First Republic Bank
Annual Report 2018

Plain-text annual report

2018 Annual Report It’s a privilege to serve you. Founded in 1985, First Republic Bank and its subsidiaries provide private banking, private business banking and private wealth management, including investment, trust and brokerage services. First Republic specializes in delivering exceptional relationship-based service, with a solid commitment to responsiveness and action. san francisco • palo alto • los angeles • santa barbara • newport beach san diego • portland • jackson • palm beach • boston • greenwich • new york Dear Clients and Shareholders 2018 was the most successful year ever for First Republic. Loans, deposits and wealth management all experienced robust growth. Total earnings grew very nicely, up 12.7%. Tangible book value per share increased 11.9% and credit quality remains excellent. We were very pleased that First Republic was added to the S&P 500 Index at year-end. S I M P L E BUS I N E S S M ODE L The source of our success continues to be our unique culture, which is focused on the daily execution of a long-term oriented, high-touch, client-centric service model. First Republic has evolved into an exceptionally strong service brand whose organic, sustainable growth is propelled by the passion and loyalty of our satisfied clients. T H E P OW E R OF C L I E N T S E RV I C E We focus on extraordinary client service, which we measure continually through our Net Promoter Score. Client service, which leads to unusually low client attrition as well as strong referrals, is the source of our safe, organic growth. Our most recent Net Promoter Scores continue to be more than double the U.S. banking industry and even above most luxury service brands. C ON S I S T E N T P ROF I TA B I L I T Y First Republic has been consistently profitable each year since our 1985 inception. Our straight- forward business model has performed exceedingly well, over almost three and a half decades, through widely varying economic and geopolitical conditions. E M P OW E R E D A N D E NG AG E D C OL L E AG U E S Success starts with exceptional people operating within a client-centric culture that empowers colleagues to meet clients’ needs. We attract and retain high-performing, engaged individuals who have an unwavering commitment to extraordinary client service. First Republic is committed to taking very good care of our people, through continual professional development programs alongside competitive compensation and comprehensive benefits. 36% of our workforce par- 1 ticipates in our Gradifi Student Loan PayDown and College SaveUp programs, 51% in our discounted employee stock purchase program, and 98% in our 401(k) matching program. I NC LUS I V E CU LT UR E A N D DI V E R S E WOR K F OR C E First Republic is also committed to continuing to foster an inclusive workplace culture, which embraces and encourages diverse perspectives and backgrounds. Our diverse workforce is 48% minority and 47% female, and speaks over 50 languages. This diversity is longstanding and extends across all levels of the organization, with a senior management team composed of 48% female leaders, including our President. E X T R AOR DI N A R Y S E RV I C E DR I V E S OU R G ROW T H Taking outstanding care of our existing clients is the key source of our safe, sustainable growth. More than 50% of our annual growth each year involves doing more business with existing clients, and another 25% comes from direct referrals by these same, highly satisfied clients — both are proven, safe and stable growth channels. We experience only very modest client attrition each year. This compounding network effect of low attrition and strong referrals is immensely powerful and quite unique in today’s banking environment. L E ADE R SH I P DE P T H A N D B R E A D T H We are founder-led with an extensive and experienced leadership team. Our stable, experienced and diverse senior team has a deep expertise and knowledge of our industry, markets, business model and, most importantly, culture. The considerable diversity of First Republic’s leadership and workforce has been a key to our success for several decades. S T R ONG A N D G R OW I NG C A P I TA L We remain well-capitalized and successfully accessed the capital markets twice during 2018. We raised over $490 million of new equity capital while redeeming both our 5.625% Series C and 7.00% Series E preferred stock, totaling $350 million. Over the last five years, our total Tier 1 FINANCIAL HIGHLIGHTS 2013–2018 Dollars in billions (Net Income in millions) DECEMBER 31, 2 013 2 014 2 015 2 016 2017 2 018 Total Bank Assets $ 42.1 $ 48.4 $ 59.0 $ 73.3 $ 87.8 $ 99.2 Total Loans Total Deposits $ 34.0 $ 37.8 $ 44.1 $ 52.0 $ 62.8 $ 75.9 $ 32.1 $ 37.1 $ 47.9 $ 58.6 $ 68.9 $ 79.1 Total Tier 1 Capital $ 3.9 $ 4.6 $ 5.5 $ 6.6 $ 7.5 $ 8.3 Wealth Management Assets $ 41.6 $ 53.4 $ 72.3 $ 83.6 $ 107.0 $ 126.2 Net Income (in millions) $ 462.1 $ 487.0 $ 522.1 $ 673.4 $ 757.7 $ 853.8 Preferred Banking Offices 66 68 68 69 70 75 FRANCHISE GROWTH 2013–2018 Dollars in billions LOANS D EP O SITS +17 % CAG R +20 % CAG R TI ER 1 CAPITAL +16% CAG R WEALTH M GMT ASSETS +25% CAG R $ 34.0 $ 75.9 $ 32.1 $ 79.1 $ 3.9 $ 8.3 $ 41.6 $ 126.2 2013– 2018 2013– 2018 2013– 2018 2013– 2018 2 3 capital has grown at an annual rate of 16.3%. We believe in employing our capital to support continued growth and have not engaged in stock buybacks. E XC E P T I ON A L C R E DI T QUA L I T Y Credit is a core First Republic focus and remains strong, with only $3.0 million in loan losses during 2018, or less than one basis point of average loans, and non-performing assets of only five basis points of total assets at year-end. 2 018 P E R F OR M A N C E In 2018, we experienced our strongest results yet: • Revenues were up 16.6% to $3.0 billion • Net income was up 12.7% to $853.8 million • Earnings per share were up 11.6% to $4.81 • Tangible book value per share was up 11.9% to $45.26 Loan originations totaled $32.1 billion — our best year ever. Growth in loans outstanding was 20.7%, funded primarily by strong deposit growth and supported by capital growth. Deposits were up 14.7%. Successful growth was generated across all of our channels — private banking, banking offices, business banking and wealth management. Checking remains a strong 60% of total deposits at year-end. BUS I N E S S BA N K I NG Business Banking had a very good year. Both business loans and deposits grew nicely. At year-end, business loans outstanding totaled $11.0 billion, up 32.6% year over year, and represented 15% of total loans. Business deposits grew by 18.4% and represented 56% of total deposits at year-end. PR I VAT E W E A LT H M A NAG E M E N T Private Wealth Management had another strong year, with total assets under management or administration up 18.0% to $126.2 billion in spite of difficult market conditions. Additionally, CONSISTENT PROFITABILITY AND SHAREHOLDER VALUE CREATION COMPOUND ANNUAL GROWTH RATE 2013–2018 Results in 2018, and over the last five years, have been strong. Revenues have grown 16% per annum and tangible book value per share has grown 15% per annum. stability • Consistent, Founder-Led Leadership Team • Stable Client Relationships • Sustainable, Organic Expansion shareholder value • Enterprise Value 08/86: $23 Million (Initial IPO) • Enterprise Value 12/18: $14.3 Billion • Enterprise Value Growth Since 1986: 22% Per Annum R EVEN UES +16 % CAG R TANGI BL E BO OK VALUE PER SHAR E +15% CAG R $ 1.47 B $ 3.04 B $ 22.83 $ 45.26 2013– 2018 2013– 2018 CAGR computed over 5 years since December 31, 2013 CAGR computed over 5 years since December 31, 2013 4 5 we transacted over $33 billion of foreign exchange and placed $1.4 billion in face value of insurance on behalf of our clients in 2018, up 68% and 107% respectively over 2017. Total fee revenues from wealth management were up 21.7% and now represent 14.2% of total revenues, compared to only 10.0% just five years ago. N E X T- G E N E R AT I ON S T R AT E G Y Our Student Loan Refinancing, First Home Program and Professional Loan Program households grew 55% during the year, with total loan originations of $1.7 billion. Such next-generation clients, who are generally younger, now represent fully 37% of First Republic’s total consumer borrowing households, compared to only 14% three years ago — an increase of more than 2.5 times. This strong trend has transformational implications for First Republic. C L I E N T HOU S E HOL D G ROW T H A key measure we watch carefully, total client household growth, is being favorably impacted by our next-generation programs and was exceptionally strong in 2018. During the 2010–2014 period, our new borrowing household growth rate was 15% per year. For the three-year period 2015–2018, it was 23% per year, a more than 50% increase. This change provides First Republic a rapidly expanding and diversified client base. G R A DI F I In 2018, Gradifi successfully introduced its College SaveUp program, as well as its new Gradifi Refi program, which enables employers across the country to offer attractive student loan refi- nancing programs to their employees. Gradifi grew during the year to serve over 600 corporate clients by year-end. F R A N C H I S E I N V E S T M E N T S We continue to make significant investments in our franchise, including: continuously enhancing our regulatory and risk management infrastructure; upgrading our consumer-facing technology; FRC STOCK PRICE SINCE SECOND IPO 12/08/10–12/31/18 Chart period of 8 years SHAR EHOL DER VALUE +16 % CAG R $ 110 $100 $ 90 $ 80 $ 70 $ 60 $ 50 $ 40 $ 30 $ 20 $ 10 $ 0 IPO #2 12/08/10 $25.50 / share 12 / 31/18 $86.90 / share 12/08/10 12/31/11 12/31/12 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 improving our offices and facilities; and enhancing our workplace and operational environment. In 2018, we also added five new locations to our Preferred Banking Office network, including our expansion to Jackson, Wyoming. C OM M U N I T Y I N V E S T M E N T S Throughout 2018, we saw excellent growth in our programs dedicated to helping our local communities prosper. Our Community Advisory Board is enhancing our already strong fair lending and Community Reinvestment Act (CRA) programs. And our Eagle Community Loan Program continues to help more individuals in our communities become homeowners. 6 7 L . M A RT I N G I B B S Before closing this year’s letter, we would like to acknowledge and thank Marty Gibbs, who is retiring after 34 years of extraordinary service as a key Board Member. We want to express our profound gratitude to Marty for his insightful and dedicated service to First Republic as a Director since our founding. In fact, Marty, as our outside legal counsel at the time, was the sole original incorporator of First Republic — in February 1985. He has contributed immeasurably to the strategy, integrity, growth and success of First Republic for over three decades and remains a great friend of the Bank. S U M M AR Y 2018 was a volatile year with respect to both the interest rate and investment markets. Despite the challenging environment, First Republic produced our best results ever. Our growth comes directly from happy clients who continually do more with us and actively refer their friends. The power of this simple, client-centric service model coupled with our conservative risk management approach allows us to provide stable results in a wide range of economic conditions. A stable, sustainable growth model — intensely executed every day. Without our wonderful communities of clients, shareholders and dedicated colleagues, First Republic would not succeed. We truly thank each of you for your continued business, ongoing support and hard work. It’s a privilege to serve you, James H. Herbert, II Chairman and Chief Executive Officer (Founder) Hafize Gaye Erkan President Jason C. Bender Chief Operating Officer Michael J. Roffler Chief Financial Officer Michael D. Selfridge Chief Banking Officer David B. Lichtman Chief Credit Officer Mollie M. Richardson Chief Administrative and People Officer Robert L. Thornton President, Private Wealth Management 8 From left to right: Mollie Richardson, Bob Thornton, Mike Roffler, Jim Herbert, Gaye Erkan, Mike Selfridge, Jason Bender, David Lichtman Client Index Page Category Client Page Category Client 14 16 18 20 22 24 26 28 30 32 34 36 38 40 Private Club WS New York Arts / Nonprofit American Ballet Theatre Personal Banking Tiffany Hogan, M.D., and Shanon Peter, M.D. Entrepreneur Greg Flynn Entrepreneurs / Gradifi Kara and Theo Goldin Independent School Professional Children’s School Chefs and Restaurateurs Nicole Krasinski and Stuart Brioza Nonprofit Delancey Street Foundation Personal Banking and Brokerage* John J. Raymond, Jr., and Beverlee Miller Raymond Personal Banking Morgan Bush Medical West Portal Oral & Facial Surgery Center Independent School / Gradifi Bentley School Entrepreneurs Debbie Sterling and Beau Lewis Venture Capital Lu Zhang 42 44 46 48 50 52 54 56 58 60 62 64 66 68 Business Banking Factory OS Personal and Business Banking Bruce and Elisabeth Percelay Personal Banking John and May Herr Personal Banking Nick Winton Nonprofit National Coalition of Girls’ Schools Real Estate Development and Property Management Urban Development + Partners Personal Banking Paola Gianturco Personal Banking Ghia Griarte and Rod Brewster Attorney Loren M. Lopin Personal Banking Dalila Ramos Alvarado Nonprofit Personal Banking Personal Banking and Trust Chinatown Health Clinic Foundation Mike Johnston and Nicole Mirchandani Sir Peter Wood, CBE, and Jacqueline Fox Winery Hamel Family Wines 10 *Brokerage services are offered through First Republic Securities Company, LLC, Member FINRA/SIPC. 11 Our clients say it best. “ We found the perfect pairing with First Republic — a bank that understands WS New York and our commitment to extraordinary experiences.” WS New York Founders Stephen M. Ross, Client Since 2007 (left) Marvin R. Shanken, Client Since 2009 (center) Kenneth A. Himmel, Client Since 2006 (right) WS New York NEW YORK, NEW YORK WS New York, Hudson Yards’ only private membership club in the heart of the city’s newest neighborhood, creates unparalleled access to the finest wine and spirits, world- class dining and one-of-a-kind cultural events. The passion project of Stephen Ross, Kenneth Himmel and Marvin Shanken, WS New York will celebrate its grand opening in Fall 2019. As a longtime financial partner to the three founders, First Republic was the natural choice for their Club’s banking needs. First Republic, known for delivering extraordinary client service, has decades of experience working with private clubs. 14 15 “ First Republic understands our legacy and our bold aspirations. We define the goal, and they help us get there.” Kara Medoff Barnett, Executive Director American Ballet Theatre Client Since 2016 NEW YORK, NEW YORK Founded in 1940, American Ballet Theatre (ABT) is a cultural institution. ABT’s mission, to create, preserve and extend the legacy of classical dance, cannot be achieved without truly devoted artists, staff, trustees and partners. As a child, Kara Medoff Barnett decorated her bedroom walls with ballet posters. She now serves as Executive Director of ABT, a dream fulfilled. Every decision she and her leadership team make comes from a place of care and passion. The decision to work with the Bank was no exception. Like ABT itself, First Republic is a deeply human enterprise focused on creative collaboration. First Republic is proud to serve as a partner to America’s National Ballet Company®. 16 17 “ Refinancing our student loans with First Republic helped us move into our forever home faster.” Tiffany Hogan, M.D., Oncologist (left) Shanon Peter, M.D., Internist (right) Pictured with Tommy and Lily LOS ANGELES, CALIFORNIA Tiffany Hogan, M.D., and Shanon Peter, M.D. Clients Since 2016 Moving into a new home where their family could plant roots was an important mile- stone for Tiffany Hogan and Shanon Peter. The challenge was finding a home that their kids could grow into and, ideally, had space for a piano in a competitive market. Since refinancing their student loans with First Republic, they’d saved enough for a down pay- ment that offered them the flexibility they needed. From there, First Republic guided them through a seamless mortgage process that landed them in their forever home. 18 19 “ I believe that success comes from trusting and empowering the people around you. First Republic shares that philosophy.” Greg Flynn, Chairman, CEO and Founder, Flynn Holdings Greg Flynn Client Since 2010 SAN FRANCISCO, CALIFORNIA For Greg Flynn, it all starts with a solid team. Since 1994, the same core team at Flynn Holdings has built success in both the commercial real estate and restaurant franchise sectors by focusing on stability and innovation. First Republic shares that focus, offering Greg a long-term financial partnership that evolves with his needs. With a nearly decade-deep understanding of his financial profile, First Republic can deliver the quick business decisions that help Greg’s entrepreneurial spirit thrive. 20 21 Kara and Theo Goldin Clients Since 1999 SAN FRANCISCO, CALIFORNIA “Mission-driven entrepreneurship” is how Kara Goldin, Founder and CEO of hint, Inc., defines her business approach. When the idea to start an unsweetened flavored water company struck her, it wasn’t a question of if, but how. For that, she turned to First Republic. Since she and her husband, Theo, bought their first home with the Bank in 1999, the relationship has evolved into a dynamic partnership that includes financial guidance on personal and business matters (and early-stage prod- uct testing with their neighborhood banking team). As the couple continues to grow the hint, Inc., brand and share healthy choices with consumers, First Republic is ready to meet their evolving needs. hint, Inc., is proud to offer an education debt refinance benefits program through Gradifi. “Working with First Republic is just easy. Our friends are shocked that we can email, or actually call, someone at our bank.” Kara Goldin, Founder and CEO, hint, Inc. Theo Goldin, COO, hint, Inc. 22 23 Professional Children’s School Client Since 2012 NEW YORK, NEW YORK Since 1914, Professional Children’s School (PCS) has served as a springboard for young people in the arts and athletics. Students are able to prioritize their dreams, and launch their careers, while receiving a rigorous academic education. PCS understands that its mission takes a shared commitment — among students, educators and administrators. When PCS began its relationship with First Republic, it found a new partner in that mission. PCS continues to thrive, supported by the strength of its relationship with First Republic, which has a decades-long commitment to independent schools. “Extraordinary goals require extraordinary partnership. That’s what we provide for our students, and what First Republic brings to our school.” Dr. James Dawson, Head of School 24 25 “ Our relationships with local farmers strengthen our business. Our relationship with First Republic is no different.” Nicole Krasinski, Pastry Chef and Owner, State Bird Provisions and The Progress Stuart Brioza, Chef and Owner, State Bird Provisions and The Progress SAN FRANCISCO, CALIFORNIA Nicole Krasinski and Stuart Brioza Clients Since 2014 When they opened their Michelin-starred restaurant, State Bird Provisions, Nicole Krasinski and Stuart Brioza realized there was no map for their journey. They crafted a unique dining experience by trusting their instincts and honing every element. From their carefully trained staff to the locally sourced ingredients that make up the dishes at State Bird Provisions and The Progress, no detail is overlooked. With First Republic, Nicole and Stuart found a financial partner equally attentive to the details of their busi- ness and personal needs. 26 27 SAN FRANCISCO, CALIFORNIA Delancey Street Foundation Client Since 2018 As the country’s leading residential self-help organization, Delancey Street Foundation believes that people can change. Founded in 1971, the Foundation is committed to help- ing individuals ready to overcome substance abuse issues, gang involvement and other obstacles in order to forge a new path for themselves. Their mission is a team effort, and it’s one that depends on a collective commitment to their internal community. The Foundation’s work goes hand in hand with First Republic’s dedication to values-driven nonprofits. With First Republic by its side, the Foundation continues to expand its vision and reach. “First Republic is so much more than a bank — they feel like a part of our community.” Dr. Mimi Silbert, President and CEO Pictured with Maple 28 29 “ The service at First Republic suits our style — attentive and professional yet down to earth. We trust them with both our banking and brokerage.” John J. Raymond, Jr., Partner, Nelson Mullins Broad and Cassel Beverlee Miller Raymond, Founder, Extraordinary Charities Brokerage services are offered through First Republic Securities Company, LLC, Member FINRA/SIPC. WEST PALM BEACH, FLORIDA John J. Raymond, Jr., and Beverlee Miller Raymond Clients Since 2014 Beverlee and John Raymond are building a legacy of doing the right thing. Inspired by the values of generosity and caring embodied by Beverlee’s father, the couple decided to start a nonprofit. Extraordinary Charities highlights unsung and underfinanced charitable giving opportunities, raising awareness for smaller nonprofit organizations in Palm Beach County. With First Republic, they have found a financial partner who echoes their values and understands the details of their lives — and business plan — to ensure their legacy is secure. 30 31 Morgan Bush Client Since 2017 LOS ANGELES, CALIFORNIA From her training as a track and field champion to her law school studies at USC, Morgan Bush has always been working toward the next big goal. Now established in her legal career, Morgan has her sights set on buying a home after she tackles her student loan debt. Following the advice of colleagues, she went to First Republic to refinance her student loans with a lower interest rate and a shorter term. Now she’s on track to get out of debt years sooner, and she’s saving more of her money for that next big goal. “By refinancing my student loans with First Republic, I’ll be debt free in less than four years.” Morgan Bush, Attorney 32 33 “ First Republic handles the banking side of our business, allowing us to focus on taking the best care of our patients.” Dean L. Duncan, D.D.S. (left) Eric M. Scharf, D.D.S. (right) West Portal Oral & Facial Surgery Center Client Since 2012 SAN FRANCISCO, CALIFORNIA Dr. Dean Duncan and Dr. Eric Scharf of West Portal Oral & Facial Surgery Center employ a com- bination of expertise, efficiency and charisma to put patients at ease and build a happy client base. The two maxillofacial surgeons turned to First Republic to finance the renovation of their original office building in 2013. Since then, they’ve expanded the practice to three locations across San Francisco and have hired three more surgeons. Dr. Duncan and Dr. Scharf credit First Republic’s support of their vision as crucial to their success. Like the Bank, their practice is built on referrals earned by providing high-caliber service. 34 35 Bentley School Client Since 2005 OAKLAND, CALIFORNIA Bentley School has a nearly century-long legacy of excellence in education — a distinction earned through the dedication and passion of teachers and staff. The School must ensure that these educators, its most important resource, receive the same high level of support that students do. To that end, working with Gradifi, a First Republic company, to help alleviate the burden of student loan debt for teachers and staff members was a powerful step. Bentley School cares for each individual student and teacher in the same way that the Bank values its clients. This compatibility is the foundation of the longstanding relationship between Bentley School and First Republic. Bentley School is proud to offer an education debt refinance and repayment benefits program through Gradifi. “Gradifi’s innovative employee benefits help us deepen our investment in our teachers and set us apart in a competitive hiring environment.” Pictured with Bentley School Educators benefiting from Gradifi Arlene Hogan, Head of School 36 37 “ When we started banking with First Republic, we found a level of service we didn’t know we were missing.” Debbie Sterling, Founder and CEO, GoldieBlox Beau Lewis, Co-Founder, GoldieBlox Pictured with Miles SAN FRANCISCO, CALIFORNIA Debbie Sterling and Beau Lewis Clients Since 2016 Debbie Sterling and Beau Lewis didn’t plan on starting a business. But the idea to create toys that get girls interested in STEM disciplines (Science, Technology, Engineering and Math) took hold — and it wouldn’t let go. Today, GoldieBlox is a growing activity platform producing top-selling toys and viral videos engineered to empower a new generation of leaders. With First Republic, Debbie and Beau have found a trusted partner who understands not only the details of their financial life, but also the values that drive their family and entrepreneurial goals. 38 39 “ First Republic truly understands the VC community. It goes beyond a transaction-based relationship.” Lu Zhang, Founder and Managing Partner, Fusion Fund Lu Zhang Client Since 2015 PALO ALTO, CALIFORNIA Lu Zhang’s accelerated path from researcher to founder to investor — by age 30 — was always part of her plan. As founding partner of Fusion Fund, her goal is to support diverse founders who share her vision of transforming the health tech landscape. Lu has worked with First Republic since 2015. In addition to having a team who understands both her personal and business banking needs, she benefits from First Republic’s deep relationships within the VC community. Thanks, in part, to this extensive connectivity that has generated referrals to investors, talent and other key resources, First Republic continues to fuel Lu on her accelerated path. 40 41 Factory OS Client Since 2017 VALLE JO, CALIFORNIA When Rick Holliday came to First Republic with his plans for Factory OS, his passion for the new business was infectious. His idea: affordable, high-quality urban housing solutions created by an all-star team at a former naval shipyard. Rick insisted, “This is the business, this is the time and this is the team.” Factory OS has found an extension of that team in First Republic. The Bank serves as a dedicated partner with the experience and enthusiasm that enable Factory OS to act on new opportunities quickly. “Factory OS is the biggest project of my career, and I couldn’t have picked a better bank to do it with.” Rick Holliday, Founder and CEO (center) Larry Pace, COO (right) Peter Palmisano, Financial Partner (left) 42 43 NANTUCKET AND BOSTON, MASSACHUSET TS Bruce and Elisabeth Percelay Clients Since 2007 From his real estate investments to his family life, Bruce Percelay believes in the power of staying focused on his values. As the world changes around him, he constantly seeks new opportunities to make a positive impact. That shared focus on values is why First Republic has become an essential partner for the Percelay family. It’s a relationship that Bruce says “transcends business.” First Republic is proud to help Bruce and Elisabeth move quickly on business opportunities, advance their philanthropic work and secure an enduring legacy for their family. “Our relationship with First Republic transcends business. It’s built on trust, friendship and support.” Bruce Percelay, Chairman and Founder, The Mount Vernon Company Elisabeth Percelay, International Tax Attorney 44 45 John and May Herr Clients Since 2003 WILSON, WYOMING Before their recent move to Wyoming, John and May Herr raised their four children in California’s Silicon Valley. While out with the kids one Saturday morning back in 2003, John discovered the First Republic office in Palo Alto. The family was so impressed by the warm welcome they received that the visit turned into a weekend ritual — and the kids now associate banking with warm cookies and friendly conversations. As the Herrs’ needs evolved, their relationship with the Bank expanded naturally. And when the Bank opened its new office in Jackson, the family was there on opening day, delighted to welcome a familiar neighbor to their new hometown. “First Republic has really grown with our family. They make us feel at home — no matter where we are.” May Herr, Mother and Community Volunteer John Herr, CEO, Avetta 46 47 “ First Republic tailors its offerings to fit my needs. They make banking stress-free and fast.” Nick Winton, Founder and Partner, Anmahian Winton Architects Nick Winton Client Since 2012 BOSTON, MASSACHUSETTS As a founding partner of Anmahian Winton Architects, Nick views collaboration as a centerpiece of good design. His firm doesn’t just make beautiful buildings, they fortify communities through innovative and sustainable architecture. Through easy and ongoing communication, First Republic keeps in step with Nick’s philosophy and vision. Nick’s relationship with First Republic melds the practical with the personal, providing a pillar of support for his family and their future. 48 49 “ First Republic is more than just a bank — they’re a partner in our mission.” Megan Murphy, Executive Director Pictured with students at Village School, NCGS member, Charlottesville, Virginia National Coalition of Girls’ Schools Client Since 2013 WORLDWIDE Since 1991, the National Coalition of Girls’ Schools (NCGS) has remained focused on one mission: empowering today’s K-12 girls to be tomorrow’s leaders. This mission is achieved through a combination of advocacy, research, networking and professional development for educators of girls. NCGS’s commitment to preparing the next generation of women for success finds a perfect pairing with First Republic’s commitment to mission-driven nonprofits. NCGS considers First Republic a strategic partner and draws on the Bank’s deep well of experience with independent schools in their ongoing development efforts on behalf of girls’ schools worldwide. 50 51 “ First Republic gets things done exceptionally fast. That’s important for our line of work.” Avi Ben-Zaken, Principal (left) Eric Cress, Principal (right) Urban Development + Partners Client Since 2014 PORTLAND, OREGON Urban Development + Partners (UD+P) builds with purpose in their Portland community. Focused on sustainability and adaptive reuse, the firm develops properties throughout the city, many of which they also manage and operate. UD+P considers themselves to be in the service business, constructing relationships and buildings for the long term. In working with First Republic, UD+P has found a financial partner driven by those same values. Like UD+P, First Republic believes in the power of personalized, team-based support for its clients. 52 53 “ When your work takes you around the world, you need bankers you trust back home. I’m privileged to have an all-star team at First Republic.” Paola Gianturco, Photographer and Author Paola Gianturco Client Since 2007 MILL VALLEY, CALIFORNIA Paola Gianturco has dedicated her career to giving voice to the experiences and accom- plishments of women. From her years as an executive with the first woman-owned ad agency in the United States to her current work as a globe-trotting documentary pho- tographer and author, Paola follows her passion where it takes her. With First Republic, she has a financial partner who can keep up, whether she needs to prepay an interpreter in a remote location or request euros fast. No matter where she finds herself in the world, Paola can depend on First Republic to deliver the same high level of service. 54 55 Ghia Griarte and Rod Brewster Clients Since 2011 BURLINGAME, CALIFORNIA Ghia Griarte and Rod Brewster aren’t afraid of a new challenge. The two entrepreneurs have built individual careers that span engineering, business and technology. What start- ed with a competitive mortgage rate at First Republic has since grown into a banking relationship that encompasses both their personal and professional finances. Whether delivering foreign currency for an upcoming family vacation or helping them open new business accounts, First Republic’s ability to anticipate their needs continues to exceed expectations. Ghia and Rod rely on First Republic to help keep their financial lives run- ning smoothly so they can focus on the next venture. “The service at First Republic is unmatched. They go out of their way to meet our needs.” Ghia Griarte, Managing Partner, Ponte Partners Rod Brewster, Founder and CEO, Pingtumi 56 57 “ I refer my own clients to First Republic because I know they’ll get the support they need.” Loren M. Lopin, Attorney, Trusts & Estates P.C., and Cycling Enthusiast SAN FRANCISCO, CALIFORNIA Loren M. Lopin Client Since 2008 As a leading trust and estate attorney, Loren M. Lopin helps his clients protect themselves and their loved ones through personalized estate planning. Loren interacts with many banks on behalf of his clients and understands what a seamless, effective process looks like. He has also seen the opposite. So when Loren ranks First Republic highly for its level of service, support and personal accountability, it’s no small honor. For both his legal practice and his personal banking, Loren has found a trusted, long-term partner in First Republic. 58 59 “ The First Republic team has supported me from day one — helping me buy my first home and save along the way.” Dalila Ramos Alvarado, Early Childhood Educator Dalila Ramos Alvarado Client Since 2014 LOS ANGELES, CALIFORNIA When Dalila Ramos Alvarado got the keys to her condo, she took in the city sounds and lights and thought, “I’m home.” She’d diligently saved for the down payment, focusing on her priorities: raising her young son in a stable, comfortable home while continuing her career as an educator in the city she loves, Los Angeles. First Republic guided her through the homebuying process, identifying a grant that would make her ideal home an affordable reality. That support continued after she moved in. Dalila’s personal banker called about an opportunity to refinance her mortgage at an even lower rate, enabling her to spend more time with her son and save for his future. 60 61 Chinatown Health Clinic Foundation Client Since 2014 NEW YORK, NEW YORK The Chinatown Health Clinic Foundation (CHCF) supports the Charles B. Wang Community Health Center, a nonprofit that’s been improving access to quality health services for underserved populations since 1971. Thanks to CHCF and the tireless dedication of a few individuals, what began as a volunteer effort in a church basement has grown to be the neighborhood’s largest provider of healthcare. In 2014, CHCF found a natural fit with First Republic, a bank that has decades of experience supporting mission-driven nonprofits. Most recently, First Republic refinanced CHCF’s commercial loan, helping to free up enough capital to fund the opening of another health center site and further extend quality care to the community. “First Republic believes in the work we’re doing. That makes all the difference in the world.” Raymond Fong, M.D., President of the Board (center) Marie Lam, Board Member and Health Center Co-Founder (left) Susan Cole, Board Member (right) 62 63 “ First Republic offered us invaluable guidance during the homebuying process. And their support has continued since we moved in.” Mike Johnston, Entrepreneur Nicole Mirchandani, Attorney SAN FRANCISCO, CALIFORNIA Mike Johnston and Nicole Mirchandani Clients Since 2017 After years of renting (and saving) in San Francisco, Mike Johnston and Nicole Mirchandani were ready to find a place they could call their own. Envisioning backyard barbecues and family dinners, the newlyweds were seeking ample space, a chef ’s kitchen and, of course, a relatively easy Bay Area commute. Their search was full of ups and downs. But when they found First Republic, they gained a responsive, experienced team who understood their finances and the competitive market. The couple landed in a home that checks all the right boxes, with a new financial ally to support them into the future. 64 65 Sir Peter Wood, CBE, and Jacqueline Fox Clients Since 2014 PALM BEACH, FLORIDA The founder of seven successful insurance firms across the globe, Sir Peter Wood now enjoys the peaceful setting of his adopted home in Palm Beach, Florida. With a breadth of experience working with banks around the world, Sir Peter was immediately impressed by the personal greeting he received during his first visit to First Republic. The Bank’s entrepreneurial culture was another point of connection for this business leader. Although he has his choice of financial partners, Sir Peter turns to First Republic for the high-touch service and quick decision-making that he values. “I wouldn’t hesitate to recommend First Republic for banking and trust services. The human relationship and friendly approach set them apart.” Sir Peter Wood, CBE, Insurance Entrepreneur, Property Developer and Philanthropist 66 67 Hamel Family Wines Client Since 2006 SONOMA, CALIFORNIA For the Hamels, the goal was simple: create a family business built for the long term. Through a blend of passion, respect for the land and a commitment to quality wine- making, each family member is involved and contributes meaningfully. Guests who visit Hamel Family Wines experience a celebration of the senses, from the estate house design and sweeping vineyard views to the warm hospitality and artisan wines. It’s not unlike First Republic’s thoughtful approach to banking, which attracts clients who value a high level of service and attention to detail. This shared ethos is the foundation of a long-standing client relationship. “First Republic is part of almost every aspect of our life and business. We wouldn’t want it any other way.” (listed from right to left) John Hamel, Managing Director George Hamel, III, Managing Director George Hamel, Jr., Vintner Pamela Hamel, Vintner 68 69 “ Our growth is primarily driven by our very satisfied clients — a simple, safe and sustainable business model.” Jim Herbert Chairman and Chief Executive Officer (Founder) Contents 72 74 76 80 82 88 90 92 94 The First Republic Difference Overview of Products and Services Financial Summary Additional Information Investing in Our Communities Executive Leadership Board of Directors First Republic Values Locations Full-Service Private Banking, Private Business Banking and Private Wealth Management D I N A R Y S E R V I C E T H R O U GH PERSONAL & DIGITAL C H A N N E L S R O A R T X E Residential Lending Personal Lending Commercial Real Estate Lending F U L L- S E R V I C E P R I V A T E Y O U R F I R A N D S T B U R E C L I E N T S I N E S P U BLIC R E L A T I S B A N KING Financial Planning Investment Management Brokerage Services T N E M E G A N A M H LT A E Trust Services R E G A N A M H IP R I V A T E W P S N O Checking, Savings, CDs (Deposits) Insurance Services Business Banking Foreign Exchange The First Republic Difference What sets First Republic apart is our unwavering commitment to exceptional client service. Each client benefits from having a single point of contact who coordinates all relationships within the organization and who personally refers clients to colleagues as needed. At First Republic, our goal is to build long-term, rewarding relationships with our clients. Private Banking Our full suite of private banking services is designed to address our clients’ complete financial picture and help them achieve their personal goals. To accomplish this, every private banking client works with a personal banker who knows them by name and serves as a single point of contact for all of their deposit and lending needs. At First Republic, our primary source of new clients is through referrals from satisfied existing clients. Our distinctive brand of Private Banking includes: • A client-first approach based on advice and solutions — not products • Full-service banking on both coasts, including online and mobile banking and bill pay. With our ATM Rebate Checking account, we don’t charge ATM access fees at virtually all ATMs around the world and even rebate access fees charged by other banks. • A commitment to our clients’ financial safety and privacy, which remains at the forefront of everything we do Private Business Banking Our professional business bankers provide the same personalized and highly responsive service to the business community as we do to personal banking clients. That’s why we call it Private Business Banking. Specialized services offered for: • Accounting Firms • Law Firms • Business Management Firms • Medical Practices • Engineering Services • Nonprofits • Real Estate Investors • Small Businesses • Technology Firms • Family Offices • Hedge Funds/Firms • Independent Schools • Private Aircraft/Marine Financing • Venture Capital Funds/Firms • Private Clubs • Wineries • Private Equity Funds/Firms • Investment Management Firms • Property Management Firms Private Wealth Management First Republic Private Wealth Management professionals deliver objective, customized wealth manage- ment solutions and goals-based strategies to individuals, corporations and nonprofit organizations. Wealth Management services include: • Investment Management • Financial Planning • Trust Administration and Custody • Insurance Services • Brokerage Services • Foreign Exchange Banking products and services are provided by First Republic Bank, Member FDIC and Equal Housing Lender Investment Advisory services are provided by First Republic Investment Management, Inc. Trust services are provided by First Republic Trust Company and First Republic Trust Company of Delaware LLC. Brokerage services are offered through First Republic Securities Company, LLC, Member FINRA/SIPC. Insurance services are provided through First Republic Securities Company, DBA Grand Eagle Insurance Services, LLC, CA Insurance License # 0I13184, and First Republic Investment Management, DBA Eagle Private Insurance Services, CA Insurance License # 0K93728. Investment, Insurance and Advisory Products and Services are Not FDIC Insured or Insured by Any Federal Government Agency, Not a Deposit, Not Bank Guaranteed and May Lose Value. 72 73 Overview of Products and Services Residential Lending • Single-Family Mortgages • Vacation Home Mortgages • Bridge Loans • Construction-to-Permanent Loans • Co-Op and Condominium Loans • Eagle Community Loans¹ • Home Equity Lines of Credit Personal Lending Commercial Real Estate Lending Checking, Savings, CDs (Deposits) Business Banking • Stock/Bond Secured Loans • Student Loan Refinancing² • Unsecured Loans • Streamlined Loans and Lines of Credit • Overdraft Lines of Credit • Loan Programs to Help Partners and Employees Invest in Their Firm or Fund • Aircraft and Marine Financing • Multi-Family Property Loans • Commercial Real Estate Loans • Mixed-Use Building Loans • Construction and Renovation Loans • ATM Rebate Checking³ • Passbook Savings • Classic Checking • Basic Checking • Money Market Checking • Money Market Savings • Certificates of Deposit (CDs) • Traditional, Roth and SEP IRAs • Banking Online and Bill Pay • Mobile Banking and Mobile Check Deposit • Business Lending With Industry Expertise • Corporate Online Banking and Bill Pay • Lines of Credit and Term Loans • Mobile Banking • Owner-User Commercial Real Estate Loans • Wires Direct Transmission • Streamlined Small Business Lending • ACH Services • Capital Call Lines • ACH Direct Transmission • Loan Programs to Help Partners and • Remote Deposit Services Employees Invest in Their Firm or Fund • Standby Letters of Credit • Business Analyzed Checking • Simplified Business Checking • Business Interest Checking • Business Money Market Accounts • Multi-Client Management Accounts • Direct Image Cash Letter • Biller and Payment Solutions • Positive Pay Services • Paid Check Imaging • Lockbox Services Nationwide • Armored Car and Cash Vault Services • Courier Services • Attorney Trust Accounts (IOLTA, IOTA, IOLA) • Merchant Card Services • Business Escrow Services • Deposit Account Control Agreements • On-Site ATM Installation and Maintenance • Complimentary Internet Security Health • Business Debit Cards Checks • Provider of education debt refinance, repayment and savings benefits programs⁴ ¹ A relationship manager can provide details and determine if a property is eligible for the Eagle Community Loan Program. ² This product is not a student loan. The terms of this product may differ from terms of your current loan. For example, this product does not contain special features such as forbearance periods and income-based repayment plans available for student loans. ³ Minimum $500 to open an ATM Rebate Checking account. A monthly service fee (currently $25) will apply if a $3,500 required minimum average balance is not maintained. Other terms and conditions apply. Ask your banker for details. Banking products and services are provided by First Republic Bank, Member FDIC and Equal Housing Lender ⁴ Gradifi, Inc., is a wholly owned subsidiary of First Republic Bank. 74 Financial Planning Investment Management • Comprehensive Financial Review and Plan • Tax Planning Strategies • Cash Flow and Retirement Planning • Wealth Transfer and Legacy Planning • Insurance Review • Philanthropic Planning • Equity Management • Cash Management • Fixed Income Management • Environmental, Social and Governance • Alternative Investments¹ Investing • Endowment Investment Management • 401(k) Plan Management and Consulting • Online Investment Management Service² Brokerage Services • Full-Service and Online Brokerage Services • Structured Product Investments • Equities, Mutual Funds and Options • Stock Donation Brokerage Services • Money Market Mutual Funds • 10b5-1 Plans for Corporate Executives • Fixed Income • Margin Loans • Hedging Strategies for Concentrated Stock Positions • FDIC-Insured Sweep Accounts Trust Services • Personal Trust Services With Open • Custody Services Architecture • Trustee of Various Types of Revocable, Irrevocable and Testamentary Trusts • Estate Settlement/Executor Services • Agent for Trustee Services • Independent and Objective Reporting • Delaware Managed Trust and Directed Trust Services Insurance Services • Access to Top-Rated Carriers and • Private Placement Life and Annuity Products, Best-in-Class Products Offering Alternative Investments • Life Insurance Products for Estate Planning, • Disability Products for High-Income Business Planning, Tax-Deferred Cash Accumulation and Income Protection Executives and Professional Services Firms • Specialty and Hybrid Long-Term Care Products Foreign Exchange • Spot Foreign Exchange Contracts • Currency Swaps • Foreign Currency Wires • Foreign Currency Options • Foreign Currency Accounts/Deposits³ • Structured Hedging Solutions • Forward Foreign Exchange Contracts ¹ These products are offered to clients who meet certain eligibility and suitability requirements. ² Offered in partnership with FutureAdvisor. ³ Foreign currency deposit accounts are offered by First Republic Bank. FDIC insurance does not cover for losses due to devaluation of foreign currency. Investment Advisory services are provided by First Republic Investment Management, Inc. Trust services are provided by First Republic Trust Company and First Republic Trust Company of Delaware LLC. Brokerage services are offered through First Republic Securities Company, LLC, Member FINRA/SIPC. Insurance services are provided through First Republic Securities Company, DBA Grand Eagle Insurance Services, LLC, CA Insurance License # 0I13184, and First Republic Investment Management, DBA Eagle Private Insurance Services, CA Insurance License # 0K93728. Investment, Insurance and Advisory Products and Services, and Foreign Exchange Transactions, are Not FDIC Insured or Insured by Any Federal Government Agency, Not a Deposit, Not Bank Guaranteed and May Lose Value. 75 Financial Summary / 2018 Consolidated Statement of Income in thousands, except per share amounts YEAR E N DE D D EC EMBER 31 2 018 2 017 2 016 Interest income: Loans Investments Other Cash and cash equivalents Total interest income Interest expense: Deposits Borrowings Total interest expense Net interest income Provision for loan losses Net interest income after provision for loan losses Noninterest income: Investment management fees Brokerage and investment fees Insurance fees Trust fees Foreign exchange fee income Deposit fees Loan and related fees Loan servicing fees, net Gain on sale of loans Gain (loss) on investment securities, net Income from investments in life insurance Other income Total noninterest income Noninterest expense: Salaries and employee benefits Information systems Occupancy Professional fees Advertising and marketing FDIC assessments Other expenses Total noninterest expense Income before provision for income taxes Provision for income taxes Net income Dividends on preferred stock Net income available to common shareholders Basic earnings per common share Diluted earnings per common share Dividends per common share Weighted average shares — basic Weighted average shares — diluted $ 2,442,469 540,753 25,187 23,197 3,031,606 290,040 240,458 530,498 2,501,108 76,092 2,425,016 341,539 31,867 10,090 14,633 35,606 24,974 15,713 13,302 5,616 5,202 40,670 4,233 543,445 1,109,228 241,752 152,258 60,058 60,463 58,122 234,838 1,916,719 1,051,742 197,914 853,828 57,725 $ 796,103 $ $ $ 4.89 4.81 0.71 162,948 165,612 $ 1,903,070 521,837 14,861 11,850 2,451,618 134,786 165,369 300,155 2,151,463 60,181 2,091,282 282,868 26,666 5,555 13,658 27,691 22,633 13,012 13,800 9,233 (833) 37,874 8,304 460,461 930,908 208,625 136,746 56,950 48,398 55,792 202,122 1,639,541 912,202 154,542 757,660 58,040 $ 699,620 $ $ $ 4.44 4.31 0.67 157,624 162,340 $ 1,573,403 378,719 19,266 9,485 1,980,873 73,765 89,946 163,711 1,817,162 47,192 1,769,970 224,626 27,661 4,207 12,365 22,406 20,699 14,097 13,465 4,828 1,055 48,119 1,284 394,812 763,625 153,207 119,139 52,740 32,783 44,200 171,492 1,337,186 827,596 154,168 673,428 68,589 $ 604,839 $ $ $ 4.07 3.93 0.63 148,752 154,095 See notes to consolidated financial statements in our Annual Report on Form 10-K. 77  Consolidated Balance Sheet dollars in thousands Assets AS OF DECEMBER 31 Cash and cash equivalents Investment securities: Investment securities available-for-sale Investment securities held-to-maturity Equity securities (fair value) Total investment securities Loans: Single family (1–4 units) Home equity lines of credit Multifamily (5+ units) Commercial real estate Single family construction Multifamily/commercial construction Business Stock secured Other secured Unsecured Total loans Allowance for loan losses Loans, net Loans held for sale Investments in life insurance Tax credit investments Prepaid expenses and other assets Premises, equipment and leasehold improvements, net Goodwill and other intangible assets Mortgage servicing rights Total Assets See notes to consolidated financial statements in our Annual Report on Form 10-K. 2 018 2 017 $ 2,811,159 $ 2,297,021 1,779,116 14,436,973 18,719 16,234,808 37,955,252 2,542,713 10,357,839 6,677,440 645,924 1,576,582 10,998,503 1,432,911 1,105,751 2,572,367 75,865,282 (439,048) 75,426,234 98,985 1,376,579 1,057,541 1,538,971 332,483 273,974 54,470 $ 99,205,204 2,418,088 16,157,945 — 18,576,033 31,508,468 2,735,612 8,640,233 6,083,152 591,066 1,116,855 8,295,224 1,083,553 1,015,039 1,771,013 62,840,215 (365,932) 62,474,283 87,695 1,330,652 1,107,546 1,254,720 296,197 290,221 66,139 $ 87,780,507 Liabilities and Equity AS OF DECEMBE R 31 Liabilities: Deposits: Noninterest-bearing checking Interest-bearing checking Money market checking Money market savings and passbooks Certificates of deposit Total deposits Short-term borrowings Long-term FHLB advances Senior notes Subordinated notes Other liabilities Total Liabilities Shareholders’ Equity: 2 018 2 017 $ 30,033,658 17,089,520 10,317,436 10,245,107 11,377,515 79,063,236 100,000 8,700,000 896,432 777,475 990,284 90,527,427 $ 26,355,331 17,324,683 9,251,504 8,752,396 7,234,794 68,918,708 100,000 8,300,000 894,723 777,084 971,691 79,962,206 Preferred stock, $0.01 par value per share; 940,000 and 990,000 shares issued and outstanding 940,000 990,000 Common stock, $0.01 par value per share; 164,901,950 and 161,695,803 shares issued and outstanding Additional paid-in capital Retained earnings Accumulated other comprehensive loss Total Shareholders’ Equity Total Liabilities and Shareholders’ Equity 1,649 4,024,306 3,731,205 (19,383) 8,677,777 $ 99,205,204 1,617 3,778,913 3,051,611 (3,840) 7,818,301 $ 87,780,507 78 79 First Republic Common and Preferred Stock First Republic Bank’s Common Stock is traded on the New York Stock Exchange (“NYSE”) under the symbol FRC. At December 31, 2018, the Bank believes that its shares are held beneficially by approximately 160,000 shareholders. First Republic Bank’s issues of Preferred Stock trade as depositary shares on NYSE under the symbols FRCPrD for the Series D, FRCPrF for the Series F, FRCPrG for the Series G, FRCPrH for the Series H and FRCPrI for the Series I. Additional Information and Where to Find it In accordance with the Securities Exchange Act of 1934 (the “Exchange Act”), First Republic files annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements for the annual meeting of shareholders and other information with the Federal Deposit Insurance Corporation (“FDIC”), copies of which are available on the FDIC website at https://efr.fdic.gov/fcxweb/efr/index.html, in the Investor Relations section of our website at firstrepublic.com or upon written or telephone request to us at: First Republic Bank Investor Relations, 111 Pine Street, San Francisco, CA 94111, (415) 392-1400. Forward-Looking Statements This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements in this document that are not historical facts are hereby identified as “forward-looking statements” for the purpose of the safe harbor provided by Section 21E of the Exchange Act. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimates,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends” and similar words or phrases. Accordingly, these statements are only predictions and involve estimates, known and unknown risks, assumptions and uncertainties. Our actual results could differ materially from those expressed or anticipated in such forward-looking statements as a result of risks and uncertainties more fully described in the risk factors in our 2018 Annual Report on Form 10-K. Forward-looking statements involving such risks and uncertainties include, but are not limited to, statements regarding: projections of loans, assets, deposits, liabilities, revenues, expenses, tax liabilities, net income, capital expenditures, liquidity, dividends, capital structure, investments or other financial items; expectations regarding the banking and wealth management industries; descriptions of plans or objectives of management for future operations, products or services; forecasts of future economic conditions generally and in our market areas in particular, which may affect the ability of borrowers to repay their loans and the value of real property or other property held as collateral for such loans; our opportunities for growth and our plans for expansion (including opening new offices); expectations about the performance of any new offices; projections about the amount and the value of intangible assets, as well as amortization of recorded amounts; future provisions for loan losses, changes in nonperforming assets, impairment of investments and our allowance for loan losses; projections about future levels of loan originations or loan repayments; projections regarding costs, including the impact on our efficiency ratio; and descriptions of assumptions underlying or relating to any of the foregoing. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to: significant competition to attract and retain banking and wealth management customers, from both traditional and non-traditional financial services and technology companies; our ability to recruit and retain key managers, employees and board members; the possibility of earthquakes, fires and other natural disasters affecting the markets in which we operate; interest rate risk and credit risk; our ability to maintain and follow high underwriting standards; economic and market conditions, including those affecting the valuation of our investment securities portfolio, which could result in other-than-temporary impairment if the general economy deteriorates, credit ratings decline, the financial condition of issuers deteriorates, interest rates increase or the liquidity for securities is limited; real estate prices generally and in our markets; our geographic and product concentrations; demand for our products and services; developments and uncertainty related to the future use and availability of reference rates, such as the London Interbank Offered Rate and the 11th District Monthly Weighted Average Cost of Funds Index; the regulatory environment in which we operate, our regulatory compliance and future regulatory requirements; the impact of tax reform legislation; any future changes to regulatory capital requirements; legislative and regulatory actions affecting us and the financial services industry, such as the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), including increased compliance costs, limitations on activities and requirements to hold additional capital, as well as changes to the Dodd-Frank Act pursuant to the Economic Growth, Regulatory Relief and Consumer Protection Act; our ability to avoid litigation and its associated costs and liabilities; the impact of new accounting standards; future FDIC special assessments or changes to regular assessments; fraud, cybersecurity and privacy risks; and custom technology preferences of our customers and our ability to successfully execute on initiatives relating to enhancements of our tech- nology infrastructure, including client-facing systems and applications. For a discussion of these and other risks and uncertainties, see the risk factors in our 2018 Annual Report on Form 10-K and any subsequent reports filed by First Republic under the Exchange Act. These filings are available in the Investor Relations section of our website. All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations, and, therefore, you are cautioned not to place undue reliance on such statements. Any forward-looking statements are qualified in their entirety by reference to the factors discussed throughout this document and in our 2018 Annual Report on Form 10-K and our other public filings under the Exchange Act. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. 80 81 Investing in Our Communities affordable housing children education health and welfare the arts Our commitment to our communities goes far beyond banking. Since 1985, we have consistently donated both time and resources to provide essential services to those who need them most. In addition, we have an active and significant commitment to building strong, dynamic communities through innovative banking and engagement programs. We continue to develop strong partnerships with a diverse group of nonprofits supporting the communities in which we live and work. Join us in celebrating three such outstanding organizations. Tenderloin Neighborhood Development Corporation San Francisco, California Since 1982, Tenderloin Neighborhood Development Corporation (TNDC) has helped over 4,700 people thrive by building affordable housing and developing supportive communities in San Francisco. TNDC provides housing and services so that people with low incomes can focus on what’s important, like coping with chronic illness, raising a family or finding a voice in the community. Through supplementary programs like the Tenderloin After-School Program and Leadership Academy, TNDC continues to make a positive impact in San Francisco. 83 Dress for Success San Francisco San Francisco, California Dress for Success San Francisco empowers women to achieve eco- nomic independence by providing professional attire, development tools and a support network of peers and advisors. The organization offers a series of services based on life stages, all designed to help unemployed and underemployed women at any phase of their pro- fessional journey. Programs for workforce development, financial literacy, wellness, leadership and civic responsibility help women thrive in work and in life. Across more than 150 affiliates worldwide, Dress for Success has helped more than one million women work toward self-sufficiency. Independent School Alliance Los Angeles, California For almost 35 years, the Independent School Alliance has worked to make private schools in the greater Los Angeles area more inclu- sive. The organization engages underrepresented communities to provide guidance on independent school opportunities; identifies and assists applicants; and offers ongoing support to the students and their families. Through a robust partnership with over 50 ele- mentary and secondary schools, the Independent School Alliance has helped thousands of students excel. These students have thri- ved both in the classroom and in extracurricular activities and have gone on to attend some of the best universities in the country. 84 85 Investing in Our Communities Community Advisory Board First Republic’s commitment to the community encompasses a wide variety of areas: from community lending to our financial literacy educational programs. Below is a brief summary of just some of our efforts to support and engage our local communities. First Republic’s Community Advisory Board, comprising five recognized and highly respected community leaders, is a key part of our outreach. The Community Advisory Board offers advice and strategic guidance on initiatives related to affordable housing, financial empowerment and small business and economic development. 4.7 Billion $ 1.7 Billion $ 13.4 Percent Originated over 1,900 low-to moderate-income community development loans¹ Amount committed to low- income housing tax credit investments² Percentage of single-family home loans funded by unit to low- to moderate-income borrowers³ 37 programs 30 Percent 14,600+ Hours Number of programs we participate in to finance homeownership for low- to moderate-income first- time homebuyers² Percentage of loans to independent schools and nonprofit organizations in our Business Banking loan portfolio⁴ Time volunteered by First Republic employees through our formal, paid Employee Volunteer Program⁵ ¹ Loans originated from 2011 through 2017, the most recent reportable time period ² As of December 31, 2018 ³ For loans funded in 2017, most recent data available as determined by Home Mortgage Disclosure Act (“HMDA”) data ⁴ Based on recorded investment as of December 31, 2018 ⁵ For the year 2018 86 Janice Jensen, Board Chair President and CEO of Habitat for Humanity East Bay/Silicon Valley Ms. Jensen has more than 30 years of experience in nonprofit management, primarily in the fields of healthcare and affordable housing. She serves as Vice Chair of the board of directors for Silicon Valley@Home. She is also a board member of the Habitat for Humanity California State Support Organization and the Nonprofit Housing Association of Northern California and serves on the board of governors for the California Housing Consortium. She was Vice Chair of Habitat for Humanity International’s U.S. Council and chaired the U.S. Policy Committee. In 2017, the Silicon Valley Business Journal honored her as a “Woman of Influence.” Faith Bautista, Board Member President and CEO of the National Asian American Coalition and CEO of the National Diversity Coalition Ms. Bautista is a champion of the underserved, reaching out to communities that have traditionally been left out of homeownership, small business and financial literacy. She is an advisory member on the boards of numerous Fortune 500 corporations and leads a CDFI focusing on home origination and small business. Ms. Bautista is also a member of the national advisory board for Charter Communications. Formerly, she was a member of the Office of Thrift Supervision’s Minority Depository Institutions Advisory Committee and sat on the Low Income Oversight Board for the California Public Utilities Commission. John Hope Bryant, Board Member Founder, Chairman and CEO of Operation HOPE; Chairman and CEO of Bryant Group Ventures and The Promise Homes Company; and Co-Founder of Global Dignity Mr. Bryant is a founding member of the Young Global Leaders and the Clinton Global Initiative. Mr. Bryant has received over 500 awards and citations for his work, including being named one of the “50 Leaders for the Future” by Time magazine, the 2016 “Innovator of the Year” by American Banker magazine and one of the “Most Admired CEOs of 2018” by the Atlanta Business Chronicle. He also earned an honorable mention in Inc. magazine’s list of “The World’s 10 Top CEOs.” He is the author of bestsellers The Memo, How the Poor Can Save Capitalism and Love Leadership. Susan Ifill, Board Member CEO of Neighborhood Housing Services of New York City Ms. Ifill joined NHSNY in 2010 as COO and CFO and was named CEO in 2015. She has served on numerous nonprofit boards and currently serves as the Chair of the Board of Trustees for Cambridge College in Boston. She also volunteers as a judge for the National Junior League’s Annual Leadership & Vision Award and has led the session on board governance for the New York Junior League nonprofit board training program. Before entering the nonprofit world, Ms. Ifill was the Senior Vice President and Chief Retail Officer for Carver Federal Savings Bank in New York. Prior to that, she was Senior Vice President and Premier Banking Market Manager at Bank of America. Claudia Viek, Board Member Founder of the Invest in Women Entrepreneurs Initiative; Former CEO of CAMEO, the California Association for Micro Enterprise Opportunity Ms. Viek has been a pioneer in micro business and business incubation in California and is recognized as a thought leader in economic development, with a focus on women’s entrepreneurship and building local economies. She has been published in Huffington Post, American Banker and The Washington Post. She is the founder and former Executive Director of the Renaissance Entrepreneurship Center in San Francisco and a former board member of the Association for Enterprise Opportunity and serves on the MUFG Union Bank Community Advisory Board. She was named the Small Business Administration’s “Women in Business Champion of the Year” in 2015. 87 Executive Leadership First Republic’s leadership team represents considerable depth and experience in the financial industry. Their guidance also reflects extensive institutional knowledge and diverse perspectives. What follows on this page and the next are biographies of our executive team and Board of Directors. James H. Herbert, II, 74 Chairman, Chief Executive Officer (Founder) and Board Member Mr. Herbert founded First Republic Bank as CEO in 1985. Previously, he was the Founder, President, Chief Executive Officer and a director of San Francisco Bancorp from 1980–1985. He currently serves as the Federal Reserve’s Twelfth District member of the Federal Advisory Council and holds board/trustee positions with Babson College; the San Francisco Ballet Association (formerly Chair); Lincoln Center for the Performing Arts, New York; and The BASIC Fund. B.S., 1966, Babson College; M.B.A., 1969, New York University; 20-year attendee, Chief Executives Organization’s Harvard Presidents’ Seminar. Jason C. Bender, 49 Executive Vice President and Chief Operating Officer Mr. Bender has been with First Republic since 1999 and managed the Bank’s finance department for over a decade before being appointed Chief Adminis- trative Officer in 2013. He was appointed Chief Operating Officer in 2016 and is responsible for the Bank’s overall opera- tions and technology, as well as strategic planning and secondary loan marketing. He also oversees banking activities in the Orange County and San Diego regions. B.A., 1992, Swarthmore College; M.B.A., 1999, Stanford Graduate School of Business; Harvard Business School Advanced Management Program, 2014. Hafize Gaye Erkan, 39 President and Board Member Ms. Erkan joined First Republic in 2014 and became the President in 2017 and Board Member in 2019. Prior to First Republic, she held the position of Managing Director and Head of Financial Institutions Group Strategies at Goldman Sachs, where she worked for nearly a decade, advising boards and executive management of large U.S. banks and insurance companies. B.Sc., 2001, Bogazici University (Turkey); Ph.D., 2006, Princeton University; Harvard Business School Advanced Management Program, 2015; Stanford Graduate School of Business Executive Program in Leadership, 2016. Robert L. Thornton, 61 Executive Vice President and President, Private Wealth Management Mr. Thornton joined First Republic in 2004 and currently serves as President of First Republic Investment Management and President of First Republic Private Wealth Management. He became Execu- tive Vice President of First Republic Bank in 2015 and oversees banking activities for the Los Angeles and Palm Beach regions. Prior to joining First Republic, Mr. Thornton held senior roles at Goldman Sachs, Credit Suisse and Deutsche Bank over a 20-year period. B.A., 1980, Duke University; J.D., 1983, Columbia Law School; Stanford Graduate School of Business Executive Program, 2014. Michael D. Selfridge, 51 Senior Executive Vice President and Chief Banking Officer Mr. Selfridge joined First Republic in 2012. He has served as Deputy Chief Operating Officer, Chief Risk Officer and Chief Operating Officer, and was appoin- ted Chief Banking Officer in 2016. He oversees Business Banking, Eagle Lending and information security, and banking in Northern California, Portland and Jackson, Wyoming. Prior to First Republic, he was with Silicon Valley Bank for 18 years, most recently serving as Head of U.S. Regional Banking. He serves on the Board of Directors of Catholic Charities of San Francisco. B.S., 1989, California Polytechnic State University, San Luis Obispo; M.B.A., 1995, University of San Francisco; Harvard Business School Advanced Management Program, 2013. David B. Lichtman, 55 Senior Executive Vice President and Chief Credit Officer Mr. Lichtman has been with First Republic since 1986 and has held positions in various phases of lending operations at the Bank. Mr. Lichtman was appointed Chief Credit Officer in 1995. In the role of Chief Credit Officer, he is responsible for promoting the Bank’s credit culture, focused on safe and disciplined lending standards and practices. B.A., 1985, Vassar College; M.B.A., 1990, University of California, Berkeley. Michael J. Roffler, 48 Executive Vice President and Chief Financial Officer Mr. Roffler joined First Republic in 2009 as Deputy Chief Financial Officer and was appointed Executive Vice President and Chief Financial Officer in 2015. Prior to joining the Bank, Mr. Roffler worked for KPMG LLP for 16 years as a Certified Public Accountant, five of which were as an audit partner. He serves on the Board of Directors of the American Heart Association, Greater Bay Area. B.S., 1993, Marquette University; Stanford Graduate School of Business Executive Program, 2013. Mollie M. Richardson, 40 Executive Vice President, Chief Administrative Officer and Chief People Officer Ms. Richardson joined First Republic in 2003 and was appointed Chief Adminis- trative Officer and Chief People Officer in 2016. Ms. Richardson oversees human resources, facilities and administrative services, and various bank-wide initiatives. Ms. Richardson previously served as Deputy Chief Administrative Officer and Head of Board and Investor Relations at First Republic. She is Co-Chair of the Network for Teaching Entrepreneurship, Bay Area. B.A., 2001, Sonoma State University; Harvard Business School Advanced Management Program, 2013. 88 89 Board of Directors James H. Herbert, II, 74, Chairman, Chief Executive Officer (Founder) and Board Member Sandra R. Hernández, M.D., 61, Board Member Mr. Herbert founded First Republic Bank as CEO in 1985. Previously, he was the Founder, President, Chief Executive Officer and a director of San Francisco Bancorp from 1980–1985. He currently serves as the Federal Reserve’s Twelfth District member of the Federal Advisory Council and holds board/trustee positions with Babson College; the San Francisco Ballet Association (formerly Chair); Lincoln Center for the Performing Arts, New York; and The BASIC Fund. B.S., 1966, Babson College; M.B.A., 1969, New York University; 20-year attendee, Chief Executives Organization’s Harvard Presidents’ Seminar. Dr. Hernández is President and CEO of the California Health Care Foundation, an independent foundation dedicated to improving the health of the people of California. She is a gubernatorial appointee to the Board of Covered California, the California health insurance marketplace. Prior to joining CHCF, she was CEO of The San Francisco Foundation, which she led for 16 years. Dr. Hernández previously served as Director of Public Health for the City and County of San Francisco and co-chaired San Francisco’s Universal Healthcare Council. B.A., 1979, Yale University; M.D., 1984, Tufts School of Medicine; Senior Executives in State and Local Government certificate program, Harvard University’s John F. Kennedy School of Government. Katherine August-deWilde, 71, Vice Chair and Board Member Pamela J. Joyner, 60, Board Member Ms. August-deWilde was an executive at First Republic Bank from 1985–2015. She served as President from 2007 and as COO from 1996–2014. Previously, she was Senior Vice President and Chief Financial Officer at PMI Group. She serves on the public company boards of TriNet Group, Inc., Eventbrite, Inc., and Sunrun, Inc. She also serves on the private company board of Equilar, Inc. She is a member of the Advisory Council of the Stanford Center on Longevity and a member of the Stanford University Graduate School of Business Advisory Council. A.B., 1969, Goucher College; M.B.A., 1975, Stanford University. Ms. Joyner is a founding partner of Avid Partners LLC, a strategic marketing consulting firm. Previously, she held senior positions at Bowman Capital Management LLC and Capital Guardian Trust Company. She is a trustee emeritus of Dartmouth College, Chair of the Tate Americas Foundation, and a trustee of the Art Institute of Chicago and J. Paul Getty Trust. She was previously Co-Chair of the San Francisco Ballet Association. B.A., 1979, Dartmouth College; M.B.A., 1984, Harvard University; M.A., Honorary Degree, 2001, Dartmouth College. Thomas J. Barrack, Jr., 71, Board Member Reynold Levy, 73, Board Member / Lead Outside Director Mr. Barrack is Executive Chairman and CEO of Colony Capital, Inc. He served in the Reagan administration as Deputy Undersec- retary of the Department of the Interior. He is a trustee of the University of Southern California, sits on a variety of private boards and was awarded France’s Chevalier de la Légion d’honneur by President Nicolas Sarkozy. B.A., 1969, University of Southern California; J.D., 1972, University of San Diego. Mr. Levy serves as a consultant to commercial organizations, nonprofit institutions and individual benefactors. He most recently served as President of the Robin Hood Foundation, and was President of Lincoln Center for the Performing Arts from 2002– 2013. Previously, he was President of the International Rescue Committee and a senior executive at AT&T. He is a fellow of the American Academy of Arts and Sciences, a member of the Council on Foreign Relations, and a trustee of the Charles H. Revson Foundation and the American Ballet Theatre. B.A., 1966, Hobart College; M.A., 1969, University of Virginia; Ph.D., 1973, University of Virginia; J.D., 1973, Columbia University Law School. Hafize Gaye Erkan, 39, President and Board Member Duncan L. Niederauer, 59, Board Member Ms. Erkan joined First Republic in 2014 and became the President in 2017 and Board Member in 2019. Prior to First Republic, she held the position of Managing Director and Head of Financial Institutions Group Strategies at Goldman Sachs, where she worked for nearly a decade, advising boards and executive management of large U.S. banks and insurance companies. B.Sc., 2001, Bogazici University (Turkey); Ph.D., 2006, Princeton University; Harvard Business School Advanced Management Program, 2015; Stanford Graduate School of Business Executive Program in Leadership, 2016. Mr. Niederauer served as CEO of NYSE (2007–2014) and partner of Goldman Sachs. Currently he is a founding partner of Com- munitas Capital Partners, a venture capital fund, and a co-founding partner of the Transcend Wealth Collective, an independent investment advisory firm. He is a director of Realogy Holdings Corp. and Geox SpA, and sits on several additional boards, including The American Ireland Fund and Team Rubicon. He and his wife, Alison, led the Newmark School’s “Destination of Promise” campaign to build a school for children with autism and related disabilities. B.A., 1981, Colgate University; M.B.A., 1985, Emory University. Frank J. Fahrenkopf, Jr., 79, Board Member George G. C. Parker, 80, Board Member Mr. Fahrenkopf was President and CEO of the American Gaming Association for 18 years. He is of counsel in the Washington, D.C., law firm of Hogan Lovells. He is Co-Chairman of the Commission on Presidential Debates. From 1983 to 1989, he was Chairman of the Republican National Committee. He is a director of 11 funds within the Gabelli Funds, LLC, fund complex. He is also a director of Eldorado Resorts, Inc., and a member of the private company board of BMM International. B.A., 1962, University of Nevada, Reno; L.L.B., 1965, University of California, Berkeley. Mr. Parker is the Dean Witter Distinguished Professor of Finance, Emeritus, formerly Senior Associate Dean for Academic Affairs, Director of the MBA Program and Director of Executive Education at the Graduate School of Business, Stanford University. He serves on the board of directors of Colony Capital, Inc., and formerly served on the board of directors of Continental Airlines, Tejon Ranch Company and Threshold Pharmaceuticals, Inc. B.A., 1960, Haverford College; M.B.A., Ph.D., 1967, Stanford University. L. Martin Gibbs, 81, Board Member Cheryl Spielman, 64, Board Member Mr. Gibbs is currently an investor who retired from his law practice in 2010. He previously represented First Republic from its inception through the end of 2009 and was a partner in the law firm of White & Case LLP, where he had a broad-based corporate legal practice with substantial experience in mergers and acquisitions, securitizations, real estate, private equity and banking transactions. A.B., 1959, Brown University; J.D., 1962, Columbia University School of Law. Ms. Spielman was a partner at Ernst & Young U.S. LLP from 1997–2015, where she led the Human Capital Financial Services practice. From 1989–1996, she was an executive with the firm. Previously, she was a tax professional at Arthur Young & Company. She is a trustee of the Cornell University Hillel Board and the Jewish Women’s Foundation of South Palm Beach County, a board member of the Koby Mandel Foundation and Co-Vice President on the Board of Governors of the Polo Club of Boca Raton, Florida. B.S., 1977, Cornell University; M.B.A., 1980, University of Chicago. Certified Public Accountant. Boris Groysberg, 47, Board Member Professor Groysberg teaches business administration in the Organizational Behavior unit at Harvard Business School. He is the author of Chasing Stars: The Myth of Talent and the Portability of Performance and co-author of Talk, Inc.: How Trusted Leaders Use Conversation to Power their Organizations and Wall Street Research: Past, Present, and Future. He has published more than 100 articles, notes and case studies on how firms develop and utilize their talent, and has won numerous awards for his research on managing human capital. B.S., 1994, New York University Stern School of Business; D.B.A., 2002, Harvard Business School. Roger O. Walther, 83, Chairman Emeritus Founding Chairman and member of Director’s Loan Committee, Mr. Walther is Chairman of Tusker Corporation, a real estate management firm. He is a director of The Charles Schwab Corporation, a Chancellor’s Associate and member of the Audit Committee of the UCSF Foundation, and a member of the Festival Napa Valley executive committee. B.S., 1958, United States Coast Guard Academy; M.B.A., 1961, Wharton School, University of Pennsylvania. 90 91 First Republic Values Do the Right Thing Provide Extraordinary Service Think Positively Move Forward, Move Fast Respect the Team Take Responsibility Grow Have Fun 92 93 Locations Northern California San Francisco Market Square 1355 Market Street, Suite 140 San Francisco, California 94103 (415) 487-0888 101 Pine Street San Francisco, California 94111 (415) 262-8767 405 Howard Street, Suite 110 San Francisco, California 94105 (415) 975-3877 One Embarcadero Center Street Level San Francisco, California 94111 (415) 398-8880 Pine Street Extension 101 Pine Street (at Front Street) San Francisco, California 94111 (415) 262-8767 44 Montgomery Street San Francisco, California 94104 (415) 392-3888 1354 Castro Street San Francisco, California 94114 (628) 208-8100 1088 Stockton Street San Francisco, California 94108 (415) 834-0888 1699 Van Ness Avenue San Francisco, California 94109 (415) 447-0888 The Presidio of San Francisco 558 Presidio Boulevard, Suite A San Francisco, California 94129 (415) 561-2988 3533 California Street San Francisco, California 94118 (415) 831-6688 6001 Geary Boulevard San Francisco, California 94121 (415) 751-3888 653 Irving Street San Francisco, California 94122 (415) 564-8881 1809 Irving Street San Francisco, California 94122 (415) 664-0888 279 West Portal Avenue San Francisco, California 94127 (415) 504-8799 San Francisco Peninsula 139 South El Camino Real Millbrae, California 94030 (650) 692-6880 1155 California Drive Burlingame, California 94010 (650) 579-2888 1111 South El Camino Real San Mateo, California 94402 (650) 571-8388 776 El Camino Real Redwood City, California 94063 (650) 216-8883 1215 El Camino Real Menlo Park, California 94025 (650) 470-8888 2550 Sand Hill Road, Suite 100 Menlo Park, California 94025 (650) 233-8880 2275 El Camino Real Palo Alto, California 94306 (650) 329-8883 400 South San Antonio Road Los Altos, California 94022 (650) 559-8810 201 West El Camino Real Sunnyvale, California 94087 (408) 733-8881 10297 South De Anza Boulevard Cupertino, California 95014 (408) 973-8881 1625 The Alameda San Jose, California 95126 (408) 999-0242 275 Los Gatos Saratoga Road Los Gatos, California 95030 (408) 395-2235 401 San Antonio Road, Suite 68 Mountain View, California 94040 (650) 383-2888 San Francisco East Bay 2110 Mountain Boulevard Oakland, California 94611 (510) 530-8881 224 Brookwood Road Orinda, California 94563 (925) 254-8993 1400 Civic Drive Walnut Creek, California 94596 (925) 256-6857 680 Hartz Avenue Danville, California 94526 (925) 820-1777 3130 Crow Canyon Place San Ramon, California 94583 (925) 866-1414 249 Main Street Pleasanton, California 94566 (925) 846-8811 211 South J Street Livermore, California 94550 (925) 373-3811 Marin County 750 Redwood Highway Frontage Road, Suite 1218 Mill Valley, California 94941 (415) 389-0880 1099 Fourth Street San Rafael, California 94901 (415) 485-3888 Napa County 1753 Trancas Street Napa, California 94558 (707) 254-8600 999 Adams Street, Suite 401 St. Helena, California 94574 (707) 968-0988 Sonoma County 640 Third Street Santa Rosa, California 95404 (707) 544-8881 Southern California Los Angeles 1888 Century Park East Los Angeles, California 90067 (310) 712-1888 9593 Wilshire Boulevard Beverly Hills, California 90212 (310) 288-0777 11770 San Vicente Boulevard Los Angeles, California 90049 (310) 820-1820 431 Wilshire Boulevard Santa Monica, California 90401 (310) 393-8889 12070 Ventura Boulevard Studio City, California 91604 (818) 752-4777 888 South Figueroa Street, Suite 100 Los Angeles, California 90017 (213) 239-8883 16300 Ventura Boulevard Encino, California 91436 (818) 263-8798 601 North Sepulveda Boulevard Manhattan Beach, California 90266 (Projected opening Summer 2019) Santa Barbara 1200 State Street Santa Barbara, California 93101 (805) 560-6883 Palm Desert 73010 El Paseo Palm Desert, California 92260 (760) 776-8882 Newport Beach 3991 MacArthur Boulevard, Suite 300 Newport Beach, California 92660 (949) 756-8828 2800 East Coast Highway Corona del Mar, California 92625 (949) 721-0988 San Diego County 1280 Fourth Avenue San Diego, California 92101 (619) 238-9088 8347 La Mesa Boulevard La Mesa, California 91942 (619) 462-6700 1200 Prospect Street, Suite 125 La Jolla, California 92037 (858) 454-8883 1110 Camino Del Mar Del Mar, California 92014 (858) 755-5600 116 East Grand Avenue Escondido, California 92025 (760) 740-7000 12626 High Bluff Drive, Suite 400 San Diego, California 92130 (858) 259-2795 Oregon 947 SW Broadway Portland, Oregon 97205 (503) 525-8800 148 East 79th Street (at Lexington Avenue) New York, New York 10075 (212) 288-6888 575 Madison Avenue (at 56th Street) New York, New York 10022 (212) 371-8088 320 Park Avenue (at 51st Street) New York, New York 10022 (212) 486-8882 443 Park Avenue South (at East 30th Street) New York, New York 10016 (212) 532-8882 2405 West Burnside Street Portland, Oregon 97210 (Projected opening Winter 2019) 442 6th Avenue (at 10th Street) New York, New York 10011 (212) 253-8888 One Post Office Square Boston, Massachusetts 02109 (617) 423-2888 772 Boylston Street Boston, Massachusetts 02199 (617) 859-8888 284 Washington Street Wellesley, Massachusetts 02481 (781) 239-9881 47 Brattle Street Cambridge, Massachusetts 02138 (617) 218-8488 New Hampshire Lending Office 130 Main Street, Suite 206A Salem, New Hampshire 03079 (603) 893-8875 Wyoming 545 West Broadway Jackson, Wyoming 83001 (307) 264-7888 New York Rockefeller Center 1230 Avenue of the Americas (at 48th Street) New York, New York 10020 (212) 459-9000 Time Warner Center 10 Columbus Circle (at West 59th Street) New York, New York 10019 (212) 331-0088 2160 Broadway (at 76th Street) New York, New York 10024 (212) 580-8588 225 Broadway (at Barclay Street) New York, New York 10007 (212) 372-3088 Florida 241 Royal Palm Way Palm Beach, Florida 33480 (561) 835-8829 300 South U.S. Highway 1 Jupiter, Florida 33477 (561) 529-8388 4506 PGA Boulevard Palm Beach Gardens Florida 33418 (Projected opening Spring 2019) 163 Canal Street (at Elizabeth Street) New York, New York 10013 (Projected opening Spring 2019) 329 10th Avenue (at 29th Street) New York, New York 11101 (Projected opening Winter 2019) Connecticut 93 Mason Street Greenwich, Connecticut 06830 (203) 422-0818 Massachusetts 160 Federal Street Boston, Massachusetts 02110 (617) 330-1288 94 95 Private Wealth Management Corporate Information Northern California 111 Pine Street San Francisco, California 94111 (415) 288-1400; (800) 257-4414 2500 Sand Hill Road, Suite 200 Menlo Park, California 94025 (650) 433-5508 3000 Sand Hill Road, Suite 2-160 Menlo Park, California 94025 (650) 352-9300 2275 El Camino Real Palo Alto, California 94306 (650) 329-8883; (866) 818-8883 1400 Civic Drive Walnut Creek, California 94596 (925) 256-6857 Southern California 1888 Century Park East Los Angeles, California 90067 (310) 712-1888; (877) 743-7777 1200 State Street Santa Barbara, California 93101 (800) 677-0953 3991 MacArthur Boulevard, Suite 300 Newport Beach, California 92660 (949) 756-8828; (888) 339-3088 12626 High Bluff Drive, Suite 400 San Diego, California 92130 (858) 259-2795 Oregon 947 SW Broadway Portland, Oregon 97205 (503) 525-8800; (888) 848-3680 Washington 900 Washington Street, Suite 800 Vancouver, Washington 98660 (360) 695-6047 Wyoming 545 West Broadway Jackson, Wyoming 83001 (307) 264-7888 New York Rockefeller Center 1230 Avenue of the Americas (at 48th Street) New York, New York 10020 (212) 759-7755; (800) 775-0604 1001 Franklin Avenue, Suite 100 (at 10th Street) Garden City, New York 11530 (516) 873-7888 Massachusetts 160 Federal Street Boston, Massachusetts 02110 (617) 330-1288; (866) 810-8919 284 Washington Street Wellesley, Massachusetts 02481 (781) 239-9881 Delaware 1201 North Market Street, 10th Floor Wilmington, Delaware 19801 (302) 888-2988 Florida 241 Royal Palm Way Palm Beach, Florida 33480 (561) 835-8829 300 South U.S. Highway 1 Jupiter, Florida 33477 (561) 529-8388 5100 Town Center Circle, Suite 650 Boca Raton, Florida 33486 (Projected opening Spring 2019) Hawaii 745 Fort Street Mall, Suite 1202 Honolulu, Hawaii 96813 (808) 524-4477; (866) 524-4477 stock trading Listed on the New York Stock Exchange: Common Stock Symbol: FRC Preferred Stock Series D, F, G, H, I Symbols: FRCPrD, FRCPrF, FRCPrG, FRCPrH, FRCPrI First Republic is a constituent of the S&P 500 Index and KBW Nasdaq Bank Index. transfer agent Computershare Inc. and Computershare Trust Company, N.A. external counsel Sullivan & Cromwell LLP Arnold & Porter LLP auditors KPMG LLP First Republic Private Wealth Management encompasses First Republic Investment Management, Inc., an SEC-registered Investment Advisor, First Republic Securities Company, LLC, Member FINRA/SIPC, First Republic Trust Company and First Republic Trust Company of Delaware LLC. 96 Printed on Forest Stewardship Council® certified paper. The FSC®’s mission is to promote environmentally sound, socially beneficial and economically prosperous management of the world’s forests. Design: Howry Design Associates / San Francisco Principal Photography: Jamey Stillings Project Directors: Seta Hanoian and Rachel Ward © 2019 First Republic Bank 111 Pine Street San Francisco, CA 94111 (415) 392-1400 (800) 392-1400 firstrepublic.com 

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