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Retirement Benefit Plans
12 Months Ended
Dec. 31, 2024
Retirement Benefits [Abstract]  
Retirement Benefit Plans

Note 17. Retirement Benefit Plans

The Company sponsors a qualified defined benefit pension plan, the Hancock Whitney Corporation Pension Plan and Trust Agreement (“Pension Plan”), covering certain eligible associates. Eligibility is based on minimum age and service-related requirements. In 2017, the Pension Plan was amended to exclude any individual hired or rehired by the Company after June 30, 2017 from eligibility to participate. The Pension Plan amendment further provided that the accrued benefits of each participant in the Pension Plan whose combined age plus years of service as of January 1, 2018 totaled less than 55 were to be frozen as of January 1, 2018, and not thereafter increase.

The Company makes contributions to this plan in amounts sufficient to meet funding requirements set forth in federal employee benefit and tax laws, plus such additional amounts as the Company may determine to be appropriate. The Company was not required to make a contribution to the Pension Plan during 2024 or 2023. The Company does not anticipate being required to make a contribution, nor does it anticipate making a discretionary contribution to the Pension Plan in 2025.

The Company also offers a defined contribution retirement benefit plan (401(k) plan), the Hancock Whitney Corporation 401(k) Savings Plan and Trust Agreement (“401(k) Plan”), that covers substantially all associates who have been employed 60 days and meet a minimum age requirement and employment classification criteria. The Company matches 100% of the first 1% of compensation saved by a participant, and 50% of the next 5% of compensation saved. Newly eligible associates are automatically enrolled at an initial 3% savings rate unless the associate actively opts out of participation in the plan. The 401(k) Plan was also amended during the second quarter of 2017 for participants whose benefits were frozen under the Pension Plan to add an enhanced Company contribution beginning January 1, 2018, in the amount of 2%, 4% or 6% of such participant’s eligible compensation, based on the participant’s age and years of service with the Company. The 401(k) Plan’s amendment further provided that the Company will contribute to the benefit of those associates of the Company hired or rehired after June 30, 2017, and those associates of the Company never enrolled in the Pension Plan an additional basic contribution in an amount equal to 2% of the associate’s eligible compensation beginning January 1, 2018. Participants vest in the new basic and enhanced Company contributions upon completion of three years of service.

The Company’s 401(k) plan matching expense totaled $17.8 million, $17.9 million and $17.3 million for the years ended December 31, 2024, 2023, and 2022, respectively.

Certain associates who were designated executive officers of Whitney Holding Corporation and/or Whitney National Bank before the acquisition by the Company are also covered by an unfunded nonqualified defined benefit pension plan. The benefits under this nonqualified plan were designed to supplement amounts to be paid under the defined benefit plan previously maintained for employees of Whitney Holding Corporation and/or Whitney National Bank (the “Whitney Pension Plan”), and are calculated using the Whitney Pension Plan’s formula, but without applying the restrictions imposed on qualified plans by certain provisions of the Internal Revenue Code. Accrued benefits under this plan were frozen as of December 31, 2012 in connection with the merger of the Whitney Pension Plan into the Company’s qualified defined benefit pension plan, and no future benefits will be accrued under this plan.

The Company also sponsors defined benefit postretirement plans for certain associates. The Hancock postretirement plans are available only to associates hired by the Company prior to January 1, 2000. The Hancock plans provide health care and life insurance benefits to retiring associates who participate in medical and/or group life insurance benefit plans for active associates and have reached 55 years of age with ten years of service, at the time of retirement. The postretirement health care plan is contributory, with retiree contributions adjusted annually and subject to certain employer contribution maximums.

The Whitney postretirement plans are available only to former employees of Whitney Holding Corporation and/or Whitney National Bank who meet the eligibility requirements, and offer health care and life insurance benefits for eligible retirees and their eligible dependents. Participant contributions are required under the health plan. These plans restrict eligibility for postretirement health benefits to retirees already receiving benefits as of the date of the plan amendments in 2007 and to those active participants who were eligible to receive benefits as of December 31, 2007 (i.e., were age 55 with ten years of credited service). Life insurance benefits are currently only available to associates who retired before December 31, 2007.

The Company assumed certain trends in health care costs in the determination of the benefit obligations. The plans assumed a 7% increase in health costs, increasing to 7.50% in 2025, declining to 6.60% uniformly over a three year period, and then following the Getzen model thereafter. At December 31, 2024, the mortality assumption was based on Revised RP-2014 Employee and Healthy Annuitants Bottom Quartile Fully Generational Mortality Table for Males and Females - Projected with Improvement Scale MP-2021.

The following tables detail the changes in the benefit obligations and plan assets of the defined benefit plans for the years ended December 31, 2024 and 2023, as well as the funded status of the plans at each year end and the amounts recognized in the Company’s Consolidated Balance Sheets. The Company uses a December 31 measurement date for all defined benefit pension plans and other postretirement benefit plans.

 

 

Pension Benefits

 

 

Other Post-Retirement Benefits

 

($ in thousands)

2024

 

2023

 

 

2024

 

2023

 

Change in benefit obligation

 

 

 

 

 

 

 

 

 

 

 

Benefit obligation at beginning of year

$

517,648

 

 

$

495,746

 

 

$

13,404

 

 

$

13,796

 

Service cost

 

7,707

 

 

 

7,916

 

 

 

31

 

 

 

34

 

Interest cost

 

24,047

 

 

 

23,854

 

 

 

578

 

 

 

622

 

Plan participants' contributions

 

 

 

 

 

 

 

608

 

 

 

691

 

Net actuarial gain (loss)

 

(35,453

)

 

 

15,285

 

 

 

(2,371

)

 

 

92

 

Benefits paid

 

(27,718

)

 

 

(25,153

)

 

 

(1,803

)

 

 

(1,831

)

Benefit obligation, end of year

 

486,231

 

 

 

517,648

 

 

 

10,447

 

 

 

13,404

 

Change in plan assets

 

 

 

 

 

 

 

 

 

 

 

Fair value of plan assets at beginning of year

 

723,064

 

 

 

700,535

 

 

 

 

 

 

 

Actual return on plan assets

 

40,388

 

 

 

48,497

 

 

 

 

 

 

 

Employer contributions

 

1,264

 

 

 

1,136

 

 

 

1,196

 

 

 

1,140

 

Plan participants' contributions

 

 

 

 

 

 

 

608

 

 

 

691

 

Benefit payments

 

(27,718

)

 

 

(25,153

)

 

 

(1,804

)

 

 

(1,831

)

Expenses

 

(2,178

)

 

 

(1,951

)

 

 

 

 

 

 

Fair value of plan assets, end of year

 

734,820

 

 

 

723,064

 

 

 

 

 

 

 

Funded status at end of year - net asset (liability)

$

248,589

 

 

$

205,416

 

 

$

(10,447

)

 

$

(13,404

)

Amounts recognized in accumulated other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

Unrecognized loss (gain) at beginning of year

$

141,049

 

 

$

135,243

 

 

$

(7,902

)

 

$

(8,837

)

Net actuarial loss (gain)

 

(31,725

)

 

 

5,806

 

 

 

(1,572

)

 

 

935

 

Unrecognized loss (gain) at end of year

$

109,324

 

 

$

141,049

 

 

$

(9,474

)

 

$

(7,902

)

Projected benefit obligation

$

486,231

 

 

$

517,648

 

 

 

 

 

 

 

Accumulated benefit obligation

 

467,634

 

 

 

493,800

 

 

 

 

 

 

 

Fair value of plan assets

 

734,820

 

 

 

723,064

 

 

 

 

 

 

 

 

The net funded status of $248.6 million for pension benefits plans includes an excess of plan assets over the benefit obligation of $260.0 million on the defined benefit pension plan, offset by an unfunded benefit obligation of $11.4 million for the nonqualified retirement plan.

 

Net actuarial gain is a significant component of the change in the projected benefit obligation of the Pension Plan for the year ended December 31, 2024. The actuarial gain was primarily driven by a change in the discount rate used in computing the projected benefit obligation at December 31, 2024.

 

 

The following table shows net periodic (benefit) cost included in expense and the changes in the amounts recognized in AOCI during the years ended December 31, 2024, 2023, and 2022.

 

 

 

 

Pension Benefits

 

 

Other Post-Retirement Benefits

 

($ in thousands)

 

2024

 

2023

 

2022

 

 

2024

 

2023

 

2022

 

Net periodic (benefit) cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service cost

 

$

7,707

 

$

7,916

 

$

11,438

 

 

$

31

 

$

34

 

$

59

 

Interest cost

 

 

24,047

 

 

23,854

 

 

14,639

 

 

 

578

 

 

622

 

 

375

 

Expected return on plan assets

 

 

(47,626

)

 

(44,710

)

 

(46,615

)

 

 

 

 

 

 

 

Amortization of net (gain) loss/prior service cost

 

 

5,687

 

 

7,643

 

 

2,830

 

 

 

(799

)

 

(843

)

 

(650

)

Net periodic benefit

 

 

(10,185

)

 

(5,297

)

 

(17,708

)

 

 

(190

)

 

(187

)

 

(216

)

Other changes in plan assets and benefit
   obligations recognized in other
   comprehensive income, before taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) gain recognized during the year

 

 

(5,687

)

 

(7,643

)

 

(2,830

)

 

 

799

 

 

843

 

 

650

 

Net actuarial loss (gain)

 

 

(26,038

)

 

13,449

 

 

29,952

 

 

 

(2,371

)

 

92

 

 

(5,906

)

Total recognized in other comprehensive
   income

 

 

(31,725

)

 

5,806

 

 

27,122

 

 

 

(1,572

)

 

935

 

 

(5,256

)

Total recognized in net periodic benefit
   cost and other comprehensive income

 

$

(41,910

)

$

509

 

$

9,414

 

 

$

(1,762

)

$

748

 

$

(5,472

)

Discount rate for benefit obligations

 

 

5.62

%

 

4.83

%

 

5.00

%

 

 

5.56

%

 

4.81

%

 

4.98

%

Discount rate for net periodic benefit cost

 

 

4.83

%

 

5.00

%

 

2.77

%

 

 

4.81

%

 

4.98

%

 

2.32

%

Expected long-term return on plan assets

 

 

6.50

%

 

6.50

%

 

5.50

%

 

n/a

 

n/a

 

n/a

 

Rate of compensation increase

 

scaled *

 

scaled *

 

scaled *

 

 

n/a

 

n/a

 

n/a

 

*Graded scale, declining from 7.25% at age 20 to 2.25% at age 65

The long term rate of return on plan assets is determined by using the weighted-average of historical real returns for major asset classes based on target asset allocations. For all periods presented, the discount rate for the benefit obligation was calculated by matching expected future cash flows to the USI Consulting Group Pension Discount Curve (AA).

The following table presents expected plan benefit payments over the ten years succeeding December 31, 2024:

 

($ in thousands)

Pension

 

Post-Retirement

 

Total

 

2025

$

29,213

 

$

1,008

 

$

30,221

 

2026

 

30,762

 

 

827

 

 

31,589

 

2027

 

32,185

 

 

851

 

 

33,036

 

2028

 

33,433

 

 

852

 

 

34,285

 

2029

 

34,589

 

 

818

 

 

35,407

 

2030-2034

 

185,618

 

 

3,709

 

 

189,327

 

.

$

345,800

 

$

8,065

 

$

353,865

 

 

The expected benefit payments are estimated based on the same assumptions used to measure the Company’s benefit obligations at December 31, 2024.

 

The fair values of pension plan assets at December 31, 2024 and 2023, by asset category, are shown in the following tables. The fair value is presented based on the Financial Accounting Standards Board’s fair value hierarchy that prioritizes inputs into the valuation techniques used to measure fair value. Level 1 uses quoted prices in active markets for identical assets, Level 2 uses significant observable inputs, and Level 3 uses significant unobservable inputs. In accordance with Subtopic 820-10 common trust funds are reported at fair value using net asset value per share (or its equivalent) as a practical expedient and are not classified in the fair value hierarchy.

For all investments, the plan attempts to use quoted market prices of identical assets on active exchanges, or Level 1 measurements. Where such quoted market prices are not available, the plan will use quoted prices for similar instruments or discounted cash flows to estimate the value, reported as Level 2.

 

 

December 31, 2024

 

Fair Value Measurements by Asset Category / Fund

Level 1

 

Level 2

 

Level 3

 

Total

 

($ in thousands)

 

 

 

 

 

 

 

 

Cash and equivalents

$

6,357

 

$

 

$

 

$

6,357

 

Total cash and cash equivalents

 

6,357

 

 

 

 

 

 

6,357

 

Fixed income securities

 

26,476

 

 

37,726

 

 

 

 

64,202

 

Exchange Traded Fund (ETF)-Fixed income

 

4,133

 

 

 

 

 

 

4,133

 

Total fixed income

 

30,609

 

 

37,726

 

 

 

 

68,335

 

Domestic and foreign stock

 

48,279

 

 

 

 

 

 

48,279

 

Mutual funds-equity

 

38,812

 

 

 

 

 

 

38,812

 

Total equity

 

87,091

 

 

 

 

 

 

87,091

 

Total assets at fair value

 

124,057

 

 

37,726

 

 

 

 

161,783

 

Common trust funds (fixed income)

 

 

 

 

 

 

 

514,562

 

Common trust fund (real assets)

 

 

 

 

 

 

 

58,475

 

Total

$

124,057

 

$

37,726

 

$

 

$

734,820

 

 

 

December 31, 2023

 

Fair Value Measurements by Asset Category / Fund

Level 1

 

Level 2

 

Level 3

 

Total

 

($ in thousands)

 

 

 

 

 

 

 

 

Cash and equivalents

$

5,268

 

$

 

$

 

$

5,268

 

Total cash and cash equivalents

 

5,268

 

 

 

 

 

 

5,268

 

Fixed income securities

 

25,539

 

 

38,750

 

 

 

 

64,289

 

Exchange Traded Fund (ETF)-Fixed income

 

3,434

 

 

 

 

 

 

3,434

 

Total fixed income

 

28,973

 

 

38,750

 

 

 

 

67,723

 

Domestic and foreign stock

 

45,864

 

 

 

 

 

 

45,864

 

Mutual funds-equity

 

95,066

 

 

 

 

 

 

95,066

 

Total equity

 

140,930

 

 

 

 

 

 

140,930

 

Total assets at fair value

 

175,171

 

 

38,750

 

 

 

 

213,921

 

Common trust funds (fixed income)

 

 

 

 

 

 

 

451,493

 

Common trust fund (real assets)

 

 

 

 

 

 

 

57,650

 

Total

$

175,171

 

$

38,750

 

$

 

$

723,064

 

 

The following table presents the percentage allocation of the plan assets by asset category and corresponding target allocations at December 31, 2024 and 2023.

 

 

Plan Assets

 

 

Target Allocation

 

at December 31,

 

 

at December 31,

 

2024

 

 

2023

 

 

2024

2023

Asset category:

 

 

 

 

 

 

 

 

Cash and equivalents

 

1

 

%

 

1

 

%

0 - 5%

0 - 5%

Fixed income securities

 

79

 

 

 

72

 

 

8-72%

62-84%

Equity securities

 

12

 

 

 

19

 

 

16-22%

16-22%

Real assets

 

8

 

 

 

8

 

 

4-10%

4-10%

 

100

 

%

 

100

 

%

 

 

 

Plan assets are invested in long-term strategies and evaluated within the context of a long-term investment horizon. Plan assets will be diversified across multiple asset classes so as to minimize the risk of large losses. Short-term fluctuations in value will be considered secondary to long-term results. The Company employs a total return approach whereby a diversified mix of asset class investments are used to maximize the long-term return of plan assets for an acceptable level of risk. Risk tolerance is established through careful consideration of the plan liabilities, plan funded status and the Company’s financial condition. The investment performance of the plan is regularly monitored to ensure that appropriate risk levels are being taken and to evaluate returns versus a suitable market benchmark. The benefits investment committee meets periodically to review the policy, strategy, and performance of the plans.