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Investment Securities
6 Months Ended
Jun. 30, 2024
Investment Securities [Abstract]  
Investment Securities Investment Securities
Investment securities consisted of the following at June 30, 2024 and December 31, 2023.

(In thousands)June 30, 2024December 31, 2023
Available for sale debt securities$8,534,271 $9,684,760 
Trading debt securities45,499 28,830 
Equity securities:
Readily determinable fair value47,804 5,723 
No readily determinable fair value65,780 6,978 
Other:
Federal Reserve Bank stock35,361 35,166 
Federal Home Loan Bank stock10,116 10,640 
Private equity investments178,321 176,667 
Total investment securities (1)
$8,917,152 $9,948,764 
(1)Accrued interest receivable totaled $26.4 million and $28.9 million at June 30, 2024 and December 31, 2023, respectively, and was included within other assets on the consolidated balance sheets.

Most of the Company’s investment securities are classified as available for sale debt securities, and this portfolio is discussed in more detail below. The Company’s equity securities are also discussed below. Other investment securities include Federal Reserve Bank (FRB) stock, Federal Home Loan Bank (FHLB) stock, and investments in portfolio concerns held by the Company’s private equity subsidiary. FRB stock and FHLB stock are held for debt and regulatory purposes. Investment in FRB stock is based on the capital structure of the investing bank, and investment in FHLB stock is tied to the asset size of the borrowing bank and the level of borrowings from the FHLB. These holdings are carried at cost. The Company’s private equity investments are carried at estimated fair value.

Equity Securities
The Company’s equity securities portfolio includes common and preferred stock with readily determinable fair values as well as equity securities with no readily determinable fair value. The Company has elected to measure equity securities with no readily determinable fair value at cost minus impairment, if any, plus or minus changes resulting from observable price changes for the identical or similar investment of the same issuer. At March 31, 2024, this portfolio included the Company’s 823,447 shares of Visa Inc. (“Visa”) Class B-1 common stock (formerly Class B common stock), which were held by Commerce Bancshares, Inc. The Company’s Visa Class B-1 shares had a carrying value of zero at March 31, 2024, as there had not been observable price changes in orderly transactions for identical or similar investments of the same issuer.
On April 8, 2024, Visa announced the commencement of a public offering to permit the exchange of its Class B-1 common stock for a combination of shares of its Class B-2 common stock and its Class C common stock (“Exchange Offer”). The Company tendered all of its Visa Class B-1 shares pursuant to the Exchange Offer. On May 3, 2024, the Exchange Offer closed, and in exchange for its 823,447 shares of Visa Class B-1 common stock, the Company received 411,723 shares of Visa Class B-2 common stock (which will be convertible under certain circumstances, as further described below, into Visa’s publicly traded Class A common stock at an initial rate of 1.5875 shares of Class A common for each share of Class B-2 common stock, subject to adjustment) and 163,404 shares of Visa Class C common stock which will automatically convert into four shares of Visa's Class A common stock (subject to future adjustments for any stock splits, recapitalizations or similar transactions) upon any transfer to a person other than a Visa member or an affiliate of a Visa member.

As a condition of participating in the exchange, the Company entered into a Makewhole Agreement with Visa that provides for cash payments to Visa to the extent (if any) that future adjustments to the conversion ratio for the Visa Class B-2 common stock to Class A common stock cause such ratio to fall below zero. Changes to the conversion ratio occur when Visa deposits funds to a litigation escrow established by Visa to pay settlements for certain covered litigation that pre-dated Visa’s initial public offering, for which Visa has been effectively indemnified by Visa USA members through reductions to the conversion ratio for its Class B-1 common stock. The purpose of the Makewhole Agreement is to preserve the economic benefit of these adjustments to the Class B-1 conversion ratio for the benefit of Visa’s Class A and Class C common stockholders following the exchange. As further described in Visa’s related Issuer Tender Offer Statement on Schedule TO and Prospectus, each dated April 8, 2024, publicly filed with the U. S. Securities and Exchange Commission, both the Makewhole Agreement and the related escrow fund and transfer restrictions on Visa’s Class B-1 common stock and the new Class B-2 common stock will terminate whenever the covered litigation is ultimately resolved, at which future date outstanding shares of Visa Class B-2 common stock will be convertible into shares of its Class A common stock at the then-applicable conversion ratio.

As a result of the exchange, the Company elected the measurement alternative approach for its Visa Class C common stock and marked the stock to fair value, recording a gain based on the conversion privilege of the Visa Class C common stock and the closing price of Visa Class A common stock. During the second quarter of 2024, the Company sold 436 thousand shares of Visa Class A common stock at an average price of $274.91, resulting in proceeds of $119.8 million. The Company’s remaining 54 thousand Visa Class C shares had a fair value of $57.2 million at June 30, 2024, and are subject to limited transfer restrictions that end on August 1, 2024. These shares are expected to continue to be marked to fair value on a recurring basis using the Visa Class A shares as evidence of orderly transactions between market participants for similar securities issued by Visa. The Company’s Visa Class B-2 common stock will continue to be carried at cost of $0 as the Company elected the measurement alternative approach for these shares as well, and there are not observable price changes in orderly transactions for identical or similar investments of the same issuer for the Visa Class B-2 shares held by the Company.

Changes in equity investments with no readily determinable fair value for each period were as follows:
Three Months Ended June 30Six Months Ended June 30
(In thousands)20242024
Balance at beginning of period$6,988 $6,978 
Observable upward price adjustments178,227 178,227 
Observable downward price adjustments  
Impairment charges  
Sales of securities and other activity(119,435)(119,425)
Balance at end of period$65,780 $65,780 

Net gains and losses for the Company's equity securities portfolio for each period were as follows:
Three Months Ended June 30Six Months Ended June 30
(In thousands)20242024
Net gains (losses) recognized during the period on equity securities$178,164 $178,306 
Less: Net gains (losses) recognized during the period on equity securities sold during the period(119,987)(119,987)
Net unrealized gains (losses) recognized during the reporting period on equity securities still held at the reporting date$58,177 $58,319 
Available for sale debt securities portfolio

The majority of the Company’s investment portfolio is comprised of available for sale debt securities, which are carried at fair value with changes in fair value reported in accumulated other comprehensive income (AOCI). A summary of the available for sale debt securities by maturity groupings as of June 30, 2024 is shown below. The investment portfolio includes agency mortgage-backed securities, which are guaranteed by agencies such as FHLMC, FNMA, and Government National Mortgage Association (GNMA), in addition to non-agency mortgage-backed securities, which have no guarantee but are collateralized by commercial and residential mortgages. Also included are certain other asset-backed securities, which are primarily collateralized by credit cards, automobiles, student loans, and commercial loans. These securities differ from traditional debt securities primarily in that they may have uncertain maturity dates and are priced based on estimated prepayment rates on the underlying collateral.
(In thousands)Amortized
Cost
Fair
Value
U.S. government and federal agency obligations:
Within 1 year$363,629 $361,547 
After 1 but within 5 years899,769 888,270 
After 5 but within 10 years397,826 388,010 
Total U.S. government and federal agency obligations1,661,224 1,637,827 
Government-sponsored enterprise obligations:
After 5 but within 10 years4,935 4,453 
After 10 years50,694 38,686 
Total government-sponsored enterprise obligations55,629 43,139 
State and municipal obligations:
Within 1 year70,356 69,154 
After 1 but within 5 years363,730 336,379 
After 5 but within 10 years311,520 269,379 
After 10 years124,318 101,071 
Total state and municipal obligations869,924 775,983 
Mortgage and asset-backed securities:
  Agency mortgage-backed securities4,411,594 3,630,296 
  Non-agency mortgage-backed securities729,009 646,357 
  Asset-backed securities1,646,667 1,583,747 
Total mortgage and asset-backed securities6,787,270 5,860,400 
Other debt securities:
Within 1 year79,974 78,505 
After 1 but within 5 years69,711 65,103 
After 5 but within 10 years71,052 61,691 
After 10 years13,260 11,623 
Total other debt securities233,997 216,922 
Total available for sale debt securities$9,608,044 $8,534,271 

Investments in U.S. government and federal agency obligations include U.S. Treasury inflation-protected securities, which totaled $399.7 million, at fair value, at June 30, 2024. Interest earned on these securities increases with inflation and decreases with deflation, as measured by the non-seasonally adjusted Consumer Price Index (CPI-U). At maturity, the principal paid is the greater of an inflation-adjusted principal or the original principal.

Allowance for credit losses on available for sale debt securities
Securities for which fair value is less than amortized cost are reviewed for impairment. Special emphasis is placed on securities whose credit rating has fallen below Baa3 (Moody's) or BBB- (Standard & Poor's), whose fair values have fallen more than 20% below purchase price, or those which have been identified based on management’s judgment. These securities are placed on a watch list and cash flow analyses are prepared on an individual security basis. Certain securities are analyzed using a projected cash flow model, discounted to present value, and compared to the current amortized cost bases of the securities. The model uses input factors such as cash flow projections, contractual payments required, expected delinquency rates, credit support from other tranches, prepayment speeds, collateral loss severity rates (including loan to values), and various other information related to the underlying collateral. Securities not analyzed using the cash flow model are analyzed by reviewing credit ratings, credit support agreements, and industry knowledge to project future cash flows and any possible credit impairment.
At June 30, 2024, the fair value of securities on this watch list was $1.8 billion compared to $1.2 billion at December 31, 2023. Almost all of the securities included on the Company's watch list in the current quarter were experiencing unrealized loss positions due to the significant increase in interest rates and were analyzed outside of the cash flow model. At June 30, 2024, the securities on the Company's watch list that were not deemed to be solely related to increasing interest rates were securities backed by government-guaranteed student loans and are expected to perform as contractually required. As of June 30, 2024, the Company did not identify any securities for which a credit loss exists, and for the six months ended June 30, 2024 and 2023, the Company did not recognize a credit loss expense on any available for sale debt securities.

The table below summarizes debt securities available for sale in an unrealized loss position, aggregated by length of loss period, for which an allowance for credit losses has not been recorded at June 30, 2024 and December 31, 2023. Unrealized losses on these available for sale securities have not been recognized into income because after review, the securities were deemed not to be impaired. The unrealized losses on these securities are primarily attributable to changes in interest rates and current market conditions. At June 30, 2024, the Company does not intend to sell the securities, nor is it anticipated that it would be required to sell any of these securities at a loss.

Less than 12 months12 months or longerTotal
 
(In thousands)
   Fair ValueUnrealized
Losses
Fair ValueUnrealized
Losses
Fair ValueUnrealized
Losses
June 30, 2024
U.S. government and federal agency obligations$647,825 $2,025 $509,058 $23,119 $1,156,883 $25,144 
Government-sponsored enterprise obligations   43,139 12,490 43,139 12,490 
State and municipal obligations9,885 735 763,769 93,213 773,654 93,948 
Mortgage and asset-backed securities:
   Agency mortgage-backed securities636 5 3,604,732 781,585 3,605,368 781,590 
   Non-agency mortgage-backed securities  641,907 82,800 641,907 82,800 
   Asset-backed securities  1,544,995 62,995 1,544,995 62,995 
Total mortgage and asset-backed securities636 5 5,791,634 927,380 5,792,270 927,385 
Other debt securities  216,922 17,075 216,922 17,075 
Total $658,346 $2,765 $7,324,522 $1,073,277 $7,982,868 $1,076,042 
December 31, 2023
U.S. government and federal agency obligations$51,585 $809 $714,400 $24,025 $765,985 $24,834 
Government-sponsored enterprise obligations— — 43,962 11,696 43,962 11,696 
State and municipal obligations24,022 760 1,167,607 148,478 1,191,629 149,238 
Mortgage and asset-backed securities:
   Agency mortgage-backed securities4,382 59 3,875,432 720,649 3,879,814 720,708 
   Non-agency mortgage-backed securities— — 1,152,045 173,526 1,152,045 173,526 
   Asset-backed securities19,086 156 2,081,293 93,076 2,100,379 93,232 
Total mortgage and asset-backed securities23,468 215 7,108,770 987,251 7,132,238 987,466 
Other debt securities— — 460,136 47,250 460,136 47,250 
Total $99,075 $1,784 $9,494,875 $1,218,700 $9,593,950 $1,220,484 

The entire available for sale debt portfolio included $8.0 billion of securities that were in a loss position at June 30, 2024, compared to $9.6 billion at December 31, 2023.  The total amount of unrealized loss on these securities was $1.1 billion at June 30, 2024, a decrease of $144.4 million compared to the unrealized loss at December 31, 2023.  Securities with significant unrealized losses are discussed in the "Allowance for credit losses on available for sale debt securities" section above.
For debt securities classified as available for sale, the following table shows the amortized cost, fair value, and allowance for credit losses of securities available for sale at June 30, 2024 and December 31, 2023, and the corresponding amounts of gross unrealized gains and losses (pre-tax) in AOCI, by security type.

 
 
(In thousands)
Amortized CostGross
Unrealized
Gains
Gross
Unrealized
Losses
Allowance for Credit Losses
Fair Value
June 30, 2024
U.S. government and federal agency obligations$1,661,224 $1,747 $(25,144)$ $1,637,827 
Government-sponsored enterprise obligations55,629  (12,490) 43,139 
State and municipal obligations869,924 7 (93,948) 775,983 
Mortgage and asset-backed securities:
  Agency mortgage-backed securities4,411,594 292 (781,590) 3,630,296 
  Non-agency mortgage-backed securities729,009 148 (82,800) 646,357 
  Asset-backed securities1,646,667 75 (62,995) 1,583,747 
Total mortgage and asset-backed securities6,787,270 515 (927,385) 5,860,400 
Other debt securities233,997  (17,075) 216,922 
Total$9,608,044 $2,269 $(1,076,042)$ $8,534,271 
December 31, 2023
U.S. government and federal agency obligations$841,267 $81 $(24,834)$— $816,514 
Government-sponsored enterprise obligations55,658 — (11,696)— 43,962 
State and municipal obligations1,346,633 24 (149,238)— 1,197,419 
Mortgage and asset-backed securities:
  Agency mortgage-backed securities4,621,821 233 (720,708)— 3,901,346 
  Non-agency mortgage-backed securities1,331,288 136 (173,526)— 1,157,898 
  Asset-backed securities2,200,712 (93,232)— 2,107,485 
Total mortgage and asset-backed securities8,153,821 374 (987,466)— 7,166,729 
Other debt securities507,386 — (47,250)— 460,136 
Total$10,904,765 $479 $(1,220,484)$— $9,684,760 

The following table presents proceeds from sales of securities and the components of investment securities gains and losses which have been recognized in earnings.

For the Six Months Ended June 30
(In thousands)20242023
Proceeds from sales of securities:
Available for sale debt securities
$1,015,845 $1,101,782 
Equity securities
120,012 — 
Other investments
21,319 28,754 
Total proceeds
$1,157,176 $1,130,536 
Investment securities gains (losses), net:
Available for sale debt securities:
Gains realized on sales$ $143 
Losses realized on sales(187,543)(8,587)
Equity securities:
 Gains (losses) on equity securities, net178,306 (690)
Other:
 Gains realized on sales
956 879 
 Losses realized on sales
(1,522)— 
Fair value adjustments, net 12,777 11,341 
Total investment securities gains (losses), net$2,974 $3,086 
Net gains on investment securities for the six months ended June 30, 2024 were mainly comprised of net gains of $178.3 million on equity investments and net gains in fair value of $12.8 million recorded on private equity investments. These gains were largely offset by net losses of $187.5 million on sales of available for sale securities.

Subsequent to the successful close of the Exchange Offer in early May 2024, the Company approved and executed a plan to reposition a portion of its available for sale debt securities portfolio through the sale of securities with an amortized cost of $1.2 billion. The securities that the Company sold had a yield of approximately 2.1%, which resulted in a loss of $179.1 million, and the Company reinvested $928.8 million of the proceeds into U.S. Treasury securities yielding approximately 4.6%.

Pledged securities

At June 30, 2024, securities totaling $6.5 billion in fair value were pledged to secure public fund deposits, securities sold under agreements to repurchase, trust funds, and borrowings at the FRB and FHLB, compared to $7.5 billion at December 31, 2023. Except for obligations of various government-sponsored enterprises such as FNMA, FHLB and FHLMC, no investment in a single issuer exceeded 10% of stockholders’ equity.