TFS Financial CORP [TFSL] Filings

10-K 1 tfsl-20230930.htm 10-K tfsl-20230930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________________________

FORM 10-K

________________________________


☒			ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For transition period from to

Commission File Number 001-33390

___________________________________________

TFS FINANCIAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

___________________________________________


United States of America		52-2054948
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

7007 Broadway Avenue
Cleveland,	Ohio	44105
(Address of Principal Executive Offices)		(Zip Code)

(216) 441-6000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange in which registered

Common Stock, par value $0.01 per share

TFSL

The NASDAQ Stock Market, LLC

Securities registered pursuant to Section 12(g) of the Act: None

___________________________________________

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer", "accelerated filer,” "smaller reporting company," and "emerging growth company" Rule 12b-2 of the Exchange Act:

Large accelerated filer

Accelerated filer o

Non-accelerated filer o

Smaller reporting company

☐

Emerging growth company

☐

If an emerging company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Yes x No ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.) Yes ☐ No x

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant, computed by reference to the last sale price on March 31, 2023, as reported by the NASDAQ Global Select Market, was approximately $651.97 million.

At November 20, 2023, there were 280,359,173 shares of the Registrant’s common stock, par value $0.01 per share, outstanding, of which 227,119,132 shares, or 81.01% of the Registrant’s common stock, were held by Third Federal Savings and Loan Association of Cleveland, MHC, the Registrant’s mutual holding company.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s Proxy Statement for the 2024 Annual Meeting of Shareholders are incorporated by reference in Part III hereof to the extent indicated therein.

TFS Financial Corporation

INDEX


Part I

Item 1.	Business	4

Item 1A.	Risk Factors	36

Item 1B.	Unresolved Staff Comments	45

Item 2.	Properties	45

Item 3.	Legal Proceedings	45

Item 4.	Mine Safety Disclosures	45

Part II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	45

Item 6.	[Reserved]	47

Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation	47

Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	63

Item 8.	Financial Statements and Supplementary Data	66

Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	66

Item 9A.	Controls and Procedures	66

Item 9B.	Other Information	69

Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	69

Part III

Item 10.	Directors, Executive Officers and Corporate Governance	69

Item 11.	Executive Compensation	71

Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	71

Item 13.	Certain Relationships and Related Transactions, and Director Independence	72

Item 14.	Principal Accounting Fees and Services	72

Part IV

Item 15.	Exhibits and Financial Statement Schedules	72

Item 16.	Form 10-K Summary	72

F ORM 10 -K EXHIBIT INDEX		121

S I GNATURES		123

Table of Contents

GLOSSARY OF TERMS

TFS Financial Corporation provides the following list of acronyms and other terms as a tool for the reader. The acronyms and other terms identified below are used throughout the document.


ACL: Allowance for Credit Losses			FDIC: Federal Deposit Insurance Corporation
ACT: Tax Cuts and Jobs Act			FHFA: Federal Housing Finance Agency
AOCI: Accumulated Other Comprehensive Income			FHLB: Federal Home Loan Bank
ARM: Adjustable-Rate Mortgage			FICO: Fair Isaac Corporation
ASC: Accounting Standards Codification			FRB-Cleveland: Federal Reserve Bank of Cleveland
ASU: Accounting Standards Update			Freddie Mac: Federal Home Loan Mortgage Corporation
Association: Third Federal Savings and Loan			FRS: Board of Governors of the Federal Reserve System
Association of Cleveland			GAAP: Generally Accepted Accounting Principles
BOLI: Bank Owned Life Insurance			Ginnie Mae: Government National Mortgage Association
BSA: Bank Secrecy Act			GVA: General Valuation Allowance
BTFP: Bank Term Funding Program			HOLA: Home Owners' Loan Act
CARES Act: Coronavirus Aid, Relief and Economic Security			HPI: Home Price Index
Act			IRR: Interest Rate Risk
CDs: Certificates of Deposit			IRS: Internal Revenue Service
CECL: Current Expected Credit Losses			IVA: Individual Valuation Allowance
CET1: Common Equity Tier 1			LDI: Liability Driven Investment
CFPB: Consumer Financial Protection Bureau			LIBOR: London Interbank Offer Rate
CLTV: Combined Loan-to-Value			LIHTC: Low Income Housing Tax Credit
Company: TFS Financial Corporation and its			LIP: Loans-in-Process
subsidiaries			LTV: Loan-to-Value
COSO: Committee of Sponsoring Organizations of the			MMK: Money Market Account
Treadway Commission			OCC: Office of the Comptroller of the Currency
CRA: Community Reinvestment Act			OCI: Other Comprehensive Income
DFA: Dodd-Frank Wall Street Reform and Consumer			OTS: Office of Thrift Supervision
Protection Act			PCAOB: Public Company Accounting Oversight Board
DIF: Deposit Insurance Fund			PMI: Private Mortgage Insurance
EaR: Earnings at Risk			PMIC: PMI Mortgage Insurance Co.
EPS: Earnings per Share			QTL: Qualified Thrift Lender
ESG: Environmental, Social and Governance			REMICs: Real Estate Mortgage Investment Conduits
ESOP: Third Federal Employee (Associate) Stock			SEC: United States Securities and Exchange Commission
Ownership Plan			SOFR: Secured Overnight Financing Rate
EVE: Economic Value of Equity			TDR: Troubled Debt Restructuring
Fannie Mae: Federal National Mortgage Association			Third Federal Savings, MHC: Third Federal Savings
FASB: Financial Accounting Standards Board			and Loan Association of Cleveland, MHC

Table of Contents

PART I


Item 1.			Business


Forward Looking Statements
This report contains forward-looking statements, which can be identified by the use of such words as estimate, project, believe, intend, anticipate, plan, seek, expect and similar expressions. These forward-looking statements include, among other things:
●			statements of our goals, intentions and expectations;
●			statements regarding our business plans and prospects and growth and operating strategies;
●			statements concerning trends in our provision for credit losses and charge-offs on loans and off-balance sheet exposures;
●			statements regarding the trends in factors affecting our financial condition and results of operations, including credit quality of our loan and investment portfolios; and
●			estimates of our risks and future costs and benefits.

These forward-looking statements are subject to significant risks, assumptions and uncertainties, including, among other things, the following important factors that could affect the actual outcome of future events:
●			significantly increased competition among depository and other financial institutions, including with respect to our ability to charge overdraft fees;
●			inflation and changes in the interest rate environment that reduce our interest margins or reduce the fair value of financial instruments, or our ability to originate loans;
●			general economic conditions, either globally, nationally or in our market areas, including employment prospects, real estate values and conditions that are worse than expected;
●			the strength or weakness of the real estate markets and of the consumer and commercial credit sectors and its impact on the credit quality of our loans and other assets, and changes in estimates of the allowance for credit losses;
●			decreased demand for our products and services and lower revenue and earnings because of a recession or other events;
●			changes in consumer spending, borrowing and savings habits;
●			adverse changes and volatility in the securities markets, credit markets or real estate markets;
●			our ability to manage market risk, credit risk, liquidity risk, reputational risk, regulatory risk and compliance risk;
●			our ability to access cost-effective funding;
●			legislative or regulatory changes that adversely affect our business, including changes in regulatory costs and capital requirements and changes related to our ability to pay dividends and the ability of Third Federal Savings, MHC to waive dividends;
●			changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board or the Public Company Accounting Oversight Board;
●			the adoption of implementing regulations by a number of different regulatory bodies, and uncertainty in the exact nature, extent and timing of such regulations and the impact they will have on us;
●			our ability to enter new markets successfully and take advantage of growth opportunities;
●			future adverse developments concerning Fannie Mae or Freddie Mac;
●			changes in monetary and fiscal policy of the U.S. Government, including policies of the U.S. Treasury, the Federal Reserve System, Fannie Mae, the OCC, FDIC, and others;
●			the continuing governmental efforts to restructure the U.S. financial and regulatory system;
●			the ability of the U.S. Government to remain open, function properly and manage federal debt limits;
●			changes in policy and/or assessment rates of taxing authorities that adversely affect us or our customers;
●			changes in accounting and tax estimates;
●			changes in our organization and changes in expense trends, including but not limited to trends affecting non-performing assets, charge-offs and provisions for credit losses;
●			changes in the value of our goodwill or other intangible assets;
●			the inability of third-party providers to perform their obligations to us;
●			our ability to retain key employees;
●			civil unrest;
●			cyber-attacks, computer viruses and other technological risks that may breach the security of our websites or other systems to obtain unauthorized access to confidential information, destroy data or disable our systems; and
●			the impact of wide-spread pandemic, including COVID-19, and related government action, on our business and the economy.

Because of these and other uncertainties, our actual future results may be materially different from the results indicated by any forward-looking statements. Any forward-looking statement made by us in this report speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as may be required by law. Please see Item 1A. Risk Factors for a discussion of certain risks related to our business.

Table of Contents

TFS FINANCIAL CORPORATION

TFS Financial Corporation (“we,” “us,” or “our”) was organized in 1997 as the mid-tier stock holding company for the Association. We completed our initial public stock offering in 2007 and issued 100,199,618 shares of common stock, or 30.16% of our post-offering outstanding common stock, to subscribers in the offering. Additionally, at the time of the public offering, 5,000,000 shares of our common stock, or 1.50% of our outstanding shares, were issued to the newly formed charitable foundation, Third Federal Foundation. Third Federal Savings, MHC, our mutual holding company parent, held and continues to hold, the remainder of our outstanding common stock (227,119,132 shares). Net proceeds from our initial public stock offering were approximately $886 million and reflected the costs we incurred in completing the offering as well as a $106.5 million loan to the ESOP related to its acquisition of shares in the initial public stock offering.

Our ownership of the Association remains our primary business activity. We also operate Third Capital, Inc. as a wholly-owned subsidiary. See THIRD CAPITAL, INC. below.

As the holding company of the Association, we are authorized to pursue other business activities permitted by applicable laws and regulations for savings and loan holding companies, which include making equity investments and the acquisition of banking and financial services companies.

Our cash flow depends primarily on earnings from the investment of proceeds we retained from the initial offering, and any dividends we receive from the Association and Third Capital, Inc. All of our officers are also officers of the Association. In addition, we use the services of the support staff of the Association from time to time. We may hire additional associates, as needed, to the extent we expand our business in the future.

THIRD CAPITAL, INC.

Third Capital, Inc. is a Delaware corporation that was organized in 1998 as our wholly-owned subsidiary. At September 30, 2023, Third Capital, Inc. had consolidated assets of $9.0 million, and for the fiscal year ended September 30, 2023, Third Capital, Inc. had consolidated net income of $0.2 million. Third Capital, Inc. has no separate operations other than as the holding company for its operating subsidiaries, and as a minority investor or partner in other entities. As of September 30, 2023, the only remaining entity in which Third Capital, Inc. has an investment in is Third Cap Associates, Inc., an Ohio corporation that owns 49% and 60% of two title agencies that provide escrow and settlement services in the States of Ohio, Florida and New Jersey, primarily to customers of the Association. For the fiscal year ended September 30, 2023, Third Cap Associates, Inc. recorded net income of $0.2 million.

THIRD FEDERAL SAVINGS AND LOAN ASSOCIATION OF CLEVELAND

General

The Association is a federally chartered savings and loan association headquartered in Cleveland, Ohio, that was organized in 1938. In 1997, the Association reorganized into its current two-tier mutual holding company structure. The Association’s principal business consists of originating and servicing residential real estate mortgage loans and attracting retail savings deposits.

The Association’s business strategy is to originate mortgage loans with interest rates that are competitive with those of similar products offered by other financial institutions in its markets. Similarly, the Association offers checking accounts, savings accounts and certificate of deposit accounts, each bearing interest rates that are competitive with similar products offered by other financial institutions in its markets. The Association expects to continue to pursue this business philosophy. While this strategy does not enable the Association to earn the highest rates of interest on loans that it offers or to pay the lowest rates on its deposit accounts, the Association believes that this strategy is the primary reason for its successful growth in the past and will continue to be a successful strategy in the future.

The Association attracts retail deposits from the general public in the areas surrounding its main office and its branch offices. It also utilizes its internet website, direct mail solicitation and its customer service call center to generate loan applications and attract retail deposits. Longer-term brokered CDs and advances from the FHLB of Cincinnati as well as shorter-term brokered CDs and advances from the FHLB of Cincinnati, hedged to longer effective durations by interest rate exchange contracts, are also used as cost-effective funding alternatives. In addition to residential real estate mortgage loans, the Association originates residential construction loans to individuals for the construction of their personal residences by a qualified builder. The Association also offers home equity loans and lines of credit subject to certain property and credit performance conditions. The Association retains in its portfolio a large portion of the loans that it originates. The Association also purchases residential real estate mortgage loans through a correspondent lending partnership. Loans that the Association sells consist primarily of long-term, fixed-rate residential real estate mortgage loans. The Association retains the servicing rights on all loans that it sells. The Association’s revenues are derived primarily from interest on loans and, to a lesser extent,

Table of Contents

interest on interest-earning deposits in other financial institutions, deposits maintained at the FRS, federal funds sold, investment securities, including mortgage-backed securities and dividends from FHLB of Cincinnati stock. The Association also generates revenues from fees and service charges. The Association’s primary sources of funds are deposits, borrowings, principal and interest payments on loans and securities and proceeds from loan sales.

The Association’s website address is www.thirdfederal.com. Filings of the Company made with the SEC are available, without charge, on the Association’s website. Information on that website is not and should not be considered a part of this document.

Market Area

The Association conducts its operations from its main office in Cleveland, Ohio, and from 37 additional, full-service branches and four loan production offices located throughout the states of Ohio and Florida. In Ohio, the Association maintains 21 full-service offices located in the northeast Ohio counties of Cuyahoga, Lake, Lorain, Medina and Summit, one regional loan production office located in the central Ohio (Columbus, Ohio) and three loan production offices located in the southern Ohio counties of Butler and Hamilton (Cincinnati, Ohio). In Florida, the Association maintains 16 full-service branches located in the counties of Pasco, Pinellas, Hillsborough, Sarasota, Lee, Collier, Palm Beach and Broward.

The Association also provides savings products in all 50 states and first mortgage refinance loans in 21 states and the District of Columbia. Home equity lines of credit are provided in 25 states and the District of Columbia. First mortgage loans and bridge loans to purchase homes are provided in 13 states while other equity loan products are provided in eight states. These products are provided through its branch network for customers in its core markets of Ohio, Florida, Kentucky and Indiana as well as its customer service call center and its internet site for all customers not served by its branch network.

Competition

The Association faces intense competition in its market areas both in making loans and attracting deposits. Its market areas have a high concentration of financial institutions, including large money centers and regional banks, community banks and credit unions, and it faces additional competition for deposits from money market funds, brokerage firms, mutual funds and insurance companies. Some of its competitors offer products and services that the Association currently does not offer, such as commercial business loans, trust services and private banking.

The majority of the Association’s deposits are held in its offices located in Cuyahoga County, Ohio. As of June 30, 2023 (the latest date for which information is publicly available), the Association had $5.0 billion of deposits in Cuyahoga County, and ranked fifth among all financial institutions with offices in the county in terms of deposits, with a market share of 4.67%. As of that date, the Association had $6.5 billion of deposits in the State of Ohio, and ranked eleventh among all financial institutions in the state in terms of deposits, with a market share of 1.19%. As of June 30, 2023 (the latest date for which information is publicly available), the Association had $2.6 billion of deposits in the State of Florida, and ranked 34th among all financial institutions in terms of deposits, with a market share of 0.31%. This market share data excludes deposits held by credit unions, whose deposits are not insured by the FDIC.

Many financial institutions, including institutions that compete in our markets, have targeted retail deposit gathering as a more attractive funding source than borrowings, and have become more active and more competitive in their deposit product pricing. The combination of reduced demand for borrowed funds and more competition with respect to rates paid to depositors has created an increasingly difficult marketplace for attracting deposits, which could adversely affect future operating results.

From October 2022 through August 2023 (the latest date for which information is publicly available), per data furnished by MarketTrac®, the Association had the second largest market share of conventional purchase mortgage loans originated in Cuyahoga County, Ohio. For the same period, it also had the second largest market share of conventional purchase mortgage loans originated in the seven northeast Ohio counties which comprise the Cleveland and Akron metropolitan statistical areas. In addition, based on the same statistics, the Association has consistently been one of the twenty largest lenders in both Franklin County (Columbus, Ohio) and Hamilton County (Cincinnati, Ohio) since it entered those markets in 1999.

The Association’s primary strategy for increasing and retaining its customer base is to offer competitive deposit and loan rates and other product features, delivered with exceptional customer service, in each of the markets it serves.

We rely on the reputation that has been built during the Association’s 85-year history of serving its customers and the communities in which it operates, the Association’s high capital levels, and the Association's extensive liquidity alternatives which, in combination, serve to maintain and nurture customer and marketplace confidence. At September 30, 2023, our ratio of shareholders’ equity to total assets was 11.4%. For the fiscal year ended September 30, 2023, the Association's liquidity ratio averaged 5.53% (which we compute as the sum of cash and cash equivalents plus unpledged investment securities for which

Table of Contents

ready markets exist, divided by total average assets). See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation - Liquidity and Capital Resources.

We continue to utilize a multi-faceted approach to support our efforts to instill customer and marketplace confidence. First, we provide thorough and timely information to all of our associates so as to prepare them for their day-to-day interactions with customers and other individuals who are not part of the Company. We believe that it is important that our customers and others sense the comfort level and confidence of our associates throughout their dealings. Second, we encourage our management team to maintain a presence and to be available in our branches and other areas of customer contact, so as to provide more opportunities for informal contact and interaction with our customers and community members. Third, our CEO remains accessible to both local and national media, as a spokesman for our institution as well as an observer and interpreter of financial marketplace situations and events. Fourth, we periodically include advertisements in local newspapers and online that display our strong capital levels and history of service. We also continue to emphasize our traditional tagline—“STRONG * STABLE * SAFE”—in our advertisements, website, online presence and branch displays. Finally, for customers who adhere to the old adage of trust but verify, we refer them to the safety/security rankings of a nationally recognized, independent rating organization that specializes in the evaluation of financial institutions, which has awarded the Association its highest rating for more than one hundred consecutive quarters.

Lending Activities

The Company’s principal lending activity is the origination of fixed-rate and adjustable-rate, first mortgage loans to purchase or refinance residential real estate. Adjustable-rate and up to 30-year fixed-rate first mortgage loans to refinance real estate are offered in 21 states and the District of Columbia. Also, the Company offers adjustable-rate and up to 30-year fixed- rate first mortgage loans to purchase real estate in 13 states. Further, the Company originates residential construction loans to individuals (for the construction of their personal residences by a qualified builder) in Ohio and Florida. The Company also purchases first mortgage loans originated in Ohio, Pennsylvania and North Carolina through a correspondent lending partnership. Additionally, the Company offers home equity lines of credit in 25 states and the District of Columbia and home equity loans in eight states. Refer to Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation-Monitoring and Limiting Our Credit Risk for additional information regarding home equity loans and lines of credit. At September 30, 2023, fixed-rate and adjustable-rate, first mortgage residential real estate loans totaled $12.12 billion, or 79.7% of our loan portfolio, home equity loans and lines of credit totaled $3.03 billion, or 19.9% of our loan portfolio, and residential construction loans totaled $48.4 million, or 0.4% of our loan portfolio. At September 30, 2023, adjustable-rate, residential real estate, first mortgage loans totaled $4.76 billion and comprised 31.3% of our loan portfolio.

Table of Contents

Loan Portfolio Composition. The following table sets forth the composition of the portfolio of loans held for investment, by type of loan segregated by geographic location, at the indicated periods, excluding loans held for sale. The majority of our Home Today loan portfolio is secured by properties located in Ohio and the balances of other loans are immaterial. Therefore, neither was segregated by geographic location.


	September 30,
	2023			2022
	Amount		Percent	Amount		Percent
	(Dollars in thousands)
Real estate loans:
Residential Core (1)
Ohio	$	6,893,547		$	6,432,780
Florida	2,135,853			2,120,892
Other	3,048,758			2,986,187
Total	12,078,158		79.4%	11,539,859		80.4%



Residential Home Today Total (1)	46,508		0.3	53,255		0.4
Home equity loans and lines of credit
Ohio	773,324			706,641
Florida	666,517			537,724
California	513,904			432,540
Other	1,076,781			956,973
Total	3,030,526		19.9	2,633,878		18.4
Construction
Ohio	41,153			111,098
Florida	7,253			10,661

Total	48,406		0.4	121,759		0.8
Other loans	4,411		—	3,263		—
Total loans receivable	15,208,009		100.0%	14,352,014		100.0%
Deferred loan expenses, net	60,807			50,221
Loans in process	(25,754)			(72,273)
Allowance for credit losses on loans	(77,315)			(72,895)
Total loans receivable, net	$	15,165,747		$	14,257,067

______________________

(1)Residential Core and Home Today loans are primarily one- to four-family residential mortgage loans. See the Residential Real Estate Mortgage Loans section which follows for a further description of Residential Core and Home Today loans.

Table of Contents

The following table provides an analysis of our residential mortgage loans disaggregated by refreshed FICO score, year of origination and portfolio at September 30, 2023. The Company treats the FICO score information as demonstrating that underwriting guidelines reduce risk rather than as a credit quality indicator utilized in the evaluation of credit risk. Balances are adjusted for deferred loan fees, expenses and any applicable loans-in-process.


													Revolving Loans		Revolving Loans
	By fiscal year of origination												Amortized		Converted
September 30, 2023	2023		2022		2021		2020		2019		Prior		Cost Basis		To Term		Total
Real estate loans:
Residential Core
<680	$	39,088	$	93,657	$	69,306	$	38,772	$	20,754	$	160,407	$	—	$	—	$	421,984
680-740	324,652		394,715		249,049		165,839		66,573		363,109		—		—		1,563,937
741+	1,300,323		2,656,836		1,701,389		1,118,710		469,516		2,674,638		—		—		9,921,412
Unknown (1)	3,151		25,224		36,897		21,339		7,939		101,056		—		—		195,606
Total Residential Core	1,667,214		3,170,432		2,056,641		1,344,660		564,782		3,299,210		—		—		12,102,939
Residential Home Today (2)
<680	—		—		—		—		—		23,144		—		—		23,144
680-740	—		—		—		—		—		9,063		—		—		9,063
741+	—		—		—		—		—		11,221		—		—		11,221
Unknown (1)	—		—		—		—		—		2,602		—		—		2,602
Total Residential Home Today	—		—		—		—		—		46,030		—		—		46,030
Home equity loans and lines of credit
<680	4,252		2,395		1,024		315		518		863		113,196		12,459		135,022
680-740	50,262		9,496		3,062		783		924		1,997		521,282		14,177		601,983
741+	155,451		60,174		19,947		5,938		4,621		10,316		2,006,341		36,179		2,298,967
Unknown (1)	166		293		96		77		161		750		23,888		5,878		31,309
Total Home equity loans and lines of credit	210,131		72,358		24,129		7,113		6,224		13,926		2,664,707		68,693		3,067,281
Construction

680-740	4,958		531		—		—		—		—		—		—		5,489
741+	6,688		10,224		—		—		—		—		—		—		16,912

Total Construction	11,646		10,755		—		—		—		—		—		—		22,401
Total net real estate loans	$	1,888,991	$	3,253,545	$	2,080,770	$	1,351,773	$	571,006	$	3,359,166	$	2,664,707	$	68,693	$	15,238,651

(1) Market data necessary for stratification is not readily available.
(2) No new originations of Home Today loans since fiscal 2016.

Table of Contents

The following table provides an analysis of our residential mortgage loans by origination LTV, origination year and portfolio at September 30, 2023. LTVs are not updated subsequent to origination except as part of the charge-off process. Balances are adjusted for deferred loan fees, expenses and any applicable loans-in-process.


													Revolving Loans		Revolving Loans
	By fiscal year of origination												Amortized		Converted
September 30, 2023	2023		2022		2021		2020		2019		Prior		Cost Basis		To Term		Total
Real estate loans:
Residential Core
<80%	$	622,590	$	1,880,859	$	1,415,562	$	716,692	$	255,603	$	1,857,447	$	—	$	—	$	6,748,753
80-89.9%	819,230		1,073,057		593,771		570,026		279,224		1,330,002		—		—		4,665,310
90-100%	225,394		214,898		46,228		57,744		29,697		109,425		—		—		683,386
>100%	—		—		—		—		—		737		—		—		737
Unknown (1)	—		1,618		1,080		198		258		1,599		—		—		4,753
Total Residential Core	1,667,214		3,170,432		2,056,641		1,344,660		564,782		3,299,210		—		—		12,102,939
Residential Home Today (2)
<80%	—		—		—		—		—		9,286		—		—		9,286
80-89.9%	—		—		—		—		—		14,522		—		—		14,522
90-100%	—		—		—		—		—		22,222		—		—		22,222


Total Residential Home Today	—		—		—		—		—		46,030		—		—		46,030
Home equity loans and lines of credit
<80%	202,698		70,125		23,607		7,077		5,944		10,294		2,489,881		46,034		2,855,660
80-89.9%	7,433		2,201		522		36		227		1,420		173,237		20,619		205,695
90-100%	—		—		—		—		—		857		664		238		1,759
>100%	—		32		—		—		53		1,352		545		350		2,332
Unknown (1)	—		—		—		—		—		3		380		1,452		1,835
Total Home equity loans and lines of credit	210,131		72,358		24,129		7,113		6,224		13,926		2,664,707		68,693		3,067,281
Construction
<80%	7,463		6,149		—		—		—		—		—		—		13,612
80-89.9%	4,183		4,606		—		—		—		—		—		—		8,789



Total Construction	11,646		10,755		—		—		—		—		—		—		22,401
Total net real estate loans	$	1,888,991	$	3,253,545	$	2,080,770	$	1,351,773	$	571,006	$	3,359,166	$	2,664,707	$	68,693	$	15,238,651

(1) Market data necessary for stratification is not readily available.
(2) No new originations of Home Today loans since fiscal 2016.

Loan Portfolio Maturities. The following table summarizes the scheduled repayments of principal balances in the loan portfolio at September 30, 2023, according to each loan's final due date. Demand loans, loans having no stated repayment schedule or maturity, are reported as being due in the fiscal year ending September 30, 2024. Maturities are based on the final contractual payment date and do not reflect the impact of prepayments and scheduled principal amortization.


Due During the Years Ending September 30,	Residential Real Estate				Home Equity Loans and Lines of Credit		Construction Loans		Other Loans		Total
	Core		Home Today
	(In thousands)
2024	$	12,772	$	38	$	5,300	$	1,162	$	2,229	$	21,501
2025 to 2028	311,246		83		62,414		338		—		374,081
2029 to 2038	2,017,470		36,368		176,777		3,529		2,182		2,236,326
2039 and beyond	9,736,670		10,019		2,786,035		43,377		—		12,576,101
Total loans receivable	$	12,078,158	$	46,508	$	3,030,526	$	48,406	$	4,411	$	15,208,009

Table of Contents

The following table sets forth the scheduled repayments of fixed- and adjustable-rate loans at September 30, 2023 that are contractually due after September 30, 2024.


	Due After September 30, 2024
	Fixed		Adjustable		Total
	(In thousands)
Real estate loans:
Residential Core	$	7,304,740	$	4,760,646	$	12,065,386
Residential Home Today	46,405		65		46,470
Home Equity Loans and Lines of Credit	325,520		2,699,706		3,025,226
Construction	47,244		—		47,244
Other Loans	2,182		—		2,182


Total loans receivable	$	7,726,091	$	7,460,417	$	15,186,508

Residential Real Estate Mortgage Loans. The Company’s primary lending activity is the origination of residential real estate mortgage loans. A comparison of 2023 data to the corresponding 2022 data can be found in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation. The Company currently offers fixed-rate conventional mortgage loans with terms of 30 years or less that are fully amortizing with monthly loan payments, and adjustable-rate mortgage loans that amortize over a period of up to 30 years, provide an initial fixed interest rate for three or five years and then adjust annually, subject to rate reset options as discussed later in this section. At September 30, 2023, there were no “interest only” residential real estate mortgage loans held in the Company's portfolio.

The Company generally originates both fixed- and adjustable-rate mortgage loans in amounts up to $2 million, for single-family homes in most of our lending markets. The loans originated for larger dollar amounts are generally referred to as “jumbo loans.” The Company generally underwrites jumbo loans in a manner similar to conforming loans. Jumbo loans are not uncommon in the Company’s market areas.

The Company offers “Smart Rate” adjustable-rate mortgage loan products secured by residential properties with interest rates that are fixed for an initial period of three or five years, after which the interest rate generally resets every year based upon a contractual spread or margin linked to the Prime Rate as published in the Wall Street Journal. As part of a loan retention program, these adjustable-rate loans provide the borrower with an attractive rate reset option, which allow the borrower to re-lock the rate an unlimited number of times at the Company’s then current lending rates, for another three or five years (which must be the same as the original lock period). Re-lock eligibility is subject to a satisfactory payment performance history by the borrower (current at the time of re-lock, and no foreclosures or bankruptcies since the Smart Rate application was taken). In addition to a satisfactory payment history, re-lock eligibility requires that the property continues to be the borrower's primary residence. The loan term cannot be extended in connection with a re-lock, nor can new funds be advanced. All interest rate caps and floors remain as originated. "Smart Rate" adjustable-rate mortgage loans represent over 99% of the adjustable-rate mortgage loan portfolio, with the difference representing the remaining balance of legacy adjustable-rate mortgage loan products with slightly different interest rate reset terms. Many of the borrowers who select adjustable-rate mortgage loans have shorter-term credit needs than those who select long-term, fixed-rate mortgage loans. Adjustable-rate mortgage loans generally present different credit risks than fixed-rate mortgage loans primarily because the underlying debt service payments of the borrowers increase as interest rates increase, thereby increasing the potential for default. All of the Company’s adjustable-rate mortgage loans are subject to periodic and lifetime limitations on interest rate changes. All adjustable-rate mortgage loans have initial and periodic caps of two percentage points on interest rate changes, with a cap of five or six percentage points for the life of the loan. The Company has never offered “Option ARM” loans, where borrowers can pay less than the interest owed on their loan, resulting in an increased principal balance during the life of the loan.

The Company has always considered the promotion of home ownership a primary goal. In that regard, it has historically offered affordable housing programs in all of its market areas. These programs are targeted toward low- and moderate-income home buyers. The Company’s philosophy has been to provide borrowers the opportunity for home ownership within their financial means. During fiscal 2016, the Company began to market its Home Ready mortgage loan product for low- and moderate-income homeowners. Third Federal’s Home Ready product is designed to be saleable to Fannie Mae under its Home Ready program. Previously, the Company’s primary affordable housing program was referred to as "Home Today". The vast majority of loans originated under the Home Today program had higher risk characteristics than our Core residential real estate mortgage loan, but the Company attempted to mitigate that higher risk through the use of private mortgage insurance and continued pre- and post-purchase counseling. As of September 30, 2023, the Company had $46.5 million of loans outstanding that were originated through its Home Today program, most of which were originated prior to March 2009. At September 30, 2023, of the loans that were originated under the Home Today program, 4.0% were delinquent 30 days or more compared to

Table of Contents

0.1% for the portfolio of Core loans as of that date. At September 30, 2023, $0.9 million, or 1.9%, of loans originated under the Home Today program were delinquent 90 days and over and $4.6 million of Home Today loans were non-accruing loans, representing 14.5% of total non-accruing loans as of that date. See Delinquent Loans and Non-performing Assets and Restructured Loans for discussions of the asset quality of this portion of the Company’s loan portfolio.

The Company currently retains the servicing rights on all loans sold in order to generate fee income and reinforce its commitment to customer service. One- to four-family residential mortgage real estate loans that have been sold were underwritten generally to Fannie Mae guidelines. At the time of the closing of these loans the Company owns the loans and subsequently sells them to Fannie Mae and others providing normal and customary representations and warranties, including representations and warranties related to compliance, generally with Fannie Mae underwriting standards. At the time of sale, the loans are free from encumbrances except for the mortgages filed by the Company which, with other underwriting documents, are subsequently assigned and delivered to Fannie Mae and others. During the fiscal years ended September 30, 2023 and 2022, the Company recognized servicing fees, net of amortization, related to these servicing rights of $4.5 million and $4.3 million, respectively. As of September 30, 2023 and 2022, the principal balance of loans serviced for others totaled $1.93 billion and $2.05 billion, respectively. At September 30, 2023, substantially all of the loans serviced for Fannie Mae and others were performing in accordance with their contractual terms and management believes that it had no material repurchase obligations associated with these loans at that date. However, at September 30, 2023, a reserve of $0.4 million has been maintained to cover potential losses on repurchases or reimbursements that may arise in connection with representations and warranties made at time of sale.

The Company requires title insurance on all of its residential real estate mortgage loans. The Company also requires that borrowers maintain fire and extended coverage casualty insurance (and, if appropriate, flood insurance up to $250 thousand) in an amount at least equal to the lesser of the loan balance or the replacement cost of the improvements. A majority of its residential real estate mortgage loans have a mortgage escrow account from which disbursements are made for real estate taxes and to a lesser extent for hazard insurance and flood insurance. The Company does not conduct environmental testing on residential real estate mortgage loans unless specific concerns for hazards are identified by the appraiser used in connection with the origination of the loan.

For home purchase loans with LTV ratios at origination in excess of 85% but equal to or less than 90%, the Company generally requires private mortgage insurance. The Company offers a loan product allowing up to 95% LTV with no mortgage insurance for superior credit borrowers. LTV ratios in excess of 85% are not available for refinance transactions except for adjustable-rate, first mortgage loans and Home Ready loans. The Home Ready product requires private mortgage insurance on purchase transactions between 80.01% and 97% LTV and refinance transactions between 80.01% and 95% LTV. As of September 30, 2023, the Company had a total of $356.3 million of loans outstanding that were originated through the high LTV program. This program involves loans originated with higher interest rates than the Company's other residential real estate loans, and to qualify for this program the loan applicant must satisfy more stringent underwriting criteria (credit score, income qualification, and other criteria).

Home Equity Loans and Home Equity Lines of Credit. The Company offers home equity loans and home equity lines of credit, which are primarily secured by a second mortgage on residences. The home equity product is offered in 25 states and the District of Columbia. Home equity lines of credit originated since 2013 require amortizing loan payments during the draw period. These offers were, and are, subject to certain property and credit performance conditions which, among other items, related to CLTV, geography, borrower income verification, minimum credit scores and draw period duration. At September 30, 2023 and 2022, home equity loans totaled $399.7 million, or 2.6%, and $261.0 million, or 1.8%, respectively, of total loans receivable (which included $68.8 million and $97.0 million, respectively, of home equity lines of credit which were in the amortization period and no longer eligible to be drawn upon and $9.5 million and $12.2 million of bridge loans), and home equity lines of credit totaled $2.63 billion, or 17.3%, and $2.37 billion, or 16.5%, respectively, of total loans receivable. Additionally, at September 30, 2023 and 2022, the undrawn amounts of home equity lines of credit totaled $4.70 billion and $4.08 billion, respectively. A bridge loan permits a borrower to utilize the existing equity in their current home to fund the purchase of a new home before the current home is sold. Bridge loans are originated for a one-year term, with no prepayment penalties. These loans have fixed interest rates, and are currently limited to a combined 80% LTV ratio (first and second mortgage liens). The Company charges a closing fee with respect to bridge loans.

The Company originates its home equity loans and home equity lines of credit without application fees (except for bridge loans) or borrower-paid closing costs. Home equity loans are offered with fixed interest rates, are fully amortizing and have terms of up to 30 years. The Company’s home equity lines of credit are offered with adjustable rates of interest indexed to the Prime Rate, as reported in The Wall Street Journal.

Table of Contents

The following table sets forth credit exposure, principal balance, percent delinquent 90 days or more, the mean CLTV percent at the time of origination and the current mean CLTV percent of our home equity loans, home equity lines of credit and bridge loan portfolio as of September 30, 2023. Home equity lines of credit in the draw period are reported according to geographical distribution.


	Credit Exposure		Principal Balance		Percent Delinquent 90 days or More		Mean CLTV Percent at Origination(2)		Current Mean CLTV Percent(3)
	(Dollars in thousands)
Home equity lines of credit in draw period (by state):
Ohio	$	2,169,190	$	642,819	0.06	%	60	%	43	%
Florida	1,368,292		558,121		0.11	%	55	%	41	%
California	1,154,224		433,552		0.06	%	60	%	50	%
Other (1)	2,635,585		996,287		0.15	%	63	%	50	%
Total home equity lines of credit in draw period	7,327,291		2,630,779		0.11	%	60	%	46	%
Home equity lines in repayment, home equity loans and bridge loans	399,747		399,747		0.28	%	57	%	44	%
Total	$	7,727,038	$	3,030,526	0.13	%	60	%	46	%

______________________

(1)No other individual state has a committed or drawn balance greater than 10% of our total equity lending portfolio and 5% of total loans.

(2)Mean CLTV percent at origination for all home equity lines of credit is based on the committed amount.

(3)Current Mean CLTV is based on best available first mortgage and property values as of September 30, 2023. Property values are estimated using HPI data published by the FHFA. Current Mean CLTV percent for home equity lines of credit in the draw period is calculated using the committed amount. Current Mean CLTV on home equity lines of credit in the repayment period is calculated using the principal balance.

The principal balance of home equity lines of credit in the draw period that have a current mean CLTV over 80% or unknown is $9.8 million, or 0.4% at September 30, 2023. In recognition of previous past weakness in the housing market, we continue to conduct an expanded loan level evaluation of our home equity lines of credit which are delinquent 90 days or more.

At September 30, 2023, 30.7% of the home equity lending portfolio was either in a first lien position (16.0%), in a subordinate (second) lien position behind a first lien that we held (12.3%) or behind a first lien that was held by a loan that we originated, sold and now service for others (2.4%). At September 30, 2023, 12.9% of the home equity line of credit portfolio in the draw period were making only the minimum payment on the outstanding line balance. Minimum payments include both a principal and interest component.

Construction Loans. The Company originates construction loans to individuals for the construction of their personal single-family residence by a qualified builder (construction/permanent loans). The Company’s construction/permanent loans generally provide for disbursements to the builder or sub-contractors during the construction phase as work progresses. During the construction phase, the borrower only pays interest on the drawn balance. Upon completion of construction, the loan converts to a permanent amortizing loan without the expense of a second closing. The Company offers construction/permanent loans with fixed or adjustable rates, and a current maximum loan-to-completed-appraised value ratio of 85%. At September 30, 2023, construction loans totaled $48.4 million, or 0.4% of total loans receivable. At September 30, 2023, the unadvanced portion of these construction loans totaled $25.8 million.

Construction financing generally involves greater credit risk than long-term financing on improved, owner-occupied real estate. Risk of loss on a construction loan depends largely upon the accuracy of the initial estimate of the value of the property at completion of construction compared to the estimated cost (including interest) of construction and other assumptions. If the estimate of construction cost proves to be inaccurate, the Company may be required to advance additional funds beyond the amount originally committed in order to protect the value of the property. Moreover, if the estimated value of the completed project proves to be inaccurate, the borrower may hold a property with a value that is insufficient to assure full repayment of the construction loan upon the sale of the property. This is more likely to occur when home prices are falling.

Loan Originations, Purchases, Sales, Participations and Servicing. Lending activities are primarily conducted by the Company’s loan personnel (all of whom are non-commissioned associates) operating at our main and branch office locations and at our loan production offices. All loans that the Company originates are underwritten pursuant to its policies and procedures, which, for real estate loans, are consistent with the ability to repay guidance provided by the CFPB. Loans

Table of Contents

originated with the intent to sell and certain other long-term, fixed-rate loans, as described below, are originated using Fannie Mae processing and underwriting guidelines. The majority of loans, however, are originated using guidelines that are similar, but not identical to Fannie Mae processing and underwriting guidelines. The Company originates both adjustable-rate and fixed-rate loans and advertises extensively throughout its market area. Its ability to originate fixed- or adjustable-rate loans is dependent upon the relative consumer demand for such loans, which is affected by current market interest rates as well as anticipated future market interest rates. The Company’s loan origination and sales activity may be adversely affected by a rising interest rate environment or economic recession, which typically results in decreased loan demand. The Company’s residential real estate mortgage loan originations are generated by its in-house loan representatives, by direct mail solicitations, by referrals from existing or past customers, by referrals from local builders and real estate brokers, from calls to its telephone call center and from the internet. The Company also purchases first mortgage loans through a correspondent lending partnership.

A vast majority of all loans originated are done so with the intent to hold. The Company later determines whether to sell or securitize the loans that it holds, after evaluating current and projected market interest rates, its interest rate risk objectives, its liquidity needs and other factors. During the fiscal year ended September 30, 2023, the Company sold, or committed to sell, to Fannie Mae, in either whole loan or security form, $77.2 million of long-term, fixed-rate residential real estate mortgage loans, all on a servicing retained basis. The Company has also previously sold to private parties, non-agency eligible, adjustable-rate loans on a servicing retained basis. Those sales evidenced the saleability of our loans that are not originated in accordance with agency specified procedures, including adjustable-rate loans. As described in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation - Controlling Our Interest Rate Risk Exposure, only a portion of the Company's first mortgage loan originations and purchases are eligible for securitization and sale in Fannie Mae mortgage backed security form. The balance of loans held for sale was $3.3 million at September 30, 2023.

In fiscal year 2022, the Company started a new program to originate loans with the intent to sell following a more traditional mortgage banking model including risk-based pricing and loan level price adjustments. The program is marketed under the name Mortgage Passport and is considered a division of the Association. Both purchase and refinance products are offered through Mortgage Passport in 19 states and the District of Columbia, excluding Ohio and Florida. The impact to the Company from the program to date is considered immaterial and therefore no breakout is provided. The Company also purchases fixed-rate and adjustable-rate, first mortgage loans originated in Ohio, Pennsylvania and North Carolina through a correspondent lending partnership. These loans are underwritten by the correspondent lender with generally the same standards as our originated portfolio using Fannie Mae processing and underwriting guidelines. During the fiscal year ended September 30, 2023, we purchased approximately $275.1 million of residential mortgage loans through our correspondent lending partnership.

Historically, the Company has retained the servicing rights on all residential real estate mortgage loans that it has sold, and intends to continue this practice into the future. At September 30, 2023, the Company serviced loans owned by others with a principal balance of $1.93 billion. Loan servicing includes collecting and remitting loan payments, accounting for principal and interest, contacting delinquent borrowers, supervising foreclosures and property dispositions in the event of unremedied defaults, making certain insurance and tax payments on behalf of the borrowers and generally administering the loans. The Company retains a portion of the interest paid by the borrower on the loans it services as consideration for its servicing activities.

Loan Approval Procedures and Authority. The Company’s lending activities follow written underwriting standards and loan origination procedures established by its Board of Directors. The loan approval process is intended to assess the borrower’s ability to repay the loan and the value of the property that will secure the loan. To assess the borrower’s ability to repay, the Company reviews the borrower’s employment and credit history and information on the historical and projected income and expenses of the borrower.

The Company’s policies and loan approval limits are established by its Board of Directors. The Company’s Board of Directors has delegated authority to its Executive Committee (consisting of the Company’s Chief Executive Officer and two directors) to review and assign lending authorities to certain individuals of the Company to consider and approve loans within their designated authority. Residential real estate mortgage loans and construction loans require the approval of one individual with designated underwriting authority.

The Company requires independent third-party valuations of real property. Appraisals are performed by independent licensed/certified appraisers.

Table of Contents

Delinquent Loans. The following tables set forth the amortized cost in loan delinquencies by type, segregated by geographic location and duration of delinquency as of the dates indicated. The majority of our Home Today loan portfolio is secured by properties located in Ohio and there are no other loans with delinquent balances. There were no delinquencies in the construction loan portfolio for the fiscal years presented.


	Loans Delinquent For
	30-89 Days		90 Days or More		Total
	(Dollars in thousands)
September 30, 2023
Real estate loans:
Residential Core
Ohio	$	2,616	$	4,410	$	7,026
Florida	1,207		1,340		2,547
Other	1,620		2,518		4,138
Total Residential Core	5,443		8,268		13,711
Residential Home Today	989		855		1,844




Home equity loans and lines of credit
Ohio	910		600		1,510
Florida	973		813		1,786
California	529		790		1,319
Other	1,549		1,673		3,222
Total Home equity loans and lines of credit	3,961		3,876		7,837


Total	$	10,393	$	12,999	$	23,392


		Loans Delinquent For
		30-89 Days		90 Days or More		Total
	(Dollars in thousands)
September 30, 2022
Real estate loans:
Residential Core
Ohio		$	2,862	$	4,332	$	7,194
Florida		1,009		1,066		2,075
Other		345		3,883		4,228
Total Residential Core		4,216		9,281		13,497
Residential Home Today		2,111		861		2,972




Home equity loans and lines of credit
Ohio		630		679		1,309
Florida		438		694		1,132
California		427		444		871
Other		900		504		1,404
Total Home equity loans and lines of credit		2,395		2,321		4,716


Total		$	8,722	$	12,463	$	21,185

Total loans seriously delinquent (i.e. delinquent 90 days or more) were 0.09% of total net loans at September 30, 2023 and at September 30, 2022. The percentage of loans seriously delinquent to total net loans decreased in the residential Core portfolio from 0.06% to 0.05%. Such loans in the residential Home Today portfolio remained at 0.01%. Home equity loans and lines of credit portfolio increased from 0.02% to 0.03%.

Although delinquencies remain at or near historic lows, recent economic trends and rising interest rates have led to increased early stage delinquencies in the home equity loans and lines of credit portfolio. Interest rates on home equity lines of credit are tied to the prime rate of interest which has increased significantly over the fiscal year, resulting in higher and less affordable monthly payments for some borrowers.

Non-performing Assets and Restructured Loans. Within 15 days of a borrower’s delinquency, per the Company's collection procedures, it attempts personal, direct contact with the borrower to determine the reason for the delinquency, to ensure that the borrower correctly understands the terms of the loan and to emphasize the importance of making payments on or before the due date. If necessary, subsequent late charges and delinquent notices are issued and the borrower’s account will be

Table of Contents

monitored on a regular basis thereafter. The Company also mails system-generated reminder notices on a monthly basis. When a loan is more than 30 days past due, the Company attempts to contact the borrower and develop a plan of repayment. By the 90th day of delinquency, the Company may recommend foreclosure. The loan will be evaluated based on collateral prior to the 180th day of delinquency. For further discussion on evaluating collateral-dependent loans, see Note 5. LOANS AND ALLOWANCE FOR CREDIT LOSSES of the NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

Loans are placed in non-accrual status when they are contractually 90 days or more past due or if collection of principal or interest in full is in doubt. Loans restructured in TDRs that were in non-accrual status prior to the restructurings remain in non-accrual status for a minimum of six months after restructuring. Loans with a partial charge-off remain in non-accrual until, at a minimum, the loss is recovered. Additionally, home equity loans and lines of credit which are subordinate to a first mortgage lien where the customer is severely delinquent and loans in Chapter 7 bankruptcy status where all borrowers have filed, and not reaffirmed or been dismissed, are placed in non-accrual status. For discussion on interest recognition and further discussion on non-accrual, see Note 5. LOANS AND ALLOWANCE FOR CREDIT LOSSES of the NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

The table below sets forth the amortized costs and categories of our non-performing assets and TDRs at the dates indicated. There were no construction loans reported as non-accrual for the fiscal years presented.


	September 30,
	2023			2022
	(Dollars in thousands)
Non-accrual loans:
Real estate loans:
Residential Core	$	19,414		$	22,644
Residential Home Today	4,623			6,037
Home equity loans and lines of credit	7,877			6,925


Total non-accrual loans(1)(2)	31,914			35,606
Real estate owned	1,444			1,191

Total non-performing assets	$	33,358		$	36,797
Ratios:
Total non-accrual loans to total loans	0.21		%	0.25		%
Total non-accrual loans to total assets	0.19		%	0.23		%
Total non-performing assets to total assets	0.20		%	0.23		%
TDRs (not included in non-accrual loans above):
Real estate loans:
Residential Core	$	40,894		$	43,101
Residential Home Today	17,184			18,380
Home equity loans and lines of credit	19,775			22,060


Total	$	77,853		$	83,541

____________________

(1) At September 30, 2023 and 2022, the totals include $17.8 million and $21.9 million, respectively, in TDRs that are less than 90 days past due but included with non-accrual loans for a minimum period of six months from the restructuring date due to their non-accrual status or forbearance plan prior to restructuring, because of a prior partial charge-off or because all borrowers have filed Chapter 7 bankruptcy and have not reaffirmed or dismissed.

(2) At September 30, 2023 and 2022, the totals include $3.7 million and $3.6 million in TDRs that are 90 days or more past due, respectively.

Non-accrual loans continue to decline primarily due to a decrease in the population of TDRs, in general, and those moved to accruing after a sufficient period of demonstrated payment performance. Since many of the accounts exiting the non-accrual population are TDRs paying as agreed or paid in full and closed, we do not expect any material impact to interest income or the allowance once the non-accrual population stabilizes.

Collateral-Dependent Loans. A loan is considered collateral-dependent when, based on current information and events, the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the sale of the collateral or foreclosure is probable. For discussion on collateral-dependent measurement, see Note 5. LOANS AND ALLOWANCE FOR CREDIT LOSSES of the NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

Table of Contents

The amortized cost of collateral-dependent loans includes accruing TDRs and loans that are returned to accrual status when contractual payments are less than 90 days past due. These loans continue to be individually evaluated based on collateral until, at a minimum, contractual payments are less than 30 days past due. Also, the amortized cost of non-accrual loans includes loans that are not included in the amortized cost of collateral-dependent loans because they are included in loans collectively evaluated for credit loss.

The table below sets forth a reconciliation of the amortized costs and categories between non-accrual loans and collateral-dependent loans at the dates indicated.


	For the Years Ended September 30,
	2023		2022
	(Dollars in thousands)
Non-Accrual Loans	$	31,914	$	35,606
Accruing Collateral-Dependent TDRs	4,299		7,279
Other Accruing Collateral-Dependent Loans	6,663		6,426
Less: Loans Collectively Evaluated	(4,647)		(2,190)
Total Collateral-Dependent Loans	$	38,229	$	47,121

In response to the economic challenges facing many borrowers, we continue to restructure loans. Loan restructuring is a method used to help families keep their homes and preserve neighborhoods. This involves making changes to the borrowers’ loan terms through interest rate reductions, either for a specific period or for the remaining term of the loan; term extensions including those beyond the original agreement; capitalization of delinquent payments in special situations; or some combination of the aforementioned. Loans discharged through Chapter 7 bankruptcy are also reported as TDRs per OCC interpretive guidance. For discussion on TDR measurement, see Note 5. LOANS AND ALLOWANCE FOR CREDIT LOSSES of the NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. We had $99.5 million of TDRs (accrual and non-accrual) recorded at September 30, 2023, of which $53.9 million are Residential Core, $21.2 million are Home Today and $24.4 million are Home equity loans and lines of credit. This is a $9.5 million decrease in the amortized cost of TDRs from September 30, 2022.

Table of Contents

The following table sets forth the amortized cost of accrual and non-accrual TDRs, by the types of concessions granted, as of September 30, 2023. Initial concessions granted by loans restructured as TDRs can include reduction of interest rate, extension of amortization period, forbearance or other actions. Some TDRs have experienced a combination of concessions. TDRs also can occur as a result of bankruptcy proceedings. Loans discharged in Chapter 7 bankruptcy are classified as multiple restructurings if the loan's original terms had also been restructured by the Company.


	Initial Restructuring		Multiple Restructurings		Bankruptcy		Total
	(Dollars in thousands)
Accrual
Residential Core	$	26,229	$	10,342	$	4,323	$	40,894
Residential Home Today	8,903		7,485		796		17,184
Home equity loans and lines of credit	18,536		966		273		19,775

Total	$	53,668	$	18,793

TFS Financial CORP [TFSL] Filings
10-K	[2023-11-21]
10-Q	[2023-08-09]
10-Q	[2023-05-09]
10-Q	[2023-02-08]
10-K	[2022-11-22]
10-Q	[2022-08-08]
10-Q	[2022-05-09]
10-Q	[2022-02-08]
10-K	[2021-11-24]
10-Q	[2021-08-05]
10-Q	[2021-05-06]
10-Q	[2021-02-09]
10-K	[2020-11-24]
10-Q	[2020-08-07]
10-Q	[2020-05-15]
10-Q	[2020-02-06]
10-K	[2019-11-26]
10-Q	[2019-08-07]
10-Q	[2019-05-08]
10-Q	[2019-02-07]
10-K	[2018-11-27]
10-Q	[2018-08-07]
10-Q	[2018-05-08]
10-Q	[2018-02-08]
10-K	[2017-11-22]
10-Q	[2017-08-07]
10-Q	[2017-05-05]
10-Q	[2017-02-08]
10-K	[2016-11-23]
10-Q	[2016-08-05]
10-Q	[2016-05-06]
10-Q	[2016-02-08]
10-K	[2015-11-25]
10-Q	[2015-08-06]
10-Q	[2015-05-07]
10-Q	[2015-02-06]
10-K	[2014-11-26]
10-Q	[2014-08-07]
10-Q	[2014-05-08]
10-Q	[2014-02-07]
10-K	[2013-11-27]
10-Q	[2013-08-08]
10-Q	[2013-05-09]
10-Q	[2013-02-11]
10-K	[2012-11-29]
10-Q	[2012-08-09]
10-Q	[2012-05-10]
10-Q	[2012-02-09]