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Investment Securities
9 Months Ended
Sep. 30, 2024
Investment Securities [Abstract]  
Investment Securities Investment Securities
Investment securities consisted of the following at September 30, 2024 and December 31, 2023.

(In thousands)September 30, 2024December 31, 2023
Available for sale debt securities$9,167,681 $9,684,760 
Trading debt securities42,645 28,830 
Equity securities:
Readily determinable fair value48,262 5,723 
No readily determinable fair value8,853 6,978 
Other:
Federal Reserve Bank stock35,451 35,166 
Federal Home Loan Bank stock10,119 10,640 
Private equity investments170,973 176,667 
Total investment securities (1)
$9,483,984 $9,948,764 
(1)Accrued interest receivable totaled $29.7 million and $28.9 million at September 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 mutual funds, common stock, 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. During the third quarter of 2024, the Company sold 218 thousand Visa Class A shares at an average price of $260.56, resulting of proceeds of $56.8 million. As of September 30, 2024, the Company has sold all of the Visa Class C shares it received from the Visa Exchange Offer. 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 September 30Nine Months Ended September 30
(In thousands)20242024
Balance at beginning of period$65,780 $6,978 
Observable upward price adjustments 178,227 
Observable downward price adjustments(416)(416)
Impairment charges  
Sales of securities and other activity(56,511)(175,936)
Balance at end of period$8,853 $8,853 

Net gains and losses for the Company's equity securities portfolio during the nine months ended September 30, 2024 were as follows:
Nine Months Ended September 30
(In thousands)2024
Net gains (losses) recognized during the period on equity securities$178,098 
Less: Net gains (losses) recognized during the period on equity securities sold during the period(176,755)
Net unrealized gains (losses) recognized during the reporting period on equity securities still held at the reporting date$1,343 
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 September 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$351,471 $351,904 
After 1 but within 5 years1,409,595 1,421,048 
After 5 but within 10 years627,728 633,888 
Total U.S. government and federal agency obligations2,388,794 2,406,840 
Government-sponsored enterprise obligations:
After 5 but within 10 years4,747 4,493 
After 10 years50,686 41,006 
Total government-sponsored enterprise obligations55,433 45,499 
State and municipal obligations:
Within 1 year79,170 78,140 
After 1 but within 5 years362,816 344,045 
After 5 but within 10 years287,859 258,797 
After 10 years119,682 101,400 
Total state and municipal obligations849,527 782,382 
Mortgage and asset-backed securities:
  Agency mortgage-backed securities4,295,653 3,673,971 
  Non-agency mortgage-backed securities663,426 609,344 
  Asset-backed securities1,484,628 1,444,597 
Total mortgage and asset-backed securities6,443,707 5,727,912 
Other debt securities:
Within 1 year74,972 74,027 
After 1 but within 5 years81,414 76,980 
After 5 but within 10 years49,207 43,786 
After 10 years11,000 10,255 
Total other debt securities216,593 205,048 
Total available for sale debt securities$9,954,054 $9,167,681 

Investments in U.S. government and federal agency obligations include U.S. Treasury inflation-protected securities, which totaled $411.0 million, at fair value, at September 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 September 30, 2024, the fair value of securities on this watch list was $814.5 million 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 September 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 September 30, 2024, the Company did not identify any securities for which a credit loss exists, and for the nine months ended September 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 September 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 September 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
September 30, 2024
U.S. government and federal agency obligations$359,913 $851 $357,083 $12,528 $716,996 $13,379 
Government-sponsored enterprise obligations   45,499 9,934 45,499 9,934 
State and municipal obligations7,676 476 756,489 66,715 764,165 67,191 
Mortgage and asset-backed securities:
   Agency mortgage-backed securities314 1 3,636,235 622,281 3,636,549 622,282 
   Non-agency mortgage-backed securities27  604,980 54,228 605,007 54,228 
   Asset-backed securities28,052 1,078 1,273,016 39,177 1,301,068 40,255 
Total mortgage and asset-backed securities28,393 1,079 5,514,231 715,686 5,542,624 716,765 
Other debt securities  205,048 11,545 205,048 11,545 
Total $395,982 $2,406 $6,878,350 $816,408 $7,274,332 $818,814 
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 $7.3 billion of securities that were in a loss position at September 30, 2024, compared to $9.6 billion at December 31, 2023.  The total amount of unrealized loss on these securities was $818.8 million at September 30, 2024, a decrease of $401.7 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 September 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
September 30, 2024
U.S. government and federal agency obligations$2,388,794 $31,425 $(13,379)$ $2,406,840 
Government-sponsored enterprise obligations55,433  (9,934) 45,499 
State and municipal obligations849,527 46 (67,191) 782,382 
Mortgage and asset-backed securities:
  Agency mortgage-backed securities4,295,653 600 (622,282) 3,673,971 
  Non-agency mortgage-backed securities663,426 146 (54,228) 609,344 
  Asset-backed securities1,484,628 224 (40,255) 1,444,597 
Total mortgage and asset-backed securities6,443,707 970 (716,765) 5,727,912 
Other debt securities216,593  (11,545) 205,048 
Total$9,954,054 $32,441 $(818,814)$ $9,167,681 
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 Nine Months Ended September 30
(In thousands)20242023
Proceeds from sales of securities:
Available for sale debt securities
$1,057,589 $1,101,782 
Equity securities
176,780 — 
Other investments
38,558 40,167 
Total proceeds
$1,272,927 $1,141,949 
Investment securities gains (losses), net:
Available for sale debt securities:
Gains realized on sales$ $143 
Losses realized on sales(192,938)(8,587)
Equity securities:
 Gains (losses) on equity securities, net178,098 (757)
Other:
 Gains realized on sales
3,082 884 
 Losses realized on sales
(1,601)(1,245)
Fair value adjustments, net 20,205 16,946 
Total investment securities gains (losses), net$6,846 $7,384 
Net gains on investment securities for the nine months ended September 30, 2024 were mainly comprised of net gains of $178.1 million on equity investments and net gains in fair value of $20.2 million recorded on private equity investments. These gains were largely offset by net losses of $192.9 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 during the second quarter of 2024 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 September 30, 2024, securities totaling $6.2 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.