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Norwood Financial Corp.A nnual Report Chairman’s Message L E T T E R T O S H A R E H O L D E R S As we look back over the past year, many thoughts come to mind. It was a year filled with progress, as well as new challenges, and I am inspired by how our team came together. While 2020 was a story of resilience and perseverance for Washington Trust, 2021 showed how valuable employee dedication, commitment, and accessibility are to our customers and the communities where we work and live. In times of uncertainty and change, consistency and authenticity are paramount. We hold ourselves personally accountable every day, always striving to proceed in an ethical manner, foster an inclusive and sharing culture, and maintain a long-term focus. While the pandemic continues to affect us all, we remain diligent and deliberate in our efforts to deliver outstanding service to our customers and shareholders, opting to play offense in the face of lingering economic and societal headwinds. We continue to benefit from our prudent approach to growth and our diversified business model. Our corporation generated record earnings of $76.9 million, or $4.39 per diluted share, with significant contributions from all major business lines. Key highlights for the year include: • Returns on average equity and average assets for 2021 were 14.03% and 1.32%, respectively, compared to 13.51% and 1.22%, respectively, for the prior year. • Wealth management assets under administration amounted to an all-time high of $7.8 billion as of December 31, 2021. Wealth management revenues for 2021 reached a record high of $41.3 million. • Residential real estate loan originations reached a record high of $1.69 billion in 2021. • Total loans, excluding Paycheck Protection Program (“PPP”) loans, amounted to $4.2 billion as of December 31, 2021, up by $239 million, or 6%, from a year ago. • In-market deposits reached a record $4.5 billion on December 31, 2021, up by $678 million, or 18%, from a year ago. • Dividends declared in 2021 totaled $2.10 per share, an increase of 5 cents per share from 2020, representing our eleventh consecutive year with a dividend increase. We continue to focus on technologies that strengthen our service model and allow us to connect seamlessly with our customers according to their personal preferences. We strive to offer digital solutions to address our customers’ evolving needs and enrich their everyday experience, while ensuring we continue to provide the trusted advice and personal service that is central to our mission and engrained in our cultural DNA. We continue to prioritize the safety and security of our clients’ data and privacy by investing in people and systems, committing to vigilant board and management oversight, providing extensive employee training, and following current industry best practices. In addition, we offer sophisticated tools, educational seminars, and advice to help our personal and business customers protect themselves from fraud. Finally, we recently released our inaugural Environmental, Social, and Governance report, which showcases the ongoing investments we’re making in our people, our communities, and the broader environment. For Washington Trust, social responsibility is something deeply ingrained in our culture. Whether it’s enhancing policies to bring more diversity to our employee base, supporting minority and women-owned businesses, or committing our time to help with environmental causes, we continuously strive to improve our role as a socially responsible and inclusive employer of choice. I’m extremely proud of the team we have assembled and remain committed to fostering a supportive and inclusive work environment to help our employees achieve their professional goals. We understand that motivated and fulfilled employees are the key to building a successful organization. When our employees thrive, so do our customers, and this is the key for Washington Trust to continue its strong growth trajectory. We look to the future with a renewed sense of optimism, determination, and confidence that our collaborative and supportive spirit will empower us to succeed in our mission to respect, support and assist one another. We remain committed to being the best for our employees, our customers, and our communities, while enhancing the value of our corporation for our shareholders. We thank you for your continued support. Sincerely, Edward O. Handy III Chairman and Chief Executive Officer F I N A N C I A L H I G H L I G H T S Net Income (In Millions) Diluted Earnings (Per Common Share) $69.1 $69.8 $76.9 $3.96 $4.00 $4.39 2019 2020 2021 2019 2020 2021 Cash Dividends (Declared Per Share) Total Loans (Year-end; In Billions) $2.00 $2.05 $2.10 $3.9 $4.2 $4.3 7% 40% 53% 2019 2020 2021 2019 2020 2021 Commercial Residential Consumer Total Deposits (Year-end; In Billions) $5.0 $4.4 $3.5 26% 33% 41% Revenues (In Millions) $226.9 $228.8 $200.5 8% 13% 18% 61% 2020 2019 Demand & NOW Money Market & Savings Time Deposits 2021 2019 2020 Net Interest Income Wealth Management Revenues 2021 Mortgage Banking Revenues Other In thousands, except per share and ratio data 2 0 2 1 2 0 2 0 2 0 1 9 At or for the years ended December 31, F I N A N C I A L C O N D I T I O N Total assets Total securities Total loans Allowance for credit losses on loans* Total deposits Total shareholders’ equity Book value per share Total risk-based capital ratio Equity to assets O P E R AT I N G R E S U LT S Net interest income Provision for credit losses* Wealth management revenues Mortgage banking revenues Other noninterest income Total noninterest expenses Income before income taxes Income tax expense Net income Earnings per common share – diluted Cash dividends declared per share Return on average assets Return on average equity Net interest margin (taxable equivalent basis) A S S E T Q U A L I T Y Nonperforming assets to total assets Total past due loans to total loans Allowance for credit losses on loans to total loans* Net loan charge-offs to average loans $5,851,127 $5,713,169 $5,292,659 1,042,859 4,272,925 39,088 4,980,051 564,808 32.59 14.01% 9.65% 894,571 899,490 4,195,990 3,892,999 44,106 27,014 4,378,353 3,498,882 534,195 503,492 30.94 13.51% 9.35% 29.00 12.94% 9.51% $141,435 $127,444 $133,414 (4,822) 41,282 28,626 17,486 135,464 98,187 21,317 76,870 4.39 2.10 1.32% 14.03% 2.59% 0.24% 0.24% 0.91% 0.01% 12,342 35,454 47,377 16,611 1,575 36,848 14,795 15,437 125,384 110,740 89,160 19,331 69,829 4.00 2.05 1.22% 13.51% 2.40% 0.23% 0.30% 1.05% 0.03% 88,179 19,061 69,118 3.96 2.00 1.34% 14.34% 2.77% 0.35% 0.40% 0.69% 0.04% * Based on the current expected credit losses (“CECL”) accounting methodology in 2021 and 2020, and the incurred loss accounting methodology in 2019. This report contains certain statements that may be considered “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Actual results, performance or achievements of Washington Trust may differ materially from those discussed in these forward-looking statements, as a result of, among other factors, the factors described under the caption “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission (“SEC”) and updated by our Quarterly Reports on Form 10-Q and other filings with the SEC. You should carefully review all of these factors, and you should be aware that there may be other factors that could cause these differences. These forward- looking statements were based on information, plans and estimates at the date of this report, and Washington Trust assumes no obligation to update forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes. Looking forward O P E R AT I O N A L U P D AT E with Mark K.W. Gim, President and Chief Operating Officer Q. What were your priorities in 2021? A. First and foremost, we are always deliberate and selective about the initiatives we choose to undertake. Washington Trust has a rich history of steady growth, which we believe results from this approach. 2021 was a year in which we redoubled our efforts to ensure our projects and resources were focused on meeting our strategic goals with the customer as our focal point. Our customer- centric approach is the connective tissue that ties our major initiatives together and we continue to invest in programs where the customer benefit is clear. Q. What were some of the 2021 achievements? A. We had terrific performances across all business lines—retail banking, mortgage banking, commercial banking, and wealth management—with tremendous support from key areas, including technology, operations, marketing, and human resources. I couldn’t be prouder of our team. Whether they were working onsite or remotely, they got the job done with the same high standard of responsiveness and service. We continued to serve the borrowing needs of residents and businesses in our core Rhode Island market as well as in the neighboring Massachusetts and Connecticut area. Our mortgage banking team originated a record level of residential real estate loans in 2021, proving once again that this group is a key part of our business model. Our commercial and small business banking teams provided commercial real estate, commercial and industrial, small business, and Small Business Administration financing, as well as cash management solutions, to businesses throughout the region. We also continued to assist businesses who had received funding through PPP. Overall, we were pleased with our commercial activity in 2021. Although total growth was limited by a high level of payoffs and PPP loan runoff, credit formation was very strong during the year. We continued to expand our footprint in 2021 by opening an office in East Greenwich, Rhode Island and, despite the restrictions posed by the pandemic, the branch is off to a great start. We plan on opening a branch in Cumberland, Rhode Island later this year and are evaluating additional locations for future branch expansion. While many competitors in the industry are consolidating branch locations, we’ve found that having a physical branch presence is still important to local depositors and businesses. We are a community bank at our core, and we believe our high-touch approach of accessible, comprehensive, personalized service is a key differentiator. Our wealth management group continued to expand its capabilities as a premier regional boutique advisory group. As part of our commitment to wealth management, we look to sustain organic growth as well as continue our track record of successful strategic acquisitions. In 2021, we rebranded and unified our Rhode Island, Massachusetts, and Connecticut Wealth Management offices under the Washington Trust Wealth Management name. As a collaborative organization, our unified name demonstrates Washington Trust’s comprehensive approach to wealth management as we help clients manage their wealth, achieve their financial planning goals, build their legacies, and fulfill their banking and borrowing needs. While we are proud of our achievements in 2021, we are humbled to have been recognized for excellence as an employer and a bank by a number of industry organizations. These accolades are a testament to the quality and dedication of all the employees across our organization. For the third consecutive year, American Banker named us one of the nation’s Best Banks to Work For, Forbes named us one of the Best In-State Banks in Rhode Island for the second consecutive year, while Newsweek named us the Best Small Bank in Rhode Island. In addition, Providence Business News named us one of Rhode Island’s Best Places to Work for the eleventh year in a row, and one of the Healthiest Employers in Rhode Island. Q. What are some future initiatives? A. We have some exciting programs underway that are designed to improve how we interact with our customers and give us additional insight into how they want to interact with us. First, we have partnered with top technology providers to enhance the customer-centric service model we have established. We are preparing a digitization roadmap, which will help to define and improve our digital interactions with customers across all our business lines—retail banking, mortgage banking, commercial banking, and wealth management. The goal is to identify and incorporate digital solutions to supplement and enhance the highly personal interactions that are our foundation. A related program is underway to focus the customer experience across the organization to ensure consistency across all customer touchpoints. Again, as part of our customer-centric approach, we want to meet our customers through the channels they prefer, with the same consistent, high level of service. This program will help us align our internal structures, processes, and technologies to address evolving customer needs and behaviors, ensuring we have enhanced security protocols in place, and ultimately, allowing the customer to choose how they wish to interact with us. Q. What is your long-term vision for Washington Trust? A. We are proud that our customers continue to choose us to help them manage their financial lives. We believe our customers benefit most when we build strong and enduring relationships that address all their banking, borrowing, and wealth management needs. This relationship focus naturally results in growth—expanding relationships with current customers, as well as doing business with customers that may be new to our organization. We are confident in the sustainability of our diversified business model, as its success has been proven over business cycles throughout our 220+ year history. We remain committed to continually evaluating our services, processes, and technology to ensure we deliver the value our customers, shareholders, and employees deserve. For more than two centuries, Washington Trust is the Bank individuals and businesses have turned to when they’ve had money matters on their mind or needed support in the communities we serve. In today’s technology-driven world, our Trusted Advisors believe human interaction and expert guidance are more important than ever. Financial questions can be tricky. When they are, Ask WashTrust. Because sometimes the most important connection is a human one. T H E W A S H I N G T O N T R U S T C O M PA N Y W A S H I N G T O N T R U S T B A N C O R P, I N C . Executive Leadership Board of Directors Edward O. Handy III Chairman and Chief Executive Officer Mark K. W. Gim President and Chief Operating Officer Ronald S. Ohsberg Senior Executive Vice President, Chief Financial Officer and Treasurer Kristen L. DiSanto Senior Executive Vice President, Chief Human Resources Officer and Corporate Secretary William K. Wray, Sr. Senior Executive Vice President and Chief Risk Officer James M. Hagerty Executive Vice President and Chief Lending Officer Maria N. Janes, CPA Executive Vice President, Chief Accounting Officer and Controller Mary E. Noons Executive Vice President and Chief Retail Lending Officer Kathleen A. Ryan, Esq. Executive Vice President and Chief Wealth Management Officer Elizabeth B. Eckel Senior Vice President and Chief Marketing and Corporate Communications Officer Dennis L. Algiere Executive Vice President, Chief Compliance Officer and Director of Community Affairs C. Scott Ostrowski Senior Vice President and Chief Audit Executive Debra A. Gormley Executive Vice President and Chief Retail Banking Officer John J. Bowen Chancellor Emeritus, Johnson & Wales University Steven J. Crandall Vice President, Ashaway Line & Twine Mfg. Co. Robert A. DiMuccio, CPA Chairman, President and Chief Executive Officer, Amica Mutual Insurance Company Joseph P. Gencarella, CPA Retired Audit Partner, KPMG LLP Edward O. Handy III Chairman and Chief Executive Officer, Washington Trust Bancorp, Inc. Constance A. Howes, Esq. Retired Healthcare Executive Alimamy D. “Junior” Jabbie, Jr. Owner, President and Chief Executive Officer, Banneker Supply Chain Solutions, Inc. Joseph J. MarcAurele Retired Chairman and Chief Executive Officer, Washington Trust Bancorp, Inc. Kathleen E. McKeough Retired Senior Vice President of Human Resources, GTECH Holdings Corporation Sandra Glaser Parrillo Retired President and Chief Executive Officer, Providence Mutual Fire Insurance Company John T. Ruggieri Senior Vice President and Chief Financial Officer, Gilbane Building Company, and Vice President and Chief Financial Officer, Gilbane, Inc. Edwin J. Santos Retired Financial Services Executive Lisa M. Stanton Retired General Manager, Enterprise Strategy, American Express The Washington Trust Company Directors’ Advisory Council Officers of the Corporation Alcino G. Almeida Edward M. Mazze Joyce Olson Resnikoff Gary P. Bennett Larry J. Hirsch Barry G. Hittner James W. McCormick, Jr. Patrick J. Shanahan, Jr. Brendan P. O’Donnell Neil H. Thorp Victor J. Orsinger II, Esq. John F. Treanor Katherine W. Hoxsie, CPA Joseph H. Potter John C. Warren Joseph J. Kirby H. Douglas Randal III Edward O. Handy III Chairman and Chief Executive Officer Mark K. W. Gim President and Chief Operating Officer Ronald S. Ohsberg Senior Executive Vice President, Chief Financial Officer and Treasurer Kristen L. DiSanto Senior Executive Vice President, Chief Human Resources Officer and Corporate Secretary Maria N. Janes, CPA Executive Vice President, Chief Accounting Officer and Controller As of publication date Locations C U S T O M E R S O L U T I O N S C E N T E R RI: 401-348-1200 Toll-free: 800-475-2265 W E B S I T E S T I C K E R S Y M B O L ir.washtrust.com washtrust.com washtrustmortgage.com washtrustwealth.com NASDAQ: WASH The Corporation has an Affirmative Action Plan and is an Equal Opportunity Employer. Washington Trust is also a member of the FDIC and an Equal Housing Lender. BRANCH OFFI CE S HEADQUARTERS 23 Broad Street Westerly, RI 02891 401-348-1200 BLOCK ISLAND, RI Block Island Office Ocean Avenue Block Island, RI 02807 401-466-7710 CHARLESTOWN, RI Charlestown Office 4137 Old Post Road Charlestown, RI 02813 401-364-4000 COVENTRY, RI Coventry Office 732 Tiogue Avenue Coventry, RI 02816 401-262-3690 CRANSTON, RI Oaklawn Avenue Office 1203 Oaklawn Avenue Cranston, RI 02920 401-732-0049 Plainfield Pike Office 2174 Plainfield Pike Cranston, RI 02921 401-383-8223 Reservoir Avenue Office 645 Reservoir Avenue Cranston, RI 02910 401-946-1004 CUMBERLAND, RI Opening Summer 2022 Cumberland Office 1900 Mendon Road Cumberland, RI 02864 401-532-3470 EAST GREENWICH, RI East Greenwich Office 695 Main Street East Greenwich, RI 02818 401-715-0280 EAST PROVIDENCE, RI East Providence Office 587 Taunton Avenue East Providence, RI 02914 401-383-8800 Rumford Office 330 Newport Avenue Rumford, RI 02916 401-228-6555 JOHNSTON, RI Johnston Office 1383 Atwood Avenue Johnston, RI 02919 401-383-7431 NARRAGANSETT, RI Bonnet Shores Office 885 Boston Neck Road Narragansett, RI 02882 401-782-4800 Sweet Meadows Office 20 Point Judith Road Narragansett, RI 02882 401-782-1000 NORTH KINGSTOWN, RI North Kingstown Office 7625 Post Road North Kingstown, RI 02852 401-295-4700 NORTH PROVIDENCE, RI North Providence Office 1588 Mineral Spring Avenue North Providence, RI 02904 401-473-2921 PROVIDENCE, RI East Side Office 229 Waterman Street Providence, RI 02906 401-443-2800 Providence Office 156 Westminster Street Providence, RI 02903 401-421-3600 RICHMOND, RI Richmond Office 1200 Main Street Wyoming, RI 02898 401-539-2427 SOUTH KINGSTOWN, RI Wakefield Office 730 Kingstown Road Wakefield, RI 02879 401-782-4200 WARWICK, RI Centerville Road Office 236 Centerville Road Warwick, RI 02886 401-739-2353 Governor Francis Office 1473 Warwick Avenue Warwick, RI 02888 401-921-2500 WESTERLY, RI Main Office 23 Broad Street Westerly, RI 02891 401-348-1200 Franklin Street Office 126 Franklin Street Westerly, RI 02891 401-348-1367 McQuade’s Marketplace 106 Main Street Westerly, RI 02891 401-348-1201 MYSTIC, CT McQuade’s Marketplace 14 Clara Drive Mystic, CT 06355 860-572-2058 C O M M E R C I A L B A N K I N G O F F I C E S PROVIDENCE, RI 10 Weybosset Street, Suite 100 Providence, RI 02903 401-331-5090 WARWICK, RI 236 Centerville Road Warwick, RI 02886 401-739-2353 WESTERLY, RI 23 Broad Street Westerly, RI 02891 401-348-1200 GLASTONBURY, CT* 200 Glastonbury Boulevard, Suite 203 Glastonbury, CT 06033 860-430-9900 BRAINTREE, MA* 25 Braintree Hill Office Park, Suite 309 Braintree, MA 02184 781-428-7970 BURLINGTON, MA* 25 Mall Road, Suite 408 Burlington, MA 01803 781-229-2004 SHARON, MA* One Merchant Street, Suite 102 Sharon, MA 02067 781-784-3089 WELLESLEY, MA* 62 Walnut Street, Suite 102 Wellesley, MA 02481 781-489-3175 W E A LT H M A N A G E M E N T O F F I C E S NARRAGANSETT, RI 20 Point Judith Road Narragansett, RI 02882 800-582-1076 NEW HAVEN, CT One Century Tower 265 Church Street, Suite 1006 New Haven, CT 06510 800-582-1076 PROVIDENCE, RI 10 Weybosset Street, Suite 200 Providence, RI 02903 800-582-1076 WELLESLEY, MA Wellesley Office Park 100 William Street, Suite 200 Wellesley, MA 02481 800-582-1076 M O RT G A G E O F F I C E S WARWICK, RI 171 Service Avenue Warwick, RI 02886 401-681-4224 WESTERLY, RI 23 Broad Street Westerly, RI 02891 800-582-1076 *Operating as Washington Trust Mortgage Company Stock Transfer and Dividend Disbursing Agent: American Stock Transfer & Trust Company 6201 15th Avenue, Brooklyn, NY 11219 800-852-0354 www.astfinancial.com The Corporation’s 2022 Proxy Statement and 2021 Form 10-K are available online by visiting the Corporation’s website ir.washtrust.com/proxy, by calling the Corporation’s toll-free number at 800-475-2265 extension 1566, or by email at investor.relations@washtrust.com. Auditors: Crowe LLP, Livingston, New Jersey Counsel: Goodwin Procter LLP, Boston, Massachusetts
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