Stockholders' Equity |
6 Months Ended |
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Jun. 30, 2025 | |
| Stockholders' Equity Note [Abstract] | |
| Stockholders' Equity | 10. STOCKHOLDERS' EQUITY Stock-Based Compensation Restricted Stock Awards Restricted stock awards granted to employees generally vest over a three-year period and stock grants made to non-employee WAL directors generally vest over one year. The Company estimates the compensation cost for stock grants based upon the grant date fair value. Stock compensation expense is recognized on a straight-line basis over the requisite service period for the entire award. The aggregate grant date fair value for the restricted stock awards granted during the three and six months ended June 30, 2025 was $0.8 million and $48.8 million, respectively, compared to $1.8 million and $46.6 million for the respective periods in 2024. Stock compensation expense related to restricted stock awards granted to employees is included in Salaries and employee benefits in the Consolidated Income Statement. For restricted stock awards granted to WAL directors, the related stock compensation expense is included in Legal, professional, and directors' fees. For the three and six months ended June 30, 2025, the Company recognized stock-based compensation expense related to employee and WAL director stock grants of $8.1 million and $20.1 million, respectively, compared to $11.4 million and $23.5 million for the respective periods in 2024. Performance Stock Units The Company grants performance stock units to members of its executive management that do not vest unless the Company achieves certain performance measures over a three-year performance period. For the 2025 and 2024 awards, the performance measures are based on the Company’s relative return on equity and maintenance of a target CET1 ratio, and relative TSR performance. For the 2023 award, the performance measures are based on achievement of a specified cumulative EPS target and a TSR performance factor. The number of shares issued will vary based on the performance measures that are achieved. The Company estimates the cost of performance stock units based upon the grant date fair value and expected vesting percentage over the three-year performance period. During the three and six months ended June 30, 2025, the Company recognized stock-based compensation expense related to these performance stock units of $1.8 million and $3.4 million, respectively, compared to $0.6 million and $1.6 million for the respective periods in 2024. The three-year performance period for the 2022 grant ended on December 31, 2024. The Company did not meet the cumulative EPS and TSR performance measure for the performance period. As a result, no shares became fully vested. The three-year performance period for the 2021 grant ended on December 31, 2023, and based on the Company's cumulative EPS and TSR performance measure for the performance period, these shares vested at 168% of the target award under the terms of the grant. As a result, 129,942 shares became fully vested and were distributed to executive management in the first quarter of 2024. Cash Settled Restricted Stock Units The Company grants cash settled restricted stock units to members of its executive management that vest equally on a monthly basis over a three-year period. As the awards are settled in cash and are not dependent on the occurrence of a future event, these awards are classified as liabilities on the Consolidated Balance Sheet. At each vesting date, the Company settles the vested stock units in cash at the settlement date stock price. During the three and six months ended June 30, 2025, the Company recognized compensation expense related to these awards of $0.6 million and $0.9 million, respectively, compared to $0.3 million and $0.4 million for the respective periods in 2024. Deferred Stock Units In 2024, the Company began granting deferred stock unit awards to certain members of its management team, which are intended to provide supplemental executive retirement benefits on an unfunded, unsecured basis. These awards can be settled in either stock or cash, at the Company's option. Participants are credited dividend equivalent units for any cash dividends paid with respect to the shares of stock underlying the stock units. These awards vest on the later of (i) the one-year anniversary of the grant date and (ii) the participant's satisfaction of age- and service-related eligibility criteria for a qualified retirement. The aggregate grant date fair value for these deferred stock unit awards granted during the three and six months ended June 30, 2025 less than $0.1 million and $1.6 million, respectively, compared to $5.6 million for both the three and six months ended June 30, 2024. Stock compensation expense related to these deferred stock units is included in Salaries and employee benefits in the Consolidated Income Statement. For the three and six months ended June 30, 2025, the Company recognized stock-based compensation expense related to these stock grants of $1.3 million and $3.0 million, respectively, compared to $0.5 million for both the three and six months ended June 30, 2024. Preferred Stock The Company issued and has outstanding 12,000,000 depositary shares, each representing a 1/400th ownership interest in a share of the Company’s 4.250% Series A Fixed-Rate Reset Non-Cumulative Perpetual Preferred Shares, par value $0.0001 per share, with a liquidation preference of $25 per depositary share (equivalent to $10,000 per share of Series A preferred stock). The dividend rate resets every five years beginning on September 30, 2026 to the five-year treasury rate as of the most recent reset dividend determination date plus 3.452%. The Series A preferred stock is redeemable at the Company's option on or after September 30, 2026, on any dividend payment date at a redemption price of $10,000 per share and only participates in the undistributed earnings of the Company if a dividend is declared. During the three and six months ended June 30, 2025 and 2024, the Company declared and paid a quarterly cash dividend of $0.27 per depositary share, for a total dividend payment to preferred stockholders of $3.2 million and $6.4 million, respectively. Cash Dividend on Common Shares During the three and six months ended June 30, 2025, the Company declared and paid a quarterly cash dividend of $0.38 per share, for a total dividend payment to stockholders of $42.2 million and $84.0 million, respectively. During the three and six months ended June 30, 2024, the Company declared and paid a quarterly cash dividend of $0.37 per share for a total dividend payment to stockholders of $40.8 million and $81.5 million, respectively. Treasury Shares Treasury share purchases represent shares surrendered to the Company equal in value to the statutory payroll tax withholding obligations arising from the vesting of employee restricted stock awards. During the three and six months ended June 30, 2025, the Company purchased treasury shares of 12,482 and 133,967, respectively, at a weighted average price of $71.07 and $87.34 per share, respectively. During the three and six months ended June 30, 2024, the Company purchased treasury shares of 17,886 and 140,483, respectively, at a weighted average price of $59.07 and $61.23 per share, respectively. Noncontrolling Interest BW Series B Preferred Stock Issuance On March 24, 2025, the Company, WAB, and BW entered into a purchase agreement pursuant to which BW issued and sold an aggregate of 300,000 shares of 9.500% Fixed-Rate Reset Non-Cumulative Exchangeable Perpetual Series B Preferred Stock, no par value per share, with a liquidation preference of $1,000 per share. Gross offering proceeds totaled $300 million, or $293 million net of issuance costs. The dividend rate resets every five years beginning on March 30, 2030 to the five-year treasury rate as of the most recent reset dividend determination date plus 5.402%. The Series B preferred stock is redeemable at BW's option on or after March 30, 2030, on any dividend payment date at the redemption price of $1,000 per share and only participates in the undistributed earnings of BW if a dividend is declared. The shares are conditionally exchangeable into 9.500% Fixed-Rate Reset Non-Cumulative Perpetual Series A Preferred Stock of WAB upon receipt of a directive from an appropriate federal regulatory authority upon the occurrence of certain specified exchange events. During the three and six months ended June 30, 2025, a total dividend payment to Series B preferred stockholders of $7.4 million was paid on June 30, 2025. This dividend payment is classified as Net income attributable to noncontrolling interest in the Consolidated Income Statement and as Dividends paid to noncontrolling interest in the Consolidated Statement of Stockholders' Equity.
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