equivalent rights. On February 18, 2022, the Corporation’s Board of Directors voted that no further awards would be granted under the 2013 Plan following shareholder approval of the 2022 Long Term Incentive Plan.

During the nine months ended September 30, 2022, the Corporation granted performance share unit and restricted stock unit awards. Performance share units were granted to certain key employees providing them the opportunity to earn shares of common stock over a 3-year performance period. The weighted average fair value of the performance share units was $59.31. The number of shares to be vested will be contingent upon the Corporation’s attainment of certain performance measures as detailed in the performance share unit award agreements. Based on the most recent performance assumption available, it is estimated that 42,728 shares will be earned.

In addition, the Corporation granted to certain key employees and non-executive directors 10,717 restricted stock units with 3-year cliff vesting. The weighted average grant date fair value of the restricted stock units was $51.57.


-36-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Note 14 - Business Segments
The Corporation manages its operations through two reportable business segments, consisting of Commercial Banking and Wealth Management Services.

Management uses an allocation methodology to allocate income and expenses to the business lines. Direct activities are assigned to the appropriate business segment to which the activity relates. Indirect activities, such as corporate, technology and other support functions, are allocated to business segments primarily based upon full-time equivalent employee computations.

Commercial Banking
The Commercial Banking segment includes commercial, residential and consumer lending activities; mortgage banking activities; deposit generation; cash management activities; banking activities, including customer support and the operation of ATMs, telephone banking, internet banking and mobile banking services; as well as investment portfolio and wholesale funding activities.

Wealth Management Services
The Wealth Management Services segment includes investment management; holistic financial planning services; personal trust and estate services, including services as trustee, personal representative, custodian and guardian; settlement of decedents’ estates; and institutional trust services, including custody and fiduciary services.

The following table presents the statement of operations and total assets for Washington Trust’s reportable segments:
(Dollars in thousands)Commercial BankingWealth Management ServicesConsolidated Total
Three months ended September 30, 202220212022202120222021
Net interest income (expense)$42,038 $36,085 $4 ($15)$42,042 $36,070 
Provision for credit losses800 — — — 800 — 
Net interest income (expense) after provision for credit losses41,238 36,085 4 (15)41,242 36,070 
Noninterest income6,043 9,962 9,760 10,558 15,803 20,520 
Noninterest expenses:
Depreciation and amortization expense751 740 348 365 1,099 1,105 
Other noninterest expenses23,995 23,538 7,973 7,877 31,968 31,415 
Total noninterest expenses24,746 24,278 8,321 8,242 33,067 32,520 
Income before income taxes22,535 21,769 1,443 2,301 23,978 24,070 
Income tax expense4,878 4,725 432 594 5,310 5,319 
Net income$17,657 $17,044 $1,011 $1,707 $18,668 $18,751 
Total assets at period end$6,332,986 $5,929,230 $75,065 $73,413 $6,408,051 $6,002,643 
Expenditures for long-lived assets1,206 310 137 28 1,343 338 

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Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
(Dollars in thousands)Commercial BankingWealth Management ServicesConsolidated Total
Nine months ended September 30, 202220212022202120222021
Net interest income (expense)$114,709 $103,737 ($61)($42)$114,648 $103,695 
Provision for credit losses(2,100)(2,000)— — (2,100)(2,000)
Net interest income (expense) after provision for credit losses116,809 105,737 (61)(42)116,748 105,695 
Noninterest income 18,174 35,032 30,640 32,055 48,814 67,087 
Noninterest expenses:
Depreciation and amortization expense2,168 2,105 1,034 1,118 3,202 3,223 
Other noninterest expenses69,110 74,425 23,051 22,597 92,161 97,022 
Total noninterest expenses71,278 76,530 24,085 23,715 95,363 100,245 
Income before income taxes63,705 64,239 6,494 8,298 70,199 72,537 
Income tax expense13,423 13,810 1,668 2,045 15,091 15,855 
Net income$50,282 $50,429 $4,826 $6,253 $55,108 $56,682 
Total assets at period end$6,332,986 $5,929,230 $75,065 $73,413 $6,408,051 $6,002,643 
Expenditures for long-lived assets3,494 2,027 330 139 3,824 2,166 

Note 15 - Other Comprehensive Income (Loss)
The following tables present the activity in other comprehensive income (loss):
Three months ended September 30, 20222021
(Dollars in thousands)Pre-tax AmountsIncome TaxesNet of TaxPre-tax AmountsIncome TaxesNet of Tax
Securities available for sale:
Change in fair value of available for sale debt securities($61,931)($14,864)($47,067)($4,127)($990)($3,137)
Cash flow hedges:
Change in fair value of cash flow hedges
(10,250)(2,460)(7,790)(288)(69)(219)
Net cash flow hedge losses (gains) reclassified into earnings (1)
1,075 258 817 (243)(59)(184)
Net change in fair value of cash flow hedges(9,175)(2,202)(6,973)(531)(128)(403)
Defined benefit plan obligations:
Amortization of net actuarial losses (2)
428 102 326 711 171 540 
Total other comprehensive loss($70,678)($16,964)($53,714)($3,947)($947)($3,000)
(1)The pre-tax amounts are included in interest and fees on loans and FHLB interest expense in the Unaudited Consolidated Statements of Income.
(2)The pre-tax amounts are included in other expenses in the Unaudited Consolidated Statements of Income.


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Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Nine months ended September 30, 20222021
(Dollars in thousands)Pre-tax AmountsIncome TaxesNet of TaxPre-tax AmountsIncome TaxesNet of Tax
Securities available for sale:
Change in fair value of available for sale debt securities($174,302)($41,833)($132,469)($16,212)($3,890)($12,322)
Cash flow hedges:
Change in fair value of cash flow hedges
(27,394)(6,574)(20,820)(21)(5)(16)
Net cash flow hedge losses (gains) reclassified into earnings (1)
709 170 539 (27)(7)(20)
Net change in fair value of cash flow hedges(26,685)(6,404)(20,281)(48)(12)(36)
Defined benefit plan obligations:
Amortization of net actuarial losses (2)
1,284 308 976 2,133 512 1,621 
Total other comprehensive loss($199,703)($47,929)($151,774)($14,127)($3,390)($10,737)
(1)The pre-tax amounts are included in interest and fees on loans and FHLB interest expense in the Unaudited Consolidated Statements of Income.
(2)The pre-tax amounts are included in other expenses in the Unaudited Consolidated Statements of Income.

The following tables present the changes in accumulated other comprehensive income (loss) by component, net of tax:
(Dollars in thousands)Net Unrealized Losses on Available For Sale Debt SecuritiesNet Unrealized Losses on Cash Flow HedgesNet Unrealized Losses on Defined Benefit Plan ObligationsTotal
For the three months ended September 30, 2022
Balance at June 30, 2022($92,197)($17,321)($8,523)($118,041)
Other comprehensive loss before reclassifications(47,067)(7,790)— (54,857)
Amounts reclassified from accumulated other comprehensive loss— 817 326 1,143 
Net other comprehensive (loss) income(47,067)(6,973)326 (53,714)
Balance at September 30, 2022($139,264)($24,294)($8,197)($171,755)

(Dollars in thousands)Net Unrealized Losses on Available For Sale Debt SecuritiesNet Unrealized Losses on Cash Flow HedgesNet Unrealized Losses on Defined Benefit Plan ObligationsTotal
For the nine months ended September 30, 2022
Balance at December 31, 2021($6,795)($4,013)($9,173)($19,981)
Other comprehensive loss before reclassifications(132,469)(20,820)— (153,289)
Amounts reclassified from accumulated other comprehensive loss— 539 976 1,515 
Net other comprehensive (loss) income(132,469)(20,281)976 (151,774)
Balance at September 30, 2022($139,264)($24,294)($8,197)($171,755)


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Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
(Dollars in thousands)Net Unrealized Gains (Losses) on Available For Sale Debt SecuritiesNet Unrealized Losses on Cash Flow HedgesNet Unrealized Losses on Defined Benefit Plan Obligations Total
For the three months ended September 30, 2021
Balance at June 30, 2021$696 ($1,080)($14,744)($15,128)
Other comprehensive income before reclassifications(3,137)(219)— (3,356)
Amounts reclassified from accumulated other comprehensive income (loss)— (184)540 356 
Net other comprehensive income(3,137)(403)540 (3,000)
Balance at September 30, 2021($2,441)($1,483)($14,204)($18,128)

(Dollars in thousands)Net Unrealized Gains (Losses) on Available For Sale Debt SecuritiesNet Unrealized Losses on Cash Flow HedgesNet Unrealized Losses on Defined Benefit Plan ObligationsTotal
For the nine months ended September 30, 2021
Balance at December 31, 2020$9,881 ($1,447)($15,825)($7,391)
Other comprehensive income (loss) before reclassifications
(12,322)(16)— (12,338)
Amounts reclassified from accumulated other comprehensive income (loss)— (20)1,621 1,601 
Net other comprehensive (loss) income(12,322)(36)1,621 (10,737)
Balance at September 30, 2021($2,441)($1,483)($14,204)($18,128)

Note 16 - Earnings per Common Share
The following table presents the calculation of earnings per common share:
(Dollars and shares in thousands, except per share amounts)
Three MonthsNine Months
Periods ended September 30, 2022202120222021
Earnings for basic and diluted earnings per common share:
Net income$18,668 $18,751 $55,108 $56,682 
Less: dividends and undistributed earnings allocated to participating securities(53)(55)(164)(163)
Net income available to common shareholders$18,615 $18,696 $54,944 $56,519 
Shares:
Weighted average common shares
17,174 17,320 17,269 17,303 
Dilutive effect of common stock equivalents
124 124 120 148 
Weighted average diluted common shares17,298 17,444 17,389 17,451 
Earnings per common share:
Basic earnings per common share$1.08 $1.08 $3.18 $3.27 
Diluted earnings per common share$1.08 $1.07 $3.16 $3.24 

Weighted average common stock equivalents, not included in common stock equivalents above because they were anti-dilutive, totaled 137,886 and 140,777, respectively, for the three and nine months ended September 30, 2022, compared to 148,542 and 149,675, respectively, for the same periods in 2021.


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Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
Note 17 - Commitments and Contingencies
Financial Instruments with Off-Balance Sheet Risk
The Corporation is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers and to manage the Corporation’s exposure to fluctuations in interest rates.  These financial instruments include commitments to extend credit, standby letters of credit, forward loan commitments, loan related derivative contracts and interest rate risk management contracts.  These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the Unaudited Consolidated Balance Sheets.  The contract or notional amounts of these instruments reflect the extent of involvement the Corporation has in particular classes of financial instruments.

Financial Instruments Whose Contract Amounts Represent Credit Risk (Unfunded Commitments)
Commitments to Extend Credit
Commitments to extend credit are agreements to lend to a customer as long as there are no violations of any condition established in the contract.  Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.  Since some of the commitments are expected to expire without being drawn upon, total commitment amounts do not necessarily represent future cash requirements.  Each borrower’s creditworthiness is evaluated on a case-by-case basis.  The amount of collateral obtained is based on management’s credit evaluation of the borrower.

Standby Letters of Credit
Standby letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. These standby letters of credit are primarily issued to support the financing needs of the Bank’s commercial customers. The credit risk involved in issuing standby letters of credit is essentially the same as that involved in extending loan facilities to customers. The collateral supporting those commitments is essentially the same as for other commitments. Most standby letters of credit extend for one year. The maximum potential amount of undiscounted future payments, not reduced by amounts that may be recovered, totaled $9.9 million and $11.8 million, respectively, as of September 30, 2022 and December 31, 2021. At September 30, 2022 and December 31, 2021, there were no liabilities to beneficiaries resulting from standby letters of credit.  Fee income on standby letters of credit was insignificant for the three and nine months ended September 30, 2022 and 2021.

A substantial portion of the standby letters of credit were supported by pledged collateral. The collateral obtained is determined based on management’s credit evaluation of the customer. Should the Corporation be required to make payments to the beneficiary, repayment from the customer to the Corporation is required.

Financial Instruments Whose Notional Amounts Exceed the Amount of Credit Risk
Mortgage Loan Commitments
Interest rate lock commitments are extended to borrowers and relate to the origination of mortgage loans held for sale. To mitigate the interest rate risk and pricing risk associated with these rate locks and mortgage loans held for sale, the Corporation enters into forward sale commitments.  Both interest rate lock commitments and forward sale commitments are derivative financial instruments.

Loan Related Derivative Contracts
The Corporation’s credit policies with respect to interest rate contracts with commercial borrowers are similar to those used for loans.  The interest rate contracts with other counterparties are generally subject to bilateral collateralization terms.


-41-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The following table presents the contractual and notional amounts of financial instruments with off-balance sheet risk:
(Dollars in thousands)Sep 30,
2022		Dec 31,
2021
Financial instruments whose contract amounts represent credit risk (unfunded commitments):
Commitments to extend credit:
Commercial loans
$678,907 $516,344 
Home equity lines
418,413 367,784 
Other loans
144,584 122,492 
Standby letters of credit9,898 11,844 
Financial instruments whose notional amounts exceed the amounts of credit risk:
Mortgage loan commitments:
Interest rate lock commitments
27,370 49,800 
Forward sale commitments
64,148 103,626 
Loan related derivative contracts:
Interest rate contracts with customers962,381 1,022,388 
Mirror contracts with counterparties962,381 1,022,388 
Risk participation-in agreements
176,992 163,207 
Interest rate risk management contracts:
Interest rate swaps
320,000 320,000 

See Note 9 for additional disclosure pertaining to derivative financial instruments.

ACL on Unfunded Commitments
The ACL on unfunded commitments is management’s estimate of expected credit losses over the expected contractual term (or life) in which the Corporation is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Corporation. Unfunded commitments for home equity lines of credit and commercial demand loans are considered unconditionally cancellable for regulatory capital purposes and, therefore, are excluded from the calculation to estimate the ACL on unfunded commitments. For each portfolio, estimated loss rates and funding factors are applied to the corresponding balance of unfunded commitments. For each portfolio, the estimated loss rates applied to unfunded commitments are the same quantitative and qualitative loss rates applied to the corresponding on-balance sheet amounts in determining the ACL on loans. The estimated funding factor applied to unfunded commitments represents the likelihood that the funding will occur and is based upon the Corporation’s average historical utilization rate for each portfolio.

The ACL on unfunded commitments is included in other liabilities in the Unaudited Consolidated Balance Sheets. The ACL on unfunded commitments is adjusted through a provision for credit losses recognized in the Unaudited Consolidated Statements of Income.

The activity in the ACL on unfunded commitments for the three months ended September 30, 2022 is presented below:
(Dollars in thousands)CommercialConsumer
CRE
C&I
Total CommercialResidential Real EstateHome EquityOtherTotal ConsumerTotal
Beginning Balance$1,279 $834 $2,113 $58 $— $19 $19 $2,190 
Provision185 25 210 (8)— (2)(2)200 
Ending Balance$1,464 $859 $2,323 $50 $— $17 $17 $2,390 


-42-


Condensed Notes to Unaudited Consolidated Financial Statements – (continued)
The activity in the ACL on unfunded commitments for the nine months ended September 30, 2022 is presented below:
(Dollars in thousands)CommercialConsumer
CREC&ITotal CommercialResidential Real EstateHome EquityOtherTotal ConsumerTotal
Beginning Balance$1,267 $816 $2,083 $62 $— $16 $16 $2,161 
Provision197 43 240 (12)— 1 1 229 
Ending Balance$1,464 $859 $2,323 $50 $— $17 $17 $2,390 

The activity in the ACL on unfunded commitments for the three months ended September 30, 2021 is presented below:
(Dollars in thousands)CommercialConsumer
CRE
C&I
Total CommercialResidential Real EstateHome EquityOtherTotal ConsumerTotal
Beginning Balance$1,214 $1,045 $2,259 $56 $— $18 $18 $2,333 
Provision4 (8)(4)4 — — — — 
Ending Balance$1,218 $1,037 $2,255 $60 $— $18 $18 $2,333 

The activity in the ACL on unfunded commitments for the nine months ended September 30, 2021 is presented below:
(Dollars in thousands)CommercialConsumer
CREC&ITotal CommercialResidential Real EstateHome EquityOtherTotal ConsumerTotal
Beginning Balance$907 $1,402 $2,309 $54 $— $19 $19 $2,382 
Provision311 (365)(54)6 — (1)(1)(49)
Ending Balance$1,218 $1,037 $2,255 $60 $— $18 $18 $2,333 

Other Contingencies
Litigation
The Corporation is involved in various claims and legal proceedings arising out of the ordinary course of business. Management is of the opinion, based on its review with counsel of the development of such matters to date, that the ultimate disposition of such matters will not materially affect the consolidated balance sheets or statements of income of the Corporation.


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Management's Discussion and Analysis
Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion should be read in conjunction with the Corporation’s Audited Consolidated Financial Statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2021, and in conjunction with the condensed Unaudited Consolidated Financial Statements and notes thereto included in Item 1 of this report.  Operating results for the three and nine months ended September 30, 2022 are not necessarily indicative of the results for the full-year ended December 31, 2022 or any future period.

Forward-Looking Statements
This report contains statements that are “forward-looking statements.”  We may also make forward-looking statements in other documents we file with the SEC, in our annual reports to shareholders, in press releases and other written materials, and in oral statements made by our officers, directors or employees.  You can identify forward-looking statements by the use of the words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “assume,” “outlook,” “will,” “should,” and other expressions that predict or indicate future events and trends and which do not relate to historical matters.  You should not rely on forward-looking statements, because they involve known and unknown risks, uncertainties and other factors, some of which are beyond our control.  These risks, uncertainties and other factors may cause our actual results, performance or achievements to be materially different than the anticipated future results, performance or achievements expressed or implied by the forward-looking statements.

Some of the factors that might cause these differences include the following:
•changes in political, business and economic conditions, including inflation;
•interest rate changes or volatility, as well as changes in the balance and mix of loans and deposits;
•changes in loan demand and collectability;
•the possibility that future credits losses are higher than currently expected due to changes in economic assumptions or adverse economic developments;
•ongoing volatility in national and international financial markets;
•reductions in the market value or outflows of wealth management AUA;
•decreases in the value of securities and other assets;
•increases in defaults and charge-off rates;
•changes in the size and nature of our competition;
•changes in legislation or regulation and accounting principles, policies and guidelines;
•operational risks including, but not limited to, changes in information technology, cybersecurity incidents, fraud, natural disasters, war, terrorism, civil unrest, the ongoing COVID-19 pandemic, and future pandemics;
•reputational risks; and
•changes in the assumptions used in making such forward-looking statements.

In addition, the factors described under “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as updated by our Quarterly Reports on Form 10-Q and other filings submitted to the SEC, may result in these differences.  You should carefully review all of these factors and you should be aware that there may be other factors that could cause these differences.  These forward-looking statements were based on information, plans and estimates at the date of this report, and we assume no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes.

Overview
The Corporation offers a comprehensive product line of banking and financial services to individuals and businesses, including commercial, residential and consumer lending, retail and commercial deposit products, and wealth management services through its offices in Rhode Island, eastern Massachusetts and Connecticut; its ATMs; telephone banking; mobile banking and its internet website (www.washtrust.com).

Our largest source of operating income is net interest income, which is the difference between interest earned on loans and securities and interest paid on deposits and borrowings.  In addition, we generate noninterest income from a number of sources, including wealth management services, mortgage banking activities and deposit services.  Our principal noninterest

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Management's Discussion and Analysis
expenses include salaries and employee benefit costs, outsourced services provided by third party vendors, occupancy and facility-related costs and other administrative expenses.

We continue to leverage our strong regional brand to build market share and remain steadfast in our commitment to provide superior service. We believe the key to future growth is providing customers with convenient in-person service and digital banking solutions. In July 2022, we opened a new commercial lending office in New Haven, Connecticut. In August 2022, we opened a new full-service branch in Cumberland, Rhode Island. In addition, we recently announced that we submitted applications to establish a branch office in three northern Rhode Island locations in 2023 to further expand our branch footprint and serve the broader Rhode Island community. The three branch offices will be located in Barrington, Providence and Smithfield, Rhode Island and are subject to federal, state, local, and regulatory approvals.

Risk Management
The Corporation has a comprehensive ERM program through which the Corporation identifies, measures, monitors and controls current and emerging material risks.

The Board of Directors is responsible for oversight of the ERM program. The ERM program enables the aggregation of risk across the Corporation and ensures the Corporation has the tools, programs and processes in place to support informed decision making, to anticipate risks before they materialize and to maintain the Corporation’s risk profile consistent with its risk strategy.

The Board of Directors has approved an enterprise risk management policy that addresses each category of risk. The risk categories include: credit risk, interest rate risk, liquidity risk, price and market risk, compliance risk, strategic and reputation risk, and operational risk. A description of each risk category is provided below.

Credit risk represents the possibility that borrowers or other counterparties may not repay loans or other contractual obligations according to their terms due to changes in the financial capacity, ability and willingness of such borrowers or counterparties to meet their obligations. In some cases, the collateral securing payment of the loans may be sufficient to assure repayment, but in other cases the Corporation may experience significant credit losses which could have an adverse effect on its operating results. The Corporation makes various assumptions and judgments about the collectability of its loan portfolio, including the creditworthiness of its borrowers and counterparties and the value of the real estate and other assets serving as collateral for the repayment of loans. Credit risk also exists with respect to investment securities. For further discussion regarding the credit risk and the credit quality of the Corporation’s loan portfolio, see Note 4 and Note 5 to the Unaudited Consolidated Financial Statements. For further discussion regarding credit risk associated with unfunded commitments, see Note 17 to the Unaudited Consolidated Financial Statements. For further discussion regarding the Corporation’s securities portfolio, see Note 3 to the Unaudited Consolidated Financial Statements.

Interest rate risk is the risk of loss to future earnings due to changes in interest rates. It exists because the repricing frequency and magnitude of interest-earning assets and interest-bearing liabilities are not identical. See the “Asset/Liability Management and Interest Rate Risk” section below for additional disclosure.

Liquidity risk is the risk that the Corporation will not have the ability to generate adequate amounts of cash for it to meet its maturing liability obligations and customer loan demand. For detailed disclosure regarding liquidity management, see the “Liquidity and Capital Resources” section below.

Price and market risk refers to the risk of loss arising from adverse changes in interest rates and other relevant market rates and prices, such as equity prices. Interest rate risk, discussed above, is the most significant market risk to which the Corporation is exposed. The Corporation is also exposed to financial market risk and housing market risk.

Compliance risk represents the risk of regulatory sanctions or financial loss resulting from the failure to comply with laws, rules and regulations and standards of good banking practice. Activities which may expose the Corporation to compliance risk include, but are not limited to, those dealing with the prevention of money laundering, privacy and data protection, adherence to all applicable laws and regulations, and employment and tax matters.

Strategic and reputation risk represent the risk of loss due to impairment of reputation, failure to fully develop and execute business plans, and failure to assess existing and new opportunities and threats in business, markets, and products.


-45-


Management's Discussion and Analysis
Operational risk is the risk of loss due to human behavior, inadequate or failed internal systems and controls, and external influences such as market conditions, fraudulent activities, natural disasters and security risks.

ERM is an overarching program that includes all areas of the Corporation. A framework approach is utilized to assign responsibility and to ensure that the various business units and activities involved in the risk management life-cycle are effectively integrated. The Corporation has adopted the “three lines of defense” strategy that is an industry best practice for ERM. Business units are the first line of defense in managing risk. They are responsible for identifying, measuring, monitoring, and controlling current and emerging risks. They report on and escalate their concerns. Corporate functions such as Credit Risk Management, Financial Administration, Information Assurance and Compliance, represent the second line of defense. They are responsible for policy setting and for reviewing and challenging the risk management activities of the business units. They collaborate closely with business units on planning and resource allocation with respect to risk management. Internal Audit and third party credit review represent the third line of defense. They provide independent assurance to the Board of Directors of the effectiveness of the first and second lines in fulfilling their risk management responsibilities.

For additional factors that could adversely impact Washington Trust’s future results of operations and financial condition, see the section labeled “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as updated by our Quarterly Reports on Form 10-Q and other filings submitted to the SEC.


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Management's Discussion and Analysis
Results of Operations
The following table presents a summarized consolidated statement of operations:
(Dollars in thousands)Three MonthsNine Months
ChangeChange
Periods ended September 30, 20222021$%20222021$%
Net interest income$42,042 $36,070 $5,972 17 %$114,648 $103,695 $10,953 11 %
Noninterest income15,803 20,520 (4,717)(23)48,814 67,087 (18,273)(27)
Total revenues57,845 56,590 1,255 2 163,462 170,782 (7,320)(4)
Provision for credit losses800 — 800 100 (2,100)(2,000)(100)(5)
Noninterest expense33,067 32,520 547 2 95,363 100,245 (4,882)(5)
Income before income taxes23,978 24,070 (92)— 70,199 72,537 (2,338)(3)
Income tax expense5,310 5,319 (9)— 15,091 15,855 (764)(5)
Net income$18,668 $18,751 ($83)— %$55,108 $56,682 ($1,574)(3 %)

The following table presents a summary of performance metrics and ratios:
Three MonthsNine Months
Periods ended September 30, 2022202120222021
Diluted earnings per common share$1.08 $1.07 $3.16 $3.24 
Return on average assets (net income divided by average assets)1.19 %1.26 %1.23 %1.30 %
Return on average equity (net income available for common shareholders divided by average equity)
15.16 %13.37 %14.35 %13.93 %
Net interest income as a percentage of total revenues73 %64 %70 %61 %
Noninterest income as a percentage of total revenues27 %36 %30 %39 %

Net income totaled $18.7 million and $55.1 million, respectively, for the three and nine months ended September 30, 2022, compared to $18.8 million and $56.7 million, respectively, for the same periods in 2021.

In 2022, growth in net interest income was driven by higher yields on, and growth in, average interest-earning assets, partially offset by a higher cost of funds. The decline in noninterest income reflected lower mortgage banking revenues resulting from an overall reduction in mortgage origination and sales activity, and lower wealth management asset-based revenues attributable to recent declines in the financial markets. The provision for credit losses recognized in 2022 provided for loan growth and was also reflective of low loss rates, strong asset and credit quality metrics and our current estimate of forecasted economic conditions. We experienced modest increases across a variety of noninterest expense categories, however declines in debt prepayment penalties and volume-related mortgage originator compensation expense resulted in an overall decline in year-to-date noninterest expenses in 2022.


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Management's Discussion and Analysis
Average Balances / Net Interest Margin - Fully Taxable Equivalent Basis
The following table presents average balance and interest rate information.  Tax-exempt income is converted to a FTE basis using the statutory federal income tax rate adjusted for applicable state income taxes net of the related federal tax benefit. Unrealized gains (losses) on available for sale securities and changes in fair value on mortgage loans held for sale are excluded from the average balance and yield calculations. Nonaccrual loans, as well as interest recognized on these loans, are included in amounts presented for loans.
Three months ended September 30, 20222021Change
(Dollars in thousands)Average BalanceInterestYield/ RateAverage BalanceInterestYield/ RateAverage BalanceInterestYield/ Rate
Assets:
Cash, federal funds sold and short-term investments
$92,708 $503 2.15 $179,574 $56 0.12 ($86,866)$447 2.03 
Mortgage loans held for sale34,503 361 4.15 41,261 298 2.87 (6,758)63 1.28 
Taxable debt securities1,150,674 6,061 2.09 1,045,997 3,683 1.40 104,677 2,378 0.69 
FHLB stock25,377 88 1.38 18,909 95 1.99 6,468 (7)(0.61)
Commercial real estate1,692,374 17,974 4.21 1,648,972 12,209 2.94 43,402 5,765 1.27 
Commercial & industrial630,360 7,114 4.48 736,073 7,886 4.25 (105,713)(772)0.23 
Total commercial
2,322,734 25,088 4.29 2,385,045 20,095 3.34 (62,311)4,993 0.95 
Residential real estate2,045,833 17,379 3.37 1,623,913 13,511 3.30 421,920 3,868 0.07 
Home equity269,654 2,804 4.13 252,938 2,043 3.20 16,716 761 0.93 
Other15,299 171 4.43 19,822 247 4.94 (4,523)(76)(0.51)
Total consumer
284,953 2,975 4.14 272,760 2,290 3.33 12,193 685 0.81 
Total loans
4,653,520 45,442 3.87 4,281,718 35,896 3.33 371,802 9,546 0.54 
Total interest-earning assets
5,956,782 52,455 3.49 5,567,459 40,028 2.85 389,323 12,427 0.64 
Noninterest-earning assets259,347 351,678 (92,331)
Total assets
$6,216,129 $5,919,137 $296,992 
Liabilities and Shareholders’ Equity:
Interest-bearing demand deposits (in-market)$267,670 $822 1.22 $206,237 $51 0.10 $61,433 $771 1.12 
NOW accounts871,038 212 0.10 782,963 129 0.07 88,075 83 0.03 
Money market accounts1,137,875 2,231 0.78 1,014,204 586 0.23 123,671 1,645 0.55 
Savings accounts582,513 100 0.07 530,956 70 0.05 51,557 30 0.02 
Time deposits (in-market)797,199 1,983 0.99 672,012 1,695 1.00 125,187 288 (0.01)
Interest-bearing in-market deposits3,656,295 5,348 0.58 3,206,372 2,531 0.31 449,923 2,817 0.27 
Wholesale brokered demand deposits31,014 166 2.12 — — — 31,014 166 2.12 
Wholesale brokered time deposits381,984 1,142 1.19 722,233 258 0.14 (340,249)884 1.05 
Wholesale brokered deposits412,998 1,308 1.26 722,233 258 0.14 (309,235)1,050 1.12 
Total interest-bearing deposits4,069,293 6,656 0.65 3,928,605 2,789 0.28 140,688 3,867 0.37 
FHLB advances549,729 3,234 2.33 317,766 872 1.09 231,963 2,362 1.24 
Junior subordinated debentures
22,681 206 3.60 22,681 92 1.61 — 114 1.99 
Total interest-bearing liabilities
4,641,703 10,096 0.86 4,269,052 3,753 0.35 372,651 6,343 0.51 
Noninterest-bearing demand deposits944,153 952,676 (8,523)
Other liabilities143,043 142,562 481 
Shareholders’ equity487,230 554,847 (67,617)
Total liabilities and shareholders’ equity
$6,216,129 $5,919,137 $296,992 
Net interest income (FTE)
$42,359 $36,275 $6,084 
Interest rate spread2.63 2.50 0.13 
Net interest margin2.82 2.58 0.24 

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Management's Discussion and Analysis

Interest income amounts presented in the preceding table include the following adjustments for taxable equivalency:
(Dollars in thousands)
Three months ended September 30, 20222021Change
Commercial loans$317 $205 $112 

Nine months ended September 30, 20222021Change
(Dollars in thousands)Average BalanceInterestYield/ RateAverage BalanceInterestYield/ RateAverage BalanceInterestYield/ Rate
Assets:
Cash, federal funds sold and short-term investments$128,606 $769 0.80 $160,350 $121 0.10 ($31,744)$648 0.70 
Mortgage loans held for sale29,985 851 3.79 53,307 1,144 2.87 (23,322)(293)0.92 
Taxable debt securities1,106,632 15,209 1.84 997,741 10,366 1.39 108,891 4,843 0.45 
FHLB stock15,745 218 1.85 24,265 338 1.86 (8,520)(120)(0.01)
Commercial real estate1,648,061 43,360 3.52 1,638,200 35,269 2.88 9,861 8,091 0.64 
Commercial & industrial628,574 19,456 4.14 794,091 23,865 4.02 (165,517)(4,409)0.12 
Total commercial2,276,635 62,816 3.69 2,432,291 59,134 3.25 (155,656)3,682 0.44 
Residential real estate1,875,175 46,376 3.31 1,531,529 39,248 3.43 343,646 7,128 (0.12)
Home equity257,814 6,753 3.50 255,959 6,220 3.25 1,855 533 0.25 
Other15,995 550 4.60 20,301 742 4.89 (4,306)(192)(0.29)
Total consumer273,809 7,303 3.57 276,260 6,962 3.37 (2,451)341 0.20 
Total loans4,425,619 116,495 3.52 4,240,080 105,344 3.32 185,539 11,151 0.20 
Total interest-earning assets5,706,587 133,542 3.13 5,475,743 117,313 2.86 230,844 16,229 0.27 
Noninterest-earning assets268,744 346,514 (77,770)
Total assets$5,975,331 $5,822,257 $153,074 
Liabilities and Shareholders’ Equity:
Interest-bearing demand deposits (in-market)$255,014 $1,114 0.58 $190,979 $196 0.14 $64,035 $918 0.44 
NOW accounts867,464 492 0.08 747,385 350 0.06 120,079 142 0.02 
Money market accounts1,193,599 3,984 0.45 958,812 1,852 0.26 234,787 2,132 0.19 
Savings accounts570,129 246 0.06 513,110 211 0.05 57,019 35 0.01 
Time deposits (in-market)800,037 5,997 1.00 687,278 5,822 1.13 112,759 175 (0.13)
Interest-bearing in-market deposits3,686,243 11,833 0.43 3,097,564 8,431 0.36 588,679 3,402 0.07 
Wholesale brokered demand deposits17,197 212 1.65 — — — 17,197 212 1.65 
Wholesale brokered time deposits396,465 1,677 0.57 655,165 982 0.20 (258,700)695 0.37 
Wholesale brokered deposits413,662 1,889 0.61 655,165 982 0.20 (241,503)907 0.41 
Total interest-bearing deposits4,099,905 13,722 0.45 3,752,729 9,413 0.34 347,176 4,309 0.11 
FHLB advances285,590 3,891 1.82 438,213 3,253 0.99 (152,623)638 0.83 
Junior subordinated debentures22,681 443 2.61 22,681 278 1.64 — 165 0.97 
Total interest-bearing liabilities4,408,176 18,056 0.55 4,213,623 12,944 0.41 194,553 5,112 0.14 
Noninterest-bearing demand deposits925,433 918,760 6,673 
Other liabilities129,967 147,244 (17,277)
Shareholders’ equity511,755 542,630 (30,875)
Total liabilities and shareholders’ equity$5,975,331 $5,822,257 $153,074 
Net interest income (FTE)
$115,486$104,369 $11,117 
Interest rate spread2.58 2.45 0.13 
Net interest margin2.71 2.55 0.16 

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Management's Discussion and Analysis
Interest income amounts presented in the preceding table include the following adjustments for taxable equivalency:
(Dollars in thousands)
Nine months ended September 30, 20222021Change
Commercial loans$838 $674 $164 

Net Interest Income
Net interest income, the primary source of our operating income, totaled $42.0 million and $114.6 million, respectively, for the three and nine months ended September 30, 2022, compared to $36.1 million and $103.7 million, respectively, for the same periods in 2021. Net interest income is affected by the level of and changes in interest rates, and changes in the amount and composition of interest-earning assets and interest-bearing liabilities.  Prepayment penalty income associated with loan payoffs is included in net interest income.

The following discussion presents net interest income on an FTE basis by adjusting income and yields on tax-exempt loans and securities to be comparable to taxable loans and securities.

The analysis of net interest income, NIM and the yield on loans may be impacted by the periodic recognition of prepayment penalty fee income associated with commercial loan payoffs. Prepayment penalty fee income amounted to $30 thousand (or 0 basis point benefit to NIM) and $168 thousand (or 1 basis point benefit to NIM), respectively, for the three and nine months ended September 30, 2022. There was no prepayment penalty fee income recognized in the third quarter of 2021 and $934 thousand (or 2 basis points benefit to NIM) recognized in the nine months ended September 30, 2021.

The analysis of net interest income, NIM and the yield on loans is also impacted by changes in the level of net amortization of premiums and discounts on securities and loans, which is included in interest income. Changes in market interest rates affect the level of loan prepayments and the receipt of payments on mortgage-backed securities. Prepayment speeds generally increase as market interest rates decline and decrease as market interest rates rise. Changes in prepayment speeds could increase or decrease the level of net amortization of premiums and discounts, thereby affecting interest income. Additionally, as PPP loans were forgiven by the SBA, related unamortized net fee balances were accelerated and amortized, increasing net interest income. As noted in the Unaudited Consolidated Statements of Cash Flows, net amortization of premiums and discounts on securities and loans (a net reduction to interest income) amounted to $2.5 million for the nine months ended September 30, 2022, compared $2.7 million for the same period in 2021.

Accelerated amortization of net deferred fee balances on PPP loans forgiven by the SBA amounted to $21 thousand (or 0 basis point benefit to NIM) and $1.2 million (or 3 basis points benefit to NIM), respectively, for the three and nine months ended September 30, 2022. This compared to $2.0 million (or 13 basis points benefit to NIM) and $4.3 million (or 11 basis points benefit to NIM), respectively, for the same periods in 2021.

FTE net interest income for the three and nine months ended September 30, 2022 amounted to $42.4 million and $115.5 million, respectively, up by $6.1 million and $11.1 million, respectively, from the same periods in 2021. Increases in asset yields outpaced increases in funding costs, contributing $4.3 million and $6.9 million, respectively, of net interest income for the three and nine months ended September 30, 2022. In the three months ended September 30, 2022, growth in average interest-earning assets, net of increased average interest-bearing liability balances, contributed approximately $1.8 million of net interest income. In the nine months ended September 30, 2022, growth in average interest-earning assets and declines in average interest-bearing liability balances contributed approximately $4.2 million of net interest income.

NIM was 2.82% and 2.71%, respectively, for the three and nine months ended September 30, 2022, compared to 2.58% and 2.55%, respectively, for the same periods in 2021 as NIM benefited from higher market interest rates.

Total average securities for the three and nine months ended September 30, 2022 increased by $104.7 million and $108.9 million, respectively, from the average balances for the same periods a year earlier. The FTE rate of return on the securities portfolio for the three and nine months ended September 30, 2022 was 2.09% and 1.84%, respectively, compared to 1.40% and 1.39%, respectively, for the same periods in 2021, reflecting the impact of higher market interest rates in 2022.

Total average loan balances for the three and nine months ended September 30, 2022 increased by $371.8 million and $185.5 million, respectively, from the average loan balances for the comparable 2021 periods. The increase reflected growth

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Management's Discussion and Analysis
in average residential real estate loan balances, partially offset by a decline in commercial & industrial loans due to PPP loans that were forgiven by the SBA. The yield on total loans for the three and nine months ended September 30, 2022 was 3.87% and 3.52%, respectively, compared to 3.33% and 3.32%, respectively, in the corresponding periods in 2021. The yield on total loans may be impacted by the periodic recognition of commercial loan prepayment fee income, as well as the accelerated amortization of net deferred fee balances on PPP loans when such loans were forgiven by the SBA. Excluding the impact of these items for both periods, the yield on total loans for the three and nine months ended September 30, 2022 was 3.87% and 3.48%, respectively, up from 3.14% and 3.16%, respectively, for the same periods in 2021, reflecting higher market interest rates.

The average balance of FHLB advances for the three and nine months ended September 30, 2022 increased by $232.0 million and decreased by $152.6 million, respectively, compared to the average balances for the same periods in 2021. The average rate paid on such advances for the three and nine months ended September 30, 2022 was 2.33% and 1.82%, respectively, up from 1.09% and 0.99%, respectively, for the same periods in 2021, reflecting recent increases in market interest rates.

Included in total average interest-bearing deposits were wholesale brokered deposits, which decreased by $309.2 million and $241.5 million, respectively, from the same periods in 2021. The average rate paid on wholesale brokered deposits for the three and nine months ended September 30, 2022 was 1.26% and 0.61%, respectively, compared to 0.14% and 0.20%, respectively, for the same periods in 2021, reflecting recent increases in market interest rates.

Average in-market interest-bearing deposits, which excludes wholesale brokered deposits, for the three and nine months ended September 30, 2022 increased by $449.9 million and $588.7 million, respectively, from the average balances for the same periods in 2021. The increases reflected growth across all deposit categories. The average rate paid on in-market interest-bearing deposits for the three and nine months ended September 30, 2022 increased by 27 basis points and 7 basis points, respectively, from the same periods in 2021, reflecting recent increases in market interest rates.

The average balance of noninterest-bearing demand deposits for the three and nine months ended September 30, 2022 decreased by $8.5 million and increased by $6.7 million, respectively, from the average balance for the same periods in 2021.


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Management's Discussion and Analysis
Volume / Rate Analysis - Interest Income and Expense (FTE Basis)
The following table presents certain information on an FTE basis regarding changes in our interest income and interest expense for the period indicated.  The net change attributable to both volume and rate has been allocated proportionately.
(Dollars in thousands)Three Months Ended September 30, 2022 vs. 2021Nine Months Ended September 30, 2022 vs. 2021
Change Due toChange Due to
VolumeRateNet ChangeVolumeRateNet Change
Interest on Interest-Earning Assets:
Cash, federal funds sold and other short-term investments
($39)$486 $447 ($28)$676 $648 
Mortgage loans held for sale(55)118 63 (592)299 (293)
Taxable debt securities401 1,977 2,378 1,221 3,622 4,843 
FHLB stock27 (34)(7)(118)(2)(120)
Commercial real estate331 5,434 5,765 213 7,878 8,091 
Commercial & industrial(1,181)409 (772)(5,104)695 (4,409)
Total commercial
(850)5,843 4,993 (4,891)8,573 3,682 
Residential real estate3,576 292 3,868 8,545 (1,417)7,128 
Home equity141 620 761 46 487 533 
Other(52)(24)(76)(150)(42)(192)
Total consumer89 596 685 (104)445 341 
Total loans2,815 6,731 9,546 3,550 7,601 11,151 
Total interest income3,149 9,278 12,427 4,033 12,196 16,229 
Interest on Interest-Bearing Liabilities:
Interest-bearing demand deposits (in-market)23 748 771 88 830 918 
NOW accounts17 66 83 46 96 142 
Money market accounts80 1,565 1,645 535 1,597 2,132 
Savings accounts6 24 30 13 22 35 
Time deposits (in-market)305 (17)288 888 (713)175 
Interest-bearing in-market deposits431 2,386 2,817 1,570 1,832 3,402 
Wholesale brokered demand deposits166 — 166 212 — 212 
Wholesale brokered time deposits(174)1,058 884 (516)1,211 695 
Wholesale brokered deposits(8)1,058 1,050 (304)1,211 907 
Total interest-bearing deposits423 3,444 3,867 1,266 3,043 4,309 
FHLB advances923 1,439 2,362 (1,410)2,048 638 
Junior subordinated debentures— 114 114 — 165 165 
Total interest expense1,346 4,997 6,343 (144)5,256 5,112 
Net interest income (FTE)$1,803 $4,281 $6,084 $4,177 $6,940 $11,117 

Provision for Credit Losses
The provision for credit losses results from management’s review of the adequacy of the ACL. The ACL is management’s estimate of expected lifetime credit losses as of the reporting date and includes consideration of current forecasted economic conditions. Estimating an appropriate level of ACL necessarily involves a high degree of judgment.

The Corporation recorded a positive provision for credit losses (or a charge) of $800 thousand for the three months ended September 30, 2022, compared to no provision for credit losses recognized in the third quarter of 2021. On a year-to-date basis, the Corporation recognized a negative provision for credit losses (or a benefit) of $2.1 million in 2022, compared to a negative provision (or a benefit) of $2.0 million in 2021. The year-to-date negative provision recognized in 2022 was reflective of low loss rates, strong asset and credit quality metrics, our current estimate of forecasted economic conditions, and also provided for loan growth. The year-to-date negative provision recorded in 2021 largely reflected an improvement in

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Management's Discussion and Analysis
forecasted economic conditions following higher credit provisioning in 2020, which was attributable to the emergence of the COVID-19 pandemic.

Net charge-offs totaled $54 thousand for the three months ended September 30, 2022, compared to $168 thousand for the same period in 2021. Net recoveries totaled $104 thousand for the nine months ended September 30, 2022, compared to net charge-offs of $444 thousand for the same period in 2021.

The ACL on loans was $36.9 million, or 0.76% of total loans, at September 30, 2022, compared to an ACL on loans of $39.1 million, or 0.91% of total loans, at December 31, 2021.

See additional discussion under the caption “Asset Quality” for further information on the ACL on loans.

Noninterest Income
Noninterest income is an important source of revenue for Washington Trust.  The principal categories of noninterest income are shown in the following table:
(Dollars in thousands)Three MonthsNine Months
ChangeChange
Periods ended September 30, 20222021$%20222021$%
Noninterest income:
Wealth management revenues$9,525 $10,455 ($930)(9 %)$30,122 $30,778 ($656)(2 %)
Mortgage banking revenues
2,047 6,373 (4,326)(68)7,630 24,294 (16,664)(69)
Card interchange fees1,287 1,265 22 2 3,754 3,714 40 1 
Service charges on deposit accounts819 673 146 22 2,250 1,917 333 17 
Loan related derivative income
1,041 728 313 43 2,011 2,370 (359)(15)
Income from bank-owned life insurance684 618 66 11 1,900 1,781 119 7 
Other income400 408 (8)(2)1,147 2,233 (1,086)(49)
Total noninterest income
$15,803 $20,520 ($4,717)(23 %)$48,814 $67,087 ($18,273)(27 %)

Noninterest Income Analysis
Revenue from wealth management services represented 62% of total noninterest income for the nine months ended September 30, 2022, compared to 46% for the same period in 2021. A substantial portion of wealth management revenues is dependent on the value of wealth management AUA and is closely tied to the performance of the financial markets. This portion of wealth management revenues is referred to as “asset-based” and includes trust and investment management fees. Wealth management revenues also include “transaction-based” revenues, such as commissions and other service fees that are not primarily derived from the value of assets.

The categories of wealth management revenues are shown in the following table:
(Dollars in thousands)Three MonthsNine Months
ChangeChange
Periods ended September 30, 20222021$%20222021$%
Wealth management revenues:
Asset-based revenues$9,302 $10,224 ($922)(9 %)$29,154 $29,798 ($644)(2 %)
Transaction-based revenues223 231 (8)(3)968 980 (12)(1)
Total wealth management revenues$9,525 $10,455 ($930)(9 %)$30,122 $30,778 ($656)(2 %)

Wealth management revenues for the three and nine months ended September 30, 2022 decreased by $930 thousand and $656 thousand, respectively, from the same periods in 2021, reflecting decreases in asset-based revenues. The change in asset-based revenues correlated with the change in average AUA balances. The average balance of AUA for the three and nine months ended September 30, 2022 decreased by approximately 11% and 2%, respectively, from the average balance for the same periods in 2021.

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Management's Discussion and Analysis
The following table presents the changes in wealth management AUA balances:
(Dollars in thousands)
Three MonthsNine Months
Periods ended September 30, 2022202120222021
Wealth management assets under administration:
Balance at the beginning of period$6,650,097 $7,441,519 $7,784,211 $6,866,737 
Net investment (depreciation) appreciation & income(239,762)(4,830)(1,444,785)572,506 
Net client asset (outflows) inflows(87,578)6,707 (16,669)4,153 
Balance at the end of period$6,322,757 $7,443,396 $6,322,757 $7,443,396 

Wealth management AUA amounted to $6.3 billion at September 30, 2022. Wealth management AUA balances declined in 2022, primarily due to net investment depreciation as a result of recent declines in the financial markets.

Recently, four client-facing wealth management advisors in our registered investment adviser subsidiary resigned. These four employees were associated with approximately $1.0 billion of AUA as of September 30, 2022. From October 1, 2022 through November 4, 2022, we have been notified of client AUA withdrawals of approximately $546 million. We estimate a decline in annual revenues of approximately $3.2 million associated with these withdrawals. Washington Trust could experience additional AUA outflows in upcoming months associated with the departure of the former advisors.

Mortgage banking revenues represented 16% of total noninterest income for the nine months ended September 30, 2022, compared to 36% for the same period in 2021. These revenues are dependent on mortgage origination volume and are sensitive to interest rates and the condition of housing markets. The composition of mortgage banking revenues and the volume of loans sold to the secondary market are shown in the following table:
(Dollars in thousands)Three MonthsNine Months
ChangeChange
Periods ended September 30, 20222021$%20222021$%
Mortgage banking revenues:
Realized gains on loan sales, net (1)
$1,718 $5,750 ($4,032)(70 %)$6,962 $28,057 ($21,095)(75 %)
Changes in fair value, net (2)
(226)467 (693)(148)(798)(3,964)3,166 80 
Loan servicing fee income, net (3)
555 156 399 256 1,466 201 1,265 629 
Total mortgage banking revenues$2,047 $6,373 ($4,326)(68 %)$7,630 $24,294 ($16,664)(69 %)
Loans sold to the secondary market (4)
$75,324 $173,861 ($98,537)(57 %)$285,193 $756,438 ($471,245)(62 %)
(1)Includes gains on loan sales, commission income on loans originated for others, servicing right gains, and gains (losses) on forward loan commitments.
(2)Represents fair value changes on mortgage loans held for sale and forward loan commitments.
(3)Represents loan servicing fee income, net of servicing right amortization and valuation adjustments.
(4)Includes brokered loans (loans originated for others).

For the three and nine months ended September 30, 2022, mortgage banking revenues were down by $4.3 million and $16.7 million, respectively, compared to the same periods in 2021. The decline in mortgage banking revenues was mainly attributable to a decline in sales volume and a reduction in the sales yield. Mortgage loans sold to the secondary market totaled $75.3 million and $285.2 million, respectively, for the three and nine months ended September 30, 2022, compared to $173.9 million and $756.4 million, respectively, for the same periods in 2021, reflecting an overall reduction in mortgage origination and sales activity, as well as a shift to a higher proportion of loans originated for retention in portfolio in 2022. Mortgage banking revenues were also impacted by changes in the fair value of mortgage loans held for sale and forward loan commitments, which are primarily based on current market prices in the secondary market and correlate to changes in the size of the mortgage pipeline. In addition, the decline in mortgage banking revenues was partially offset by higher net loan servicing fee income associated with loans sold with servicing retained. The increase in net loan servicing fee income was largely due to lower amortization of servicing rights, reflecting lower prepayment speeds on the serviced mortgage portfolio.


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Management's Discussion and Analysis

Other income for the nine months ended September 30, 2022 decreased by $1.1 million from the same period in 2021, due to $1.0 million of income associated with a litigation settlement that was recognized in the first quarter of 2021.

Noninterest Expense
The following table presents noninterest expense comparisons:
(Dollars in thousands)Three MonthsNine Months
ChangeChange
Periods ended September 30, 20222021$%20222021$%
Noninterest expense:
Salaries and employee benefits$21,609 $22,162 ($553)(2 %)$62,992 $65,771 ($2,779)(4 %)
Outsourced services3,552 3,294 258 8 10,169 9,711 458 5 
Net occupancy2,234 2,134 100 5 6,708 6,304 404 6 
Equipment939 977 (38)(4)2,795 2,946 (151)(5)
Legal, audit and professional fees693 767 (74)(10)2,140 2,042 98 5 
FDIC deposit insurance costs430 482 (52)(11)1,198 1,201 (3)— 
Advertising and promotion799 559 240 43 1,874 1,341 533 40 
Amortization of intangibles215 223 (8)(4)648 674 (26)(4)
Debt prepayment penalties— — — — — 4,230 (4,230)(100)
Other2,596 1,922 674 35 6,839 6,025 814 14 
Total noninterest expense$33,067 $32,520 $547 2 %$95,363 $100,245 ($4,882)(5 %)

Noninterest Expense Analysis
Salaries and employee benefits expense, the largest component of noninterest expense, for the three and nine months ended September 30, 2022 decreased by $553 thousand and $2.8 million, respectively, compared to the same periods in 2021. This included volume-related decreases in mortgage originator compensation expense, annual merit increases and higher staffing levels.

Debt prepayment penalty expense for the nine months ended September 30, 2021 totaled $4.2 million, due to the prepayment of higher-yielding FHLB advances. There were no such debt prepayments in the comparable period in 2022.

Other expense for the three and nine months ended September 30, 2022 increased by $674 thousand and $814 thousand, respectively, compared to the same periods in 2021, reflecting modest increases across a variety of other noninterest expense categories.

Income Taxes
The following table presents the Corporation’s income tax provision and applicable tax rates for the periods indicated:
(Dollars in thousands)
Three MonthsNine Months
Periods ended September 30, 2022202120222021
Income tax expense$5,310 $5,319 $15,091 $15,855 
Effective income tax rate22.1 %22.1 %21.5 %21.9 %

The effective income tax rates for the three and nine months ended September 30, 2022 and 2021 differed from the federal rate of 21%, primarily due to state income tax expense, partially offset by the benefits of tax-exempt income, income from BOLI, federal tax credits and the recognition of excess tax expense or benefits associated with the settlement of share-based awards.


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Management's Discussion and Analysis
The decrease in the effective tax rate for the nine months ended September 30, 2022 compared to the same period in 2021 largely reflected an increase in benefits from federal tax credits and a decrease in state tax expense, partially offset by a decrease in benefits from tax-exempt income.

The Corporation’s net deferred tax assets amounted to $62.1 million at September 30, 2022, compared to $14.0 million at December 31, 2021. The Corporation has determined that a valuation allowance is not required for any of the deferred tax assets since it is more-likely-than-not that these assets will be realized primarily through future reversals of existing taxable temporary differences or by offsetting projected future taxable income. Net deferred tax assets increased in 2022, largely reflecting increases in deferred tax assets associated with the declines in fair value of securities available for sale and cash flow hedges that were primarily attributable to relative changes in market interest rates.

Segment Reporting
The Corporation manages its operations through two reportable business segments, consisting of Commercial Banking and Wealth Management Services. See Note 14 to the Unaudited Consolidated Financial Statements for additional disclosure related to business segments.

Commercial Banking
The following table presents a summarized statement of operations for the Commercial Banking business segment:
(Dollars in thousands)Three MonthsNine Months
ChangeChange
Periods ended September 30, 20222021$%20222021$%
Net interest income $42,038 $36,085 $5,953 16 %$114,709 $103,737 $10,972 11 %
Provision for credit losses800 — 800 100 (2,100)(2,000)(100)5 
Net interest income after provision for credit losses
41,238 36,085 5,153 14 116,809 105,737 11,072 10 
Noninterest income6,043 9,962 (3,919)(39)18,174 35,032 (16,858)(48)
Noninterest expense24,746 24,278 468 2 71,278 76,530 (5,252)(7)
Income before income taxes22,535 21,769 766 4 63,705 64,239 (534)(1)
Income tax expense4,878 4,725 153 3 13,423 13,810 (387)(3)
Net income$17,657 $17,044 $613 4 %$50,282 $50,429 ($147)— %

Net interest income for the Commercial Banking segment for the three and nine months ended September 30, 2022, increased by $6.0 million and $11.0 million, respectively, from the same periods in 2021. Net interest income largely benefited from higher yields on and growth in average interest-earning assets, partially offset by a higher cost of funds.

The Corporation recorded a positive provision for credit losses (or a charge) of $800 thousand for the three months ended September 30, 2022, compared to no provision for the same period in 2021. For the nine months ended September 30, 2022, the Corporation recorded a negative provision for credit losses (or a benefit) of $2.1 million, compared to a negative provision (or a benefit) of $2.0 million for the same period in 2021. See additional discussion under the caption “Provision for Credit Losses.”

Noninterest income derived from the Commercial Banking segment for the three and nine months ended September 30, 2022 was down by $3.9 million and $16.9 million, respectively, from the comparable periods in 2021, primarily due to lower mortgage banking revenues. See additional discussion regarding mortgage banking revenues under the caption “Noninterest Income” above.

Commercial Banking noninterest expenses for the three months ended September 30, 2022 were up by $468 thousand from the same period in 2021. For the nine months ended September 30, 2022, noninterest expenses for the commercial banking segment were down by $5.3 million from the same period in 2021, largely reflecting decreases in debt prepayment penalties and salaries and employee benefits expense. See additional discussion under the caption “Noninterest Expense” above.


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Management's Discussion and Analysis
Wealth Management Services
The following table presents a summarized statement of operations for the Wealth Management Services business segment:
(Dollars in thousands)Three MonthsNine Months
ChangeChange
Periods ended September 30, 20222021$%20222021$%
Net interest expense$4 ($15)$19 127 %($61)($42)($19)45 %
Noninterest income9,760 10,558 (798)(8)30,640 32,055 (1,415)(4)
Noninterest expense8,321 8,242 79 1 24,085 23,715 370 2 
Income before income taxes1,443 2,301 (858)(37)6,494 8,298 (1,804)(22)
Income tax expense432 594 (162)(27)1,668 2,045 (377)(18)
Net income$1,011 $1,707 ($696)(41 %)$4,826 $6,253 ($1,427)(23 %)

For the three and nine months ended September 30, 2022, noninterest income derived from the Wealth Management Services segment decreased by $798 thousand and $1.4 million, respectively, from the same periods in 2021, reflecting a decrease in asset-based revenues. The decline in year-to-date revenues also included income of $1.0 million associated with a litigation settlement that was recognized in the first quarter of 2021. See further discussion under the caption “Noninterest Income” above.

For the three and nine months ended September 30, 2022, noninterest expenses for the Wealth Management Services segment increased by $79 thousand and $370 thousand, respectively, from the comparable periods in 2021. These included modest changes across a variety of noninterest expense categories.

Financial Condition
Summary
The following table presents selected financial condition data:
(Dollars in thousands)Change
September 30,
2022		December 31,
2021		$%
Cash and due from banks$130,066 $175,259 ($45,193)(26 %)
Total securities 982,573 1,042,859 (60,286)(6)
Total loans4,848,873 4,272,925 575,948 13 
Allowance for credit losses on loans36,863 39,088 (2,225)(6)
Total assets6,408,051 5,851,127 556,924 10 
Total deposits5,069,857 4,980,051 89,806 2 
FHLB advances700,000 145,000 555,000 383 
Total shareholders’ equity432,274 564,808 (132,534)(23)

Total assets amounted to $6.4 billion at September 30, 2022, up by $556.9 million, or 10%, from the end of 2021, due to loan growth.

Cash and due from banks balances declined by $45.2 million, or 26%, from the end of 2021, including a reduction in cash collateral pledged to derivative counterparties and lower cash balances with correspondent banks. See Note 9 to the Unaudited Consolidated Financial Statements for additional disclosure regarding derivative financial instruments.

The securities portfolio decreased by $60.3 million, or 6%, from the end of 2021, reflecting a temporary decline in fair value and routine pay-downs on mortgage-backed securities, partially offset by purchases of debt securities.

Total loans increased by $575.9 million, or 13%, from the end of 2021, led by growth in the residential real estate portfolio.


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Management's Discussion and Analysis
Total deposits increased by $89.8 million, or 2%, from the end of 2021, with an increase of $161.9 million, or 4%, in in-market deposits partially offset by a decrease of $72.1 million, or 14%, in wholesale brokered deposits.

FHLB advances increased by $555.0 million, or 383%, from December 31, 2021. Higher levels of wholesale funding were utilized to fund loan growth and purchases of debt securities.

Shareholders’ equity decreased by $132.5 million, or 23%, largely reflecting a decline in the AOCL component of shareholders' equity due to decreases in the fair value of available for sale debt securities and cash flow hedges that were primarily attributable to relative changes in market interest rates.

Securities
Investment security activity is monitored by the Investment Committee, the members of which also sit on the ALCO.  Asset and liability management objectives are the primary influence on the Corporation’s investment activities.  However, the Corporation also recognizes that there are certain specific risks inherent in investment activities.  The securities portfolio is managed in accordance with regulatory guidelines and established internal corporate investment policies that provide limitations on specific risk factors such as market risk, credit risk and concentration, liquidity risk and operational risk to help monitor risks associated with investing in securities.  Reports on the activities conducted by the Investment Committee and the ALCO are presented to the Board of Directors on a regular basis.

The Corporation’s securities portfolio is managed to generate interest income, to implement interest rate risk management strategies, and to provide a readily available source of liquidity for balance sheet management. Securities are designated as either available for sale, held to maturity or trading at the time of purchase. The Corporation does not have securities designated as held to maturity and does not maintain a portfolio of trading securities. Securities available for sale may be sold in response to changes in market conditions, prepayment risk, rate fluctuations, liquidity, or capital requirements. Debt securities available for sale are reported at fair value, with any unrealized gains and losses excluded from earnings and reported as a separate component of shareholders’ equity, net of tax, until realized.

Determination of Fair Value
The Corporation uses an independent pricing service to obtain quoted prices. The prices provided by the independent pricing service are generally based on observable market data in active markets. The determination of whether markets are active or inactive is based upon the level of trading activity for a particular security class. Management reviews the independent pricing service’s documentation to gain an understanding of the appropriateness of the pricing methodologies. Management also reviews the prices provided by the independent pricing service for reasonableness based upon current trading levels for similar securities. If the prices appear unusual, they are re-examined and the value is either confirmed or revised. In addition, management periodically performs independent price tests of securities to ensure proper valuation and to verify our understanding of how securities are priced. As of September 30, 2022 and December 31, 2021, management did not make any adjustments to the prices provided by the pricing service.

Our fair value measurements generally utilize Level 2 inputs, representing quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, and model-derived valuations in which all significant input assumptions are observable in active markets.

See Notes 3 and 10 to the Unaudited Consolidated Financial Statements for additional information regarding the determination of fair value of investment securities.


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Management's Discussion and Analysis
Securities Portfolio
The carrying amounts of securities held are as follows:
(Dollars in thousands)September 30, 2022December 31, 2021
Amount%Amount%
Available for Sale Debt Securities:
Obligations of U.S. government-sponsored enterprises
$197,855 20 %$196,454 19 %
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
764,264 78 824,962 79 
Individual name issuer trust preferred debt securities8,800 1 9,138 1 
Corporate bonds11,654 1 12,305 1 
Total available for sale debt securities$982,573 100 %$1,042,859 100 %

The securities portfolio amounted to $1.0 billion, or 15% of total assets, as of September 30, 2022 compared to $1.0 billion, or 18% of total assets, as of December 31, 2021. The largest component of the securities portfolio is mortgage-backed securities, all of which are issued by U.S. government agencies or U.S. government-sponsored enterprises.

The securities portfolio decreased by $60.3 million, or 6%, from the end of 2021, reflecting a temporary decline in the fair value of available for sale securities and routine pay-downs on mortgage-backed securities. These decreases were partially offset by purchases of U.S. government agency and U.S. government-sponsored debt securities, including mortgage-backed securities, totaling $214.6 million, with a weighted average yield of 3.45%.

The carrying amount of available for sale debt securities included net unrealized losses of $183.2 million and $8.9 million, respectively, as of September 30, 2022 and December 31, 2021. The decline in fair value of available for sale debt securities from the end of 2021 was primarily concentrated in obligations of U.S. government agencies and U.S. government-sponsored enterprises, including mortgage-backed securities, and primarily attributable to relative changes in interest rates since the time of purchase. See Note 3 to the Unaudited Consolidated Financial Statements for additional information.

Loans
Total loans amounted to $4.8 billion at September 30, 2022, up by $575.9 million, or 13.5%, from the end of 2021, led by growth in the residential real estate portfolio.

The following is a summary of loans:
(Dollars in thousands)September 30, 2022December 31, 2021
Amount%Amount%
Commercial:
Commercial real estate (1)
$1,762,687 36 %$1,639,062 38 %
Commercial & industrial (2)
652,758 14 641,555 15 
Total commercial2,415,445 50 2,280,617 53 
Residential Real Estate:
Residential real estate (3)
2,144,098 44 1,726,975 40 
Consumer:
Home equity273,742 6 247,697 6 
Other (4)
15,588 — 17,636 1 
Total consumer289,330 6 265,333 7 
Total loans$4,848,873 100 %$4,272,925 100 %
(1)CRE consists of commercial mortgages primarily secured by income-producing property, as well as construction and development loans. Construction and development loans are made to businesses for land development or the on-site construction of industrial, commercial, or residential buildings.
(2)C&I consists of loans to businesses and individuals, a portion of which are fully or partially collateralized by real estate. C&I also includes PPP loans.
(3)Residential real estate consists of mortgage and homeowner construction loans secured by one- to four-family residential properties.
(4)Other consists of loans to individuals secured by general aviation aircraft and other personal installment loans.


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Management's Discussion and Analysis
COVID-19 Pandemic Related
The Corporation elected to account for eligible loan modifications under Section 4013 of the CARES Act, as amended by the CRRSA Act. Eligible loan modifications from March 1, 2020 through January 1, 2022 made in response to the COVID-19 pandemic were not required to be classified as TDRs. During this period of time, we processed loan payment deferral modifications, or “deferments”, on 654 loans totaling $727.7 million. The vast majority of the deferments qualified as eligible loan modifications and were not classified as TDRs. All of these loans with qualified deferments exited their payment deferral period prior to March 31, 2022.

Commercial Loans
The commercial loan portfolio represented 50% of total loans at September 30, 2022.

In making commercial loans, we may occasionally solicit the participation of other banks. The Bank also participates in commercial loans originated by other banks. In such cases, these loans are individually underwritten by us using standards similar to those employed for our self-originated loans. Our participation in commercial loans originated by other banks amounted to $431.9 million and $451.6 million, respectively, at September 30, 2022 and December 31, 2021. Our participation in commercial loans originated by other banks also includes shared national credits. Shared national credits are defined as participation in loans or loan commitments of at least $100.0 million that are shared by three or more banks.

Commercial loans fall into two main categories, CRE and C&I loans. CRE loans consist of commercial mortgages secured by real property where the primary source of repayment is derived from rental income associated with the property or the proceeds of the sale, refinancing or permanent financing of the property. CRE loans also include construction loans made to businesses for land development or the on-site construction of industrial, commercial, or residential buildings. C&I loans primarily provide working capital, equipment financing and financing for other business-related purposes. C&I loans are frequently collateralized by equipment, inventory, accounts receivable, and/or general business assets.  A portion of the Bank’s C&I loans is also collateralized by real estate.  C&I loans also include PPP loans that are fully guaranteed by the U.S. government, tax-exempt loans made to states and political subdivisions, as well as industrial development or revenue bonds issued through quasi-public corporations for the benefit of a private or non-profit entity where that entity rather than the governmental entity is obligated to pay the debt service.

Commercial Real Estate Loans
CRE loans totaled $1.8 billion at September 30, 2022, up by $123.6 million, or 8%, from the balance at December 31, 2021. Loan originations and advances of approximately $420 million were partially offset by payoffs and pay-downs.

Included in CRE loans were construction and development loans with carrying values of $118.3 million and $122.4 million, respectively, as of September 30, 2022 and December 31, 2021.

Shared national credit balances outstanding included in the CRE loan portfolio totaled $8.1 million at September 30, 2022. The balance was included in the pass-rated category of commercial loan credit quality and current with respect to contractual payment terms at September 30, 2022.

The following table presents a summary of CRE loans by property location:
(Dollars in thousands)September 30, 2022December 31, 2021
Outstanding Balance% of TotalOutstanding Balance% of Total
Connecticut$674,816 38 %$643,182 39 %
Massachusetts529,364 30 464,018 28 
Rhode Island396,869 23 408,496 25 
Subtotal1,601,049 91 1,515,696 92 
All other states161,638 9 123,366 8 
Total$1,762,687 100 %$1,639,062 100 %


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Management's Discussion and Analysis
The following table presents a summary of CRE loans by property type segmentation:
(Dollars in thousands)September 30, 2022December 31, 2021
CountOutstanding Balance% of TotalCountOutstanding Balance% of Total
CRE Portfolio Segmentation:
Retail109 $441,631 25 %121 $389,487 24 %
Multi-family dwelling123 429,796 24 127 474,229 29 
Office55 253,816 14 57 216,602 13 
Hospitality32 196,503 11 31 184,990 11 
Industrial and warehouse39 176,081 10 35 137,254 8 
Healthcare15 138,475 8 13 128,189 8 
Commercial mixed use20 43,235 2 20 38,978 2 
Other36 83,150 6 36 69,333 5 
Total CRE loans
429 $1,762,687 100 %440 $1,639,062 100 %
Average CRE loan size
$4,109 $3,725 
Largest individual CRE loan outstanding
$65,424 $39,945 

Commercial and Industrial Loans
C&I loans amounted to $652.8 million at September 30, 2022, up by $11.2 million, or 2%, from the balance at December 31, 2021. This included a net reduction in PPP loans of $36.6 million, reflecting loans forgiven by the SBA. Excluding PPP loans, C&I loans increased by approximately $47.8 million, with loan originations and advances of $99 million, partially offset by payoffs and pay-downs.

As of September 30, 2022, the carrying value of PPP loans was $1.4 million and included net unamortized loan origination fee balances of $58 thousand. The carrying value of PPP loans at December 31, 2021 was $38.0 million.

Shared national credit balances outstanding included in the C&I loan portfolio totaled $40.3 million at September 30, 2022. All of these loans were included in the pass-rated category of commercial loan credit quality and were current with respect to contractual payment terms at September 30, 2022.


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Management's Discussion and Analysis
The following table presents a summary of C&I loan by industry segmentation:
(Dollars in thousands)September 30, 2022December 31, 2021
CountOutstanding Balance% of TotalCountOutstanding Balance% of Total
C&I Portfolio Segmentation:
Healthcare and social assistance70 $194,128 30 %101 $174,376 27 %
Owner occupied and other real estate162 71,431 11 185 72,957 11 
Manufacturing54 55,489 9 65 55,341 9 
Transportation and warehousing
20 50,597 8 31 35,064 5 
Retail55 49,365 8 79 47,290 7 
Educational services20 48,208 7 28 52,211 8 
Finance and insurance
58 31,579 5 59 31,279 5 
Entertainment and recreation
24 26,050 4 37 32,087 5 
Information
8 22,258 3 14 25,045 4 
Accommodation and food services49 17,499 3 114 28,320 4 
Professional, scientific and technical
37 6,357 1 69 8,912 1 
Public administration
12 4,223 1 16 5,441 1 
Other
164 75,574 10 281 73,232 13 
Total C&I loans
733 $652,758 100 %1,079 $641,555 100 %
Average C&I loan size
$891 $595 
Largest individual C&I loan outstanding
$27,671 $18,721 
Residential Real Estate Loans
The residential real estate loan portfolio represented 44% of total loans at September 30, 2022.

Residential real estate loans held in portfolio amounted to $2.1 billion at September 30, 2022, up by $417.1 million, or 24%, from the balance at December 31, 2021, reflecting a higher proportion of loans originated for portfolio in 2022.

The following is a summary of residential real estate mortgages by property location:
(Dollars in thousands)September 30, 2022December 31, 2021
Amount% of TotalAmount% of Total
Massachusetts
$1,552,728 72 %$1,207,789 70 %
Rhode Island423,070 20 365,831 21 
Connecticut
143,701 7 132,430 8 
Subtotal2,119,499 99 1,706,050 99 
All other states24,599 1 20,925 1 
Total (1)
$2,144,098 100 %$1,726,975 100 %
(1)Includes residential mortgage loans purchased from and serviced by other financial institutions totaling $62.7 million and $78.7 million, respectively, as of September 30, 2022 and December 31, 2021.

Residential real estate loans are originated both for sale to the secondary market as well as for retention in the Bank’s loan portfolio. We also originate residential real estate loans for various investors in a broker capacity, including conventional mortgages and reverse mortgages.


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Management's Discussion and Analysis
The table below presents residential real estate loan origination activity:
(Dollars in thousands)Three MonthsNine Months
Periods ended September 30, 2022202120222021
Amount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Originations for retention in portfolio (1)$225,132 74 %$205,293 52 %$653,295 71 %$581,905 44 %
Originations for sale to the secondary market (2)77,242 26 190,702 48 270,320 29 744,589 56 
Total$302,374 100 %$395,995 100 %$923,615 100 %$1,326,494 100 %
(1)Includes the full commitment amount of homeowner construction loans.
(2)Includes brokered loans (loans originated for others).

The table below presents residential real estate loan sales activity:
(Dollars in thousands)
Three MonthsNine Months
Periods ended September 30, 2022202120222021
Amount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Loans sold with servicing rights retained$34,659 46 %$108,445 62 %$72,764 26 %$570,370 75 %
Loans sold with servicing rights released (1)
40,665 54 65,416 38 212,429 74 186,068 25 
Total$75,324 100 %$173,861 100 %$285,193 100 %$756,438 100 %
(1)Includes brokered loans (loans originated for others).

Residential real estate loan origination, refinancing and sales activity decreased year-over-year in response to increases in market interest rates.

Loans are sold with servicing retained or released. Loans sold with servicing rights retained result in the capitalization of servicing rights. Loan servicing rights are included in other assets and are subsequently amortized as an offset to mortgage banking revenues over the estimated period of servicing. The net balance of capitalized servicing rights amounted to $9.2 million and $9.8 million, respectively, as of September 30, 2022 and December 31, 2021. The balance of residential mortgage loans serviced for others, which are not included in the Unaudited Consolidated Balance Sheets, amounted to $1.5 billion as of both September 30, 2022 and December 31, 2021.

Consumer Loans
Consumer loans include home equity loans and lines of credit and personal installment loans. Home equity lines of credit and home equity loans represented 95% of the total consumer portfolio at September 30, 2022. Our home equity line and home equity loan origination activities are conducted primarily in southern New England. The Bank estimates that approximately 55% of the combined home equity lines of credit and home equity loan balances are first lien positions or subordinate to other Washington Trust mortgages.

The consumer loan portfolio totaled $289.3 million at September 30, 2022, up by $24.0 million, or 9%, from December 31, 2021, reflecting increases in home equity lines and loans. Purchased consumer loans, consisting of loans to individuals secured by general aviation aircraft, amounted to $8.9 million and $9.4 million, respectively, at September 30, 2022 and December 31, 2021.


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Management's Discussion and Analysis
Asset Quality
Nonperforming Assets
Nonperforming assets include nonaccrual loans and OREO.

The following table presents nonperforming assets and additional asset quality data:
(Dollars in thousands)Sep 30,
2022		Dec 31,
2021
Commercial:
Commercial real estate$— $— 
Commercial & industrial— — 
Total commercial
— — 
Residential Real Estate:
Residential real estate11,700 13,576 
Consumer:
Home equity422 627 
Other— — 
Total consumer
422 627 
Total nonaccrual loans12,122 14,203 

OREO, net
— — 
Total nonperforming assets$12,122 $14,203 
Nonperforming assets to total assets0.19 %0.24 %
Nonperforming loans to total loans0.25 %0.33 %
Total past due loans to total loans0.16 %0.24 %
Accruing loans 90 days or more past due$— $— 

Total nonperforming assets decreased by $2.1 million from December 31, 2021, reflecting a decline in nonaccrual loans.

Nonaccrual Loans
During the nine months ended September 30, 2022, the Corporation made no changes in its practices or policies concerning the placement of loans into nonaccrual status.

The following table presents the activity in nonaccrual loans:
(Dollars in thousands)Three MonthsNine Months
For the periods ended September 30, 2022202120222021
Balance at beginning of period$12,414 $10,481 $14,203 $13,197 
Additions to nonaccrual status521 2,583 1,106 3,854 
Loans returned to accruing status(400)— (699)(877)
Loans charged-off(63)(249)(122)(630)
Payments, payoffs and other changes(350)(1,839)(2,366)(4,568)
Balance at end of period$12,122 $10,976 $12,122 $10,976 


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Management's Discussion and Analysis
The following table presents additional detail on nonaccrual loans:
(Dollars in thousands)September 30, 2022December 31, 2021
Days Past DueDays Past Due
Over 90Under 90Total
% (1)
Over 90Under 90Total
% (1)
Commercial:
Commercial real estate$— $— $— — %$— $— $— — %
Commercial & industrial— — — — — — — — 
Total commercial
— — — — — — — — 
Residential Real Estate:
Residential real estate
5,430 6,270 11,700 0.55 4,662 8,914 13,576 0.79 
Consumer:
Home equity50 372 422 0.15 108 519 627 0.25 
Other— — — — — — — — 
Total consumer50 372 422 0.15 108 519 627 0.24 
Total nonaccrual loans$5,480 $6,642 $12,122 0.25 %$4,770 $9,433 $14,203 0.33 %
(1)    Percentage of nonaccrual loans to the total loans outstanding within the respective category.

There were no significant commitments to lend additional funds to borrowers whose loans were on nonaccrual status at September 30, 2022.

As of both September 30, 2022 and December 31, 2021, the composition of nonaccrual loans was 100% residential and consumer.

Nonaccrual residential real estate mortgage loans amounted to $11.7 million at September 30, 2022, down by $1.9 million from the end of 2021. As of September 30, 2022, the balance of nonaccrual residential mortgage loans was predominately secured by properties in Massachusetts, Connecticut and Rhode Island. Included in total nonaccrual residential real estate loans at September 30, 2022 were four loans purchased for portfolio and serviced by others amounting to $1.1 million.  Management monitors the collection efforts of its third party servicers as part of its assessment of the collectability of nonperforming loans.

Troubled Debt Restructurings
In the course of resolving problem loans, the Corporation may choose to restructure the contractual terms of certain loans. A loan that has been modified or renewed is considered to be a TDR when two conditions are met: (1) the borrower is experiencing financial difficulty and (2) concessions are made for the borrower’s benefit that would not otherwise be considered for a borrower or a transaction with similar credit risk characteristics. The decision to restructure a loan, versus aggressively enforcing the collection of the loan, may benefit the Corporation by increasing the ultimate probability of collection.

TDRs are classified as accruing or non-accruing based on management’s assessment of the collectability of the loan.  Loans that are already on nonaccrual status at the time of the restructuring generally remain on nonaccrual status for approximately six months before management considers such loans for return to accruing status.  Accruing restructured loans are placed into nonaccrual status if and when the borrower fails to comply with the restructured terms and management deems it unlikely that the borrower will return to a status of compliance in the near term and full collection of principal and interest is in doubt.

TDRs are reported as such for at least one year from the date of the restructuring.  In years after the restructuring, a TDR is removed from this classification if the restructuring did not involve a below-market rate concession and the loan is performing in accordance with its modified contractual terms for a reasonable period of time.

As of September 30, 2022, there were no significant commitments to lend additional funds to borrowers whose loans had been restructured in a TDR.

See Note 2 for discussion on ASU No. 2022-02, a recently issued accounting pronouncement that is pending adoption. ASU

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Management's Discussion and Analysis
No. 2022-02, which becomes effective on January 1, 2023, updates the accounting treatment and related disclosure requirements for TDRs. As noted above under the caption “Loans,” the Corporation elected to account for eligible loan modifications under Section 4013 of the CARES Act, as amended by the CRRSA Act. Loan modifications that did not qualify for the TDR accounting relief provided under the CARES Act were classified as TDRs.

The following table sets forth information on TDRs as of the dates indicated. The amounts below consist of unpaid principal balance, net of charge-offs and unamortized deferred loan origination fees and costs. Accrued interest is not included in the carrying amounts set forth below.

(Dollars in thousands)Sep 30,
2022		Dec 31,
2021
Accruing TDRs
Commercial:
Commercial real estate
$3,609 $10,603 
Commercial & industrial
844 2,792 
Total commercial
4,453 13,395 
Residential Real Estate:
Residential real estate
2,204 2,372 
Consumer:
Home equity
557 561 
Other
— — 
Total consumer
557 561 
Accruing TDRs7,214 16,328 
Nonaccrual TDRs
Commercial:
Commercial real estate
— — 
Commercial & industrial
— — 
Total commercial
— — 
Residential Real Estate:
Residential real estate2,819 2,748 
Consumer:
Home equity
71 71 
Other
— — 
Total consumer
71 71 
Nonaccrual TDRs2,890 2,819 
Total TDRs$10,104 $19,147 

As of September 30, 2022, the composition of TDRs was 44% commercial and 56% residential and consumer, compared to 70% commercial and 30% residential and consumer at December 31, 2021.

TDRs amounted to $10.1 million at September 30, 2022, down by $9.0 million from the end of 2021. The net decline reflected a pay-down of $6.5 million on one accruing CRE TDR loan and the declassification from TDR status of one accruing C&I loan with a carrying value of $2.8 million that was declassified in accordance with policy.

The ACL included specific reserves for TDRs of $132 thousand at September 30, 2022, compared to $148 thousand at December 31, 2021.


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Management's Discussion and Analysis
Past Due Loans
The following table presents past due loans by category:
(Dollars in thousands)September 30, 2022December 31, 2021
Amount
% (1)
Amount
% (1)
Commercial:
Commercial real estate$— — %$— — %
Commercial & industrial4 — 3 — 
Total commercial4 — 3 — 
Residential Real Estate:
Residential real estate7,256 0.34 9,622 0.56 
Consumer:
Home equity252 0.09 765 0.31 
Other17 0.11 21 0.12 
Total consumer269 0.09 786 0.30 
Total past due loans$7,529 0.16 %$10,411 0.24 %
(1)Percentage of past due loans to the total loans outstanding within the respective category.

As of both September 30, 2022 and December 31, 2021, the composition of past due loans (loans past due 30 days or more) was essentially 100% residential and consumer. Total past due loans decreased by $2.9 million from the end of 2021.

Total past due loans included $7.1 million of nonaccrual loans as of September 30, 2022, compared to $9.4 million as of December 31, 2021.

All loans 90 days or more past due at September 30, 2022 and December 31, 2021 were classified as nonaccrual.

Potential Problem Loans
The Corporation classifies certain loans as “substandard,” “doubtful,” or “loss” based on criteria consistent with guidelines provided by banking regulators.  Potential problem loans include classified accruing commercial loans that were less than 90 days past due at September 30, 2022 and other loans for which known information about possible credit problems of the related borrowers causes management to have doubts as to the ability of such borrowers to comply with the present loan repayment terms and which may result in disclosure of such loans as nonperforming at some time in the future.

Potential problem loans are not included in the amounts of nonaccrual or TDRs presented above.  They are assessed for loss exposure using the methods described in Note 4 to the Unaudited Consolidated Financial Statements under the caption “Credit Quality Indicators.” Management cannot predict the extent to which economic conditions or other factors may impact borrowers and the potential problem loans.  Accordingly, there can be no assurance that other loans will not become 90 days or more past due, be placed on nonaccrual, become restructured, or require an increased allowance coverage and provision for credit losses on loans.

Management has identified two loans associated with one C&I relationship with carrying values totaling $722 thousand as potential problem loans at September 30, 2022. These two loans were current with respect to payment terms at September 30, 2022. There were no potential problem loans identified at December 31, 2021.

Allowance for Credit Losses on Loans
The ACL on loans is management’s estimate, at the reporting date, of expected credit losses over the expected life of the loans.  The ACL on loans is established through a provision for credit losses recognized in earnings. The ACL on loans is reduced by charge-offs on loans and is increased by recoveries of amounts previously charged off.

The Corporation’s general practice is to identify problem credits early and recognize full or partial charge-offs as promptly as practicable when it is determined that the collection of loan principal is unlikely. Full or partial charge-offs on collateral dependent individually analyzed loans are recognized when the collateral is deemed to be insufficient to support the carrying

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Management's Discussion and Analysis
value of the loan. The Corporation does not recognize a recovery when new appraisals indicate a subsequent increase in value.

Appraisals are generally obtained with values determined on an “as is” basis from independent appraisal firms for real estate collateral dependent commercial loans in the process of collection or when warranted by other deterioration in the borrower’s credit status. New appraisals are generally obtained for TDRs or nonaccrual loans or when management believes it is warranted. The Corporation has continued to maintain appropriate professional standards regarding the professional qualifications of appraisers and has an internal review process to monitor the quality of appraisals.

For residential real estate loans and real estate collateral dependent consumer loans that are in the process of collection, valuations are obtained from independent appraisal firms with values determined on an “as is” basis.

The following table presents additional detail on the Corporation’s loan portfolio and associated allowance:
(Dollars in thousands)September 30, 2022December 31, 2021
LoansRelated AllowanceAllowance / LoansLoansRelated AllowanceAllowance / Loans
Individually analyzed loans$12,024 $652 5.42 %$21,080 $682 3.24 %
Pooled (collectively evaluated) loans4,836,849 36,211 0.75 4,251,845 38,406 0.90 
Total$4,848,873 $36,863 0.76 %$4,272,925 $39,088 0.91 %

Management employs a process and methodology to estimate the ACL on loans that evaluates both quantitative and qualitative factors. The methodology for evaluating quantitative factors consists of two basic components. The first component involves pooling loans into portfolio segments for loans that share similar risk characteristics. The second component involves individually analyzed loans that do not share similar risk characteristics with loans that are pooled into portfolio segments.

The ACL for individually analyzed loans is measured using a DCF method based upon the loan’s contractual effective interest rate, or at the loan’s observable market price, or, if the loan was collateral dependent, at the fair value of the collateral.

The ACL for pooled loans is measured utilizing a DCF methodology to estimate credit losses for each pooled portfolio segment. The methodology incorporates a probability of default and loss given default framework. Loss given default is estimated based on historical credit loss experience. Probability of default is estimated using a regression model that incorporates econometric factors. Management utilizes forecasted econometric factors with a one-year reasonable and supportable forecast period and one-year straight-line reversion period in order to estimate the probability of default for each loan portfolio segment. The DCF methodology combines the probability of default, the loss given default, prepayment speeds and remaining life of the loan to estimate a reserve for each loan. The sum of all the loan level reserves are aggregated for each portfolio segment and a loss rate factor is derived. Quantitative loss factors for pooled loans are also supplemented by certain qualitative risk factors reflecting management’s view of how losses may vary from those represented by quantitative loss rates.

The ACL on loans amounted to $36.9 million at September 30, 2022, down by $2.2 million from the balance at December 31, 2021. The ACL on loans as a percentage of total loans, also known as the reserve coverage ratio, was 0.76% at September 30, 2022, compared to 0.91% at December 31, 2021.

The Corporation recorded a positive provision for credit losses (or a charge) of $800 thousand for the three months ended September 30, 2022, compared to no provision for the same period in 2021. On a year-to-date basis, the Corporation recognized a negative provision for credit losses (or a benefit) of $2.1 million, compared to a negative provision (or a benefit) of $2.0 million for the same period in 2021. The provision for credit losses recognized in 2022 provided for loan growth and was also reflective of low loss rates, strong asset and credit quality metrics and our current estimate of forecasted economic conditions.

Net recoveries totaled $54 thousand and $104 thousand, respectively, for the three and nine months ended September 30, 2022.

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Management's Discussion and Analysis

The ACL on loans is an estimate and ultimate losses may vary from management’s estimate. Deteriorating conditions or assumptions could lead to further increases in the ACL on loans; conversely, improving conditions or assumptions could lead to further reductions in the ACL on loans.

The following table presents the allocation of the ACL on loans by portfolio segment. The total ACL on loans is available to absorb losses from any segment of the loan portfolio.
(Dollars in thousands)September 30, 2022December 31, 2021
Allocated ACL
ACL to Loans
Loans to Total Portfolio (1)
Allocated ACL
ACL to Loans
Loans to Total Portfolio (1)
Commercial:
Commercial real estate$17,611 1.00 %36 %$18,933 1.16 %38 %
Commercial & industrial10,347 1.59 14 10,832 1.69 15 
Total commercial
27,958 1.16 50 29,765 1.31 53 
Residential Real Estate:
Residential real estate7,447 0.35 44 7,860 0.46 40 
Consumer:
Home equity1,071 0.39 6 1,069 0.43 6 
Other387 2.48 — 394 2.23 1 
Total consumer1,458 0.50 6 1,463 0.55 7 
Total allowance for credit losses on loans at end of period$36,863 0.76 %100 %$39,088 0.91 %100 %
(1)Percentage of loans outstanding in respective category to total loans outstanding.

Sources of Funds
Our sources of funds include in-market deposits, wholesale brokered deposits, FHLB advances, other borrowings and proceeds from the sales, maturities and payments of loans and investment securities.  The Corporation uses funds to originate and purchase loans, purchase investment securities, conduct operations, expand the branch network and pay dividends to shareholders.

Deposits
The Corporation offers a wide variety of deposit products to consumer and business customers.  Deposits provide an important source of funding for the Bank, as well as an ongoing stream of fee revenue.

The Bank is a participant in the DDM program, ICS program and the CDARS program. The Bank uses these deposit sweep services to place customer and client funds into interest-bearing demand accounts, money market accounts, and/or time deposits issued by other participating banks. Customer and client funds are placed at one or more participating banks to ensure that each deposit customer is eligible for the full amount of FDIC insurance. As a program participant, we receive reciprocal amounts of deposits from other participating banks. We consider these reciprocal deposit balances to be in-market deposits as distinguished from traditional wholesale brokered deposits.


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Management's Discussion and Analysis
The following table presents a summary of deposits:
(Dollars in thousands)Change
September 30,
2022		December 31,
2021		$%
Noninterest-bearing demand deposits$938,572 $945,229 ($6,657)(1 %)
Interest-bearing demand deposits (in market)273,231 251,032 22,199 9 
NOW accounts869,984 867,138 2,846 — 
Money market accounts1,146,826 1,072,864 73,962 7 
Savings accounts600,568 555,177 45,391 8 
Time deposits (in-market)797,505 773,383 24,122 3 
In-market deposits4,626,686 4,464,823 161,863 4 
Wholesale brokered demand deposits31,044 — 31,044 100 
Wholesale brokered time deposits412,127 515,228 (103,101)(20)
Wholesale brokered deposits443,171 515,228 (72,057)(14)
Total deposits$5,069,857 $4,980,051 $89,806 2 %

In-market deposits were up by $161.9 million, or 4%, from the balance at December 31, 2021, while wholesale brokered deposits declined by $72.1 million, or 14%.

Total deposits amounted to $5.1 billion at September 30, 2022, up by $89.8 million, or 2%, from December 31, 2021.

Borrowings
Borrowings primarily consist of FHLB advances, which are used as a source of funding for liquidity and interest rate risk management purposes.

FHLB advances totaled $700.0 million at September 30, 2022, up by $555.0 million, or 383%, from the balance at the end of 2021, as higher levels of wholesale funding were utilized to fund loan growth and purchases of debt securities.

For additional information regarding FHLB advances see Note 7 to the Unaudited Consolidated Financial Statements.

Liquidity and Capital Resources
Liquidity Management
Liquidity is the ability of a financial institution to meet maturing liability obligations and customer loan demand.  The Corporation’s primary source of liquidity is in-market deposits, which funded approximately 77% of total average assets in the nine months ended September 30, 2022.  While the generally preferred funding strategy is to attract and retain low-cost deposits, the ability to do so is affected by competitive interest rates and terms in the marketplace.  Other sources of funding include discretionary use of purchased liabilities (e.g., FHLB term advances and brokered deposits), cash flows from the investment securities portfolios and loan repayments.  Securities designated as available for sale may also be sold in response to short-term or long-term liquidity needs, although management has no intention to do so at this time.

The Corporation has a detailed liquidity funding policy and a contingency funding plan that provide for the prompt and comprehensive response to unexpected demands for liquidity. Management employs stress testing methodology to estimate needs for contingent funding that could result from unexpected outflows of funds in excess of “business as usual” cash flows.  In management’s estimation, risks are concentrated in two major categories: (1) runoff of in-market deposit balances; and (2) unexpected drawdown of loan commitments.  Of the two categories, potential runoff of deposit balances would have the most significant impact on contingent liquidity.  Our stress test scenarios, therefore, emphasize attempts to quantify deposits at risk over selected time horizons.  In addition to these unexpected outflow risks, several other “business as usual” factors enter into the calculation of the adequacy of contingent liquidity including: (1) payment proceeds from loans and investment securities; (2) maturing debt obligations; and (3) maturing time deposits.  The Corporation has established collateralized borrowing capacity with the FRBB and also maintains additional collateralized borrowing capacity with the FHLB in excess of levels used in the ordinary course of business. Borrowing capacity is impacted by the amount and type of assets available to be pledged.


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Management's Discussion and Analysis
The table below presents unused funding capacity by source as of the dates indicated:
(Dollars in thousands)
September 30,
2022		December 31,
2021
Additional Funding Capacity:
Federal Home Loan Bank of Boston (1)
$967,133 $1,642,377 
Federal Reserve Bank of Boston (2)
24,392 16,919 
Unencumbered investment securities672,024 702,963 
Total$1,663,549 $2,362,259 
(1)As of September 30, 2022 and December 31, 2021, loans with a carrying value of $2.3 billion and $2.2 billion, respectively, and securities available for sale with carrying values of $121.4 million and $163.2 million, respectively, were pledged to the FHLB resulting in this additional borrowing capacity.
(2)As of September 30, 2022 and December 31, 2021, loans with a carrying value of $17.8 million and $8.2 million, respectively, and securities available for sale with a carrying value of $12.8 million and $13.5 million, respectively, were pledged to the FRBB for the discount window resulting in this additional unused borrowing capacity.

In addition to the amounts presented above, the Bank also had access to a $40.0 million unused line of credit with the FHLB, as well as a $102.0 million standby letter of credit with the FHLB.

The ALCO establishes and monitors internal liquidity measures to manage liquidity exposure. Liquidity remained within target ranges established by the ALCO during the nine months ended September 30, 2022.  Based on its assessment of the liquidity considerations described above, management believes the Corporation’s sources of funding meet anticipated funding needs.

Net cash provided by operating activities amounted to $71.8 million for the nine months ended September 30, 2022, reflecting net income of $55.1 million and mortgage banking related adjustments to reconcile net income to net cash provided by operating activities. Net cash used in investing activities totaled $723.8 million for the nine months ended September 30, 2022, reflecting an increase in loans, outflows to fund purchases of debt securities and a purchase of BOLI. These outflows were partially offset by net inflows from maturities, calls and principal payments of debt securities. For the nine months ended September 30, 2022, net cash provided by financing activities amounted to $606.3 million, with a net increase in FHLB advances and growth in deposits, partially offset by the payment of dividends to shareholders and purchases of treasury stock. See the Unaudited Consolidated Statements of Cash Flows for further information about sources and uses of cash.

In the normal course of business, the Corporation engages in a variety of financial transactions that, in accordance with GAAP, are not recorded in the financial statements, or are recorded in amounts that differ from the notional amounts.  Such transactions are used to meet the financing needs of its customers and to manage the exposure to fluctuations in interest rates. These financial transactions include commitments to extend credit, standby letters of credit, forward loan commitments, loan related derivative contracts and interest rate risk management contracts. These transactions involve, to varying degrees, elements of credit, interest rate and liquidity risk. The Corporation’s credit policies with respect to interest rate contracts with commercial borrowers, commitments to extend credit, and standby letters of credit are similar to those used for loans. Interest rate risk management contracts with other counterparties are generally subject to bilateral collateralization terms.

For additional information on derivative financial instruments and financial instruments with off-balance sheet risk see Notes 9 and 17 to the Unaudited Consolidated Financial Statements.

Capital Resources
Total shareholders’ equity amounted to $432.3 million at September 30, 2022, down by $132.5 million from December 31, 2021. The decline reflected a decrease of $151.8 million in the AOCL component of shareholders' equity, due to decreases in the fair value of available for sale debt securities and cash flow hedges primarily attributable to relative changes in market interest rates. In addition, the decline also reflected $28.3 million in dividend declarations and a net increase in treasury stock repurchases of $8.2 million, partially offset by net income of $55.1 million.

The Corporation declared a quarterly dividend of 54 cents per share for the three months ended September 30, 2022, compared to 52 cents per share declared for the same period in 2021. On a year-to-date basis, dividend declarations totaled $1.62 per share in 2022, compared to $1.56 per share in 2021.


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Management's Discussion and Analysis
The ratio of total equity to total assets was 6.75% at September 30, 2022, compared to a ratio of 9.65% at December 31, 2021.  Book value per share at September 30, 2022 and December 31, 2021 was $25.17 and $32.59, respectively.

The Bancorp and the Bank are subject to various regulatory capital requirements and are considered “well capitalized” with a total risk-based capital ratio of 12.65% at September 30, 2022, compared to 14.01% at December 31, 2021. See Note 8 to the Unaudited Consolidated Financial Statements for additional discussion of regulatory capital requirements and the election of the ASC 326 phase-in option provided by regulatory guidance, which phases in the impact of ASC 326 on regulatory capital over a three-year period that commenced January 1, 2022.

Asset/Liability Management and Interest Rate Risk
Interest rate risk is the risk of loss to future earnings due to changes in interest rates. The ALCO is responsible for establishing policy guidelines on liquidity and acceptable exposure to interest rate risk. Periodically, the ALCO reports on the status of liquidity and interest rate risk matters to the Bank’s Board of Directors. The objective of the ALCO is to manage assets and funding sources to produce results that are consistent with the Corporation’s liquidity, capital adequacy, growth, risk and profitability goals.

The Corporation utilizes the size and duration of the investment securities portfolio, the size and duration of the wholesale funding portfolio, off-balance sheet interest rate contracts and the pricing and structure of loans and deposits, to manage interest rate risk. The off-balance sheet interest rate contracts may include interest rate swaps, caps and floors. These interest rate contracts involve, to varying degrees, credit risk and interest rate risk. Credit risk is the possibility that a loss may occur if a counterparty to a transaction fails to perform according to terms of the contract. The notional amount of the interest rate contracts is the amount upon which interest and other payments are based. The notional amount is not exchanged, and therefore, should not be taken as a measure of credit risk. See Notes 9 and 17 to the Unaudited Consolidated Financial Statements for additional information.

The ALCO uses income simulation to measure interest rate risk inherent in the Corporation’s on-balance sheet and off-balance sheet financial instruments at a given point in time by showing the effect of interest rate shifts on net interest income over a 12-month horizon, a 13- to 24-month horizon and a 60-month horizon. The simulations assume that the size and general composition of the Corporation’s balance sheet remain static over the simulation horizons, with the exception of certain deposit mix shifts from low-cost core savings to higher-cost time deposits in selected interest rate scenarios. Additionally, the simulations take into account the specific repricing, maturity, call options, and prepayment characteristics of differing financial instruments that may vary under different interest rate scenarios. The characteristics of financial instrument classes are reviewed periodically by the ALCO to ensure their accuracy and consistency.

The ALCO reviews simulation results to determine whether the Corporation’s exposure to a decline in net interest income remains within established tolerance levels over the simulation horizons and to develop appropriate strategies to manage this exposure.  As of September 30, 2022 and December 31, 2021, net interest income simulations indicated that exposure to changing interest rates over the simulation horizons remained within tolerance levels established by the Corporation. All changes are measured in comparison to the projected net interest income that would result from an “unchanged” rate scenario where both interest rates and the composition of the Corporation’s balance sheet remain stable for a 60-month period.  In addition to measuring the change in net interest income as compared to an unchanged rate scenario, the ALCO also measures the trend of both net interest income and NIM over a 60-month horizon to ensure the stability and adequacy of this source of earnings in different interest rate scenarios.

The ALCO regularly reviews a wide variety of interest rate shift scenario results to evaluate interest rate risk exposure, including scenarios showing the effect of steepening or flattening changes in the yield curve of up to 500 basis points, as well as parallel changes in interest rates of up to 400 basis points.  Because income simulations assume that the Corporation’s balance sheet will remain static over the simulation horizon, the results do not reflect adjustments in strategy that the ALCO could implement in response to rate shifts.

The following table sets forth the estimated change in net interest income from an unchanged rate scenario over the periods indicated for parallel changes in market interest rates using the Corporation’s on- and off-balance sheet financial instruments as of September 30, 2022 and December 31, 2021.  Interest rates are assumed to shift by a parallel 100, 200 or 300 basis points upward or 100 basis points downward over a 12-month period, except for core savings deposits, which are assumed to shift by lesser amounts due to their relative historical insensitivity to market interest rate movements.  Further, deposits are

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Management's Discussion and Analysis
assumed to have certain minimum rate levels below which they will not fall.  It should be noted that the rate scenarios shown do not necessarily reflect the ALCO’s view of the “most likely” change in interest rates over the periods indicated.
September 30, 2022December 31, 2021
Months 1 - 12Months 13 - 24Months 1 - 12Months 13 - 24
100 basis point rate decrease(1.68)%(0.01)%(1.32)%(5.42)%
100 basis point rate increase0.58 (2.66)3.34 3.91 
200 basis point rate increase2.23 (3.69)6.87 8.18 
300 basis point rate increase3.77 (5.42)10.32 11.72 

The ALCO estimates that negative exposure of net interest income to falling rates as compared to an unchanged rate scenario results from a more rapid decline in earning asset yields compared to rates paid on deposits.  If market interest rates were to fall and remain lower for a sustained period, certain core savings and time deposit rates could decline more slowly and by a lesser amount than other market interest rates.  Asset yields would likely decline more rapidly than deposit costs as current asset holdings mature or reprice, since cash flow from mortgage-related prepayments and redemption of callable securities would increase as market interest rates fall.

As of September 30, 2022, the ALCO estimates that positive exposure of net interest income to rising rates in Year 1 as compared to an unchanged rate scenario results from a more rapid projected relative rate of increase in asset yields than funding costs over the near term.  For simulation purposes, deposit rate changes are anticipated to lag behind other market interest rates in both timing and magnitude.  The ALCO’s estimate of interest rate risk exposure to rising rate environments, including those involving changes to the shape of the yield curve, incorporates certain assumptions regarding the shift in deposit balances from low-cost core savings categories to higher-cost deposit categories, which has characterized a shift in funding mix during the past rising interest rate cycles.

As of September 30, 2022, the negative exposure of net interest income to rising rates as compared to an unchanged rate scenario is primarily attributable to a projected increase in funding costs. As market rates increase, ALCO modeling assumes that deposits will shift from low cost to higher cost deposits. This assumption reflects historical operating conditions in rising rate cycles. Although asset yields would increase in a rising interest rate environment, the cumulative impact of relative growth in rate-sensitive higher cost deposit categories and wholesale funds suggests that by Year 2 of rising interest rate scenarios, the increase in the Corporation’s cost of funds could result in a relative decline in net interest margin compared to an unchanged rate scenario.

The overall decline in interest rate sensitivity to rising rates from December 31, 2021, as shown in the above table, was largely attributable to a higher level of longer-term fixed rate assets, as well as an increase in the proportion of wholesale funds to total sources of funds at September 30, 2022. Fixed rate assets would not reprice upward in a rising rate environment. Wholesale funds would reprice more quickly and by a greater amount than the repricing of core deposits in response to changes in market interest rates.

While the ALCO reviews and updates simulation assumptions and also periodically back-tests the simulation results to ensure that the assumptions are reasonable and current, income simulation may not always prove to be an accurate indicator of interest rate risk or future NIM.  Over time, the repricing, maturity and prepayment characteristics of financial instruments and the composition of the Corporation’s balance sheet may change to a different degree than estimated.  Simulation modeling assumes a static balance sheet, with the exception of certain modeled deposit mix shifts from low-cost core savings deposits to higher-cost time deposits in rising rate scenarios as noted above.

As market interest rates declined, the banking industry attracted low-cost core savings deposits. The ALCO recognizes that a portion of these increased levels of low-cost balances could shift into higher yielding alternatives in the future, particularly as interest rates rise and as confidence in financial markets strengthens, and has modeled deposit shifts out of these low-cost categories into higher-cost alternatives in the rising rate simulation scenarios presented above.  Deposit balances may also be subject to possible outflow to non-bank alternatives in a rising rate environment, which may cause interest rate sensitivity to differ from the results as presented. Another significant simulation assumption is the sensitivity of core savings deposits to fluctuations in interest rates. Income simulation results assume that changes in both core savings deposit rates and balances are related to changes in short-term interest rates. The relationship between short-term interest rate changes and core deposit rate and balance changes may differ from the ALCO’s estimates used in income simulation.

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Management's Discussion and Analysis

It should also be noted that the static balance sheet assumption does not necessarily reflect the Corporation’s expectation for future balance sheet growth, which is a function of the business environment and customer behavior.

Mortgage-backed securities and residential real estate loans involve a level of risk that unforeseen changes in prepayment speeds may cause related cash flows to vary significantly in differing rate environments.  Such changes could affect the level of reinvestment risk associated with cash flow from these instruments, as well as their market value.  Changes in prepayment speeds could also increase or decrease the amortization of premium or accretion of discounts related to such instruments, thereby affecting interest income.

The Corporation also monitors the potential change in market value of its available for sale debt securities in changing interest rate environments.  The purpose is to determine market value exposure that may not be captured by income simulation, but which might result in changes to the Corporation’s capital position.  Results are calculated using industry-standard analytical techniques and securities data.

The following table summarizes the potential change in market value of the Corporation’s available for sale debt securities as of September 30, 2022 and December 31, 2021 resulting from immediate parallel rate shifts:
(Dollars in thousands)
Security TypeDown 100 Basis PointsUp 200 Basis Points
U.S. government-sponsored enterprise securities (callable)$28,038 ($3,760)
Mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises
55,880 (104,798)
Trust preferred debt and other corporate debt securities(18)7 
Total change in market value as of September 30, 2022$83,900 ($108,551)
Total change in market value as of December 31, 2021$10,166 ($119,505)

Critical Accounting Policies and Estimates
Estimates and assumptions are necessary in the application of certain accounting policies and procedures and can be susceptible to significant change. Critical accounting policies are defined as those that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on the Corporation’s financial condition or results of operations.

Management considers its accounting policy relating to the ACL on loans to be a critical accounting policy. There have been no significant changes in the Corporation’s critical accounting policies and estimates from those disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

Recently Issued Accounting Pronouncements
See Note 2 to the Unaudited Consolidated Financial Statements for details of recently issued accounting pronouncements and their expected impact on the Corporation’s financial statements.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk
Information regarding quantitative and qualitative disclosures about market risk appears under Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” under the caption “Asset/Liability Management and Interest Rate Risk.”

For factors that could adversely impact Washington Trust’s future results of operations and financial condition, see the section labeled “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as updated by our Quarterly Reports on Form 10-Q and other filings submitted to the SEC.


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Item 4.  Controls and Procedures
Disclosure Controls and Procedures
As required by Rule 13a-15 under the Exchange Act, the Corporation carried out an evaluation under the supervision and with the participation of the Corporation’s management, including the Corporation’s principal executive officer and principal financial officer, of the Corporation’s disclosure controls and procedures as of the period ended September 30, 2022.  Based upon that evaluation, the principal executive officer and principal financial officer concluded that the Corporation’s disclosure controls and procedures are effective and designed to ensure that information required to be disclosed by the Corporation in the reports it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Corporation’s management including its Chief Executive Officer and Chief Financial Officer as appropriate to allow timely decisions regarding required disclosures.  The Corporation will continue to review and document its disclosure controls and procedures and consider such changes in future evaluations of the effectiveness of such controls and procedures, as it deems appropriate.

Internal Control Over Financial Reporting
There has been no change in the Corporation’s internal controls over financial reporting during the quarter ended September 30, 2022 that has materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II.  Other Information

Item 1.  Legal Proceedings
The Corporation is involved in various claims and legal proceedings arising out of the ordinary course of business.  Management is of the opinion, based on its review with counsel of the development of such matters to date, that the ultimate disposition of such matters will not materially affect the consolidated financial position or results of operations of the Corporation.

Item 1A.  Risk Factors
There have been no material changes in the risk factors described in Item IA to Part I of Washington Trust’s Annual Report on Form 10-K for the year ended December 31, 2021.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds
The following table summarizes repurchases of the Corporation’s shares of common stock in the third quarter of 2022:
Issuer Purchases of Equity Securities
Period(a)
Total number of shares purchased		(b)
Average price paid per share		(c)
Total number of shares purchased as part of publicly announced plans		(d)
Maximum number of shares that may yet be purchased under plans
July 1 - 31, 202218,754 $47.79 18,754 655,838 
August 1 - 31, 2022— — — 655,838 
September 1 - 30, 2022— — — 655,838 
Total18,754 $47.79 18,754 655,838 


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Item 6.  Exhibits
(a) Exhibits.  The following exhibits are included as part of this Form 10-Q:
Exhibit Number
101The following materials from Washington Trust Bancorp, Inc.’s Quarterly Report on Form 10-Q for the period ended September 30, 2022 formatted in Inline XBRL: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Changes in Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) related Notes to these consolidated financial statements.
104The cover page from the Corporation’s Quarterly Report on Form 10-Q for the period ended September 30, 2022 has been formatted in Inline XBRL and contained in Exhibit 101.
(1)Management contract or compensatory plan or arrangement.
(2)These certifications are not “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference into any filing under the Securities Act or the Securities Exchange Act.


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Signatures


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

WASHINGTON TRUST BANCORP, INC.
(Registrant)
Date:November 7, 2022By:/s/ Edward O. Handy III
Edward O. Handy III
Chairman and Chief Executive Officer
(principal executive officer)
Date:November 7, 2022By:/s/ Ronald S. Ohsberg
Ronald S. Ohsberg
Senior Executive Vice President, Chief Financial Officer and Treasurer
(principal financial officer)
Date:November 7, 2022By:/s/ Maria N. Janes
Maria N. Janes
Executive Vice President, Chief Accounting Officer and Controller
(principal accounting officer)

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