Western Alliance Earnings 2020-12-31

Balance Sheet	Income Statement	Cash Flow

wal-20201231

Table of Contents

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 December 31, 2020


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

For the transition period from ____________ to ____________

Commission file number: 001-32550

WESTERN ALLIANCE BANCORPORATION

(Exact name of registrant as specified in its charter)


Delaware						88-0365922
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

One E. Washington Street, Suite 1400

Phoenix

Arizona

85004

(Address of principal executive offices)

(Zip Code)

(602) 389-3500

(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 on which registered

Common Stock, $0.0001 Par Value

WAL

New York Stock Exchange

6.25% Subordinated Debentures due 2056

WALA

New York Stock Exchange

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 ☒ No ☐

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 ☐ No ☒

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 ☒ No ☐

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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

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

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth 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.

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. ☒

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

The aggregate market value of the registrant’s voting stock held by non-affiliates was approximately $3.54 billion based on the June 30, 2020 closing price of said stock on the New York Stock Exchange ($37.87 per share).

As of February 19, 2021, Western Alliance Bancorporation had 101,097,102 shares of common stock outstanding.

Portions of the registrant’s definitive proxy statement for its 2021 Annual Meeting of Stockholders are incorporated by reference into Part III of this report.

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INDEX


		Page
PART I

Forward-Looking Statements		3
Item 1.	Business	5
Item 1A.	Risk Factors	15
Item 1B.	Unresolved Staff Comments	29
Item 2.	Properties	29
Item 3.	Legal Proceedings	29
Item 4.	Mine Safety Disclosures	29

PART II

Item 5.	Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	30
Item 6.	Selected Financial Data	32
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	34
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	74
Item 8.	Financial Statements and Supplementary Data	77
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	155
Item 9A.	Controls and Procedures	155
Item 9B.	Other Information	157

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	157
Item 11.	Executive Compensation	157
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	157
Item 13.	Certain Relationships and Related Transactions, and Director Independence	157
Item 14.	Principal Accountant Fees and Services	157

PART IV

Item 15.	Exhibits and Financial Statement Schedules	157
Item 16.	Form 10-K Summary	159

SIGNATURES		160

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PART I

Forward-Looking Statements

Certain statements contained in this Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (this “Form 10-K”) are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). Statements that constitute forward-looking statements within the meaning of the Reform Act are generally identified through the inclusion of words such as “aim,” “anticipate,” “believe,” “drive,” “estimate,” “expect,” “expressed confidence,” “forecast,” “future,” “goals,” “guidance,” “intend,” “may,” “opportunity,” “plan,” “position,” “potential,” “project,” “ seek,” “should,” “strategy,” “target,” “will,” “would” or similar statements or variations of such words and other similar expressions. All statements other than historical fact are “forward-looking statements” within the meaning of the Reform Act, including statements that are related to or are dependent on estimates or assumptions relating to expectations, beliefs, projections, future plans and strategies, anticipated events (including statements regarding the anticipated acquisition of AmeriHome and any effects related thereto) or trends and similar expressions that are not historical facts. These forward-looking statements reflect the Company's current views about future events and financial performance and involve certain risks, uncertainties, assumptions, and changes in circumstances that may cause the Company's actual results to differ significantly from historical results and those expressed in any forward-looking statement. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to, those described in “Risk Factors” in Item 1A of this Form 10-K. Forward-looking statements speak only as of the date they are made and the Company undertakes no obligation to publicly update or revise any forward-looking statements included in this Form 10-K or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise, except to the extent required by federal securities laws. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this Form 10-K might not occur, and you should not put undue reliance on any forward-looking statements.

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GLOSSARY OF ENTITIES AND TERMS

The acronyms and abbreviations identified below are used in various sections of this Form 10-K, including "Management's Discussion and Analysis of Financial Condition and Results of Operations," in Item 7 and the Consolidated Financial Statements and the Notes to Consolidated Financial Statements in Item 8 of this Form 10-K:

ENTITIES / DIVISIONS:

ABA

Alliance Bank of Arizona

CSI

CS Insurance Company

WA PWI

Western Alliance Public Welfare Investments, LLC

BON

Bank of Nevada

FIB

First Independent Bank

WAB or Bank

Western Alliance Bank

Bridge

Bridge Bank

LVSP

Las Vegas Sunset Properties

WABT

Western Alliance Business Trust

Company

Western Alliance Bancorporation and subsidiaries

TPB

Torrey Pines Bank

WAL or Parent

Western Alliance Bancorporation

TERMS:

ACL

Allowance for Credit Losses

DIF

FDIC's Deposit Insurance Fund

LIHTC

Low-Income Housing Tax Credit

AFS

Available-for-Sale

Dodd-Frank Act

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010

MBS

Mortgage-Backed Securities

ALCO

Asset and Liability Management Committee

DTA

Deferred Tax Asset

MOU

Memorandum of Understanding

AOCI

Accumulated Other Comprehensive Income

EAD

Exposure at Default

MSA

Metropolitan Statistical Area

APIC

Additional Paid in Capital

EGRRCPA

The Economic Growth, Regulatory Relief, and Consumer Protection Act

NBL

National Business Lines

ARRC

Alternative Reference Rate Committee

EPS

Earnings per Share

NOL

Net Operating Loss

ASC

Accounting Standards Codification

EVE

Economic Value of Equity

NPV

Net Present Value

ASU

Accounting Standards Update

Exchange Act

Securities Exchange Act of 1934, as Amended

NYSE

New York Stock Exchange

Basel Committee

Basel Committee on Banking Supervision

FASB

Financial Accounting Standards Board

OCC

Office of the Comptroller of the Currency

Basel III

Banking Supervision's December 2010 Final Capital Framework

FCRA

Fair Credit Reporting Act of 1971

OCI

Other Comprehensive Income

BHCA

Bank Holding Company Act of 1956

FDIA

Federal Deposit Insurance Act

OFAC

Office of Foreign Asset Control

BOD

Board of Directors

FDIC

Federal Deposit Insurance Corporation

OREO

Other Real Estate Owned

BOLI

Bank Owned Life Insurance

FHLB

Federal Home Loan Bank

OTTI

Other-than-Temporary Impairment

CAMELS

Capital Adequacy, Assets, Management Capability, Earnings, Liquidity, Sensitivity

FHLMC

Federal Home Loan Mortgage Corporation

PCAOB

Public Company Accounting Oversight Board

Capital Rules

The FRB, the OCC, and the FDIC 2013 Approved Final Rules

FICO

The Financing Corporation

PCD

Purchased Credit Deteriorated

CARES Act

Coronavirus Aid, Relief and Economic Security Act

FNMA

Federal National Mortgage Association

PCI

Purchased Credit Impaired

CBDP

Commercial Banking Development Program

FOMC

Federal Open Market Committee

Probability of Default

CBOE

Chicago Board Options Exchange

FRA

Federal Reserve Act

PPNR

Pre-Provision Net Revenue

CCO

Chief Credit Officer

FRB

Federal Reserve Bank

PPP

Paycheck Protection Program

CDARS

Certificate Deposit Account Registry Service

FVO

Fair Value Option

ROU

Right of Use

CDC

Centers for Disease Control and Prevention

GAAP

U.S. Generally Accepted Accounting Principles

SBA

Small Business Administration

CDO

Collateralized Debt Obligation

GLBA

Gramm-Leach-Bliley Act

SBIC

Small Business Investment Company

CECL

Current Expected Credit Loss

GNMA

Government National Mortgage Association

SEC

Securities and Exchange Commission

CEO

Chief Executive Officer

GSE

Government-Sponsored Enterprise

SERP

Supplemental Executive Retirement Plan

CET1

Common Equity Tier 1

HELOC

Home Equity Line of Credit

SLC

Senior Loan Committee

CFO

Chief Financial Officer

HFI

Held for Investment

SOFR

Secured Overnight Funding Rate

CFPB

Consumer Financial Protection Bureau

HFS

Held for Sale

Supervision and Regulation Letters

CLO

Collateralized Loan Obligation

HTM

Held-to-Maturity

TDR

Troubled Debt Restructuring

COSO

Committee of Sponsoring Organizations of the Treadway Commission

ICS

Insured Cash Sweep Service

TEB

Tax Equivalent Basis

COVID-19

Coronavirus Disease 2019

IRC

Internal Revenue Code

TSR

Total Shareholder Return

CRA

Community Reinvestment Act

ISDA

International Swaps and Derivatives Association

VIE

Variable Interest Entity

CRE

Commercial Real Estate

LGD

Loss Given Default

XBRL

eXtensible Business Reporting Language

D&I

Diversity and Inclusion

LIBOR

London Interbank Offered Rate

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Item 1.Business.

Organization Structure and Description of Services

WAL is a bank holding company headquartered in Phoenix, Arizona, incorporated under the laws of the state of Delaware. WAL provides a full spectrum of deposit, lending, treasury management, international banking, and online banking products and services through its wholly-owned banking subsidiary, WAB.

WAB operates the following full-service banking divisions: ABA, BON, Bridge, FIB, and TPB. The Company also provides an array of specialized financial services to business customers across the country. In addition, the Company has two non-bank subsidiaries: LVSP, which held and managed certain OREO properties, and CSI, a captive insurance company formed and licensed under the laws of the State of Arizona and established as part of the Company's overall enterprise risk management strategy.

WAL also has eight unconsolidated subsidiaries used as business trusts in connection with issuance of trust-preferred securities as described in "Note 9. Qualifying Debt" in Item 8 of this Form 10-K.

Bank Subsidiary

At December 31, 2020, WAL has the following bank subsidiary:

Bank Name

Headquarters

Location Cities

Total
Assets

Net
Loans

Deposits

(in millions)

Western Alliance Bank

Phoenix,
Arizona

Arizona: Chandler, Flagstaff, Gilbert, Mesa, Phoenix, Scottsdale, and Tucson

36,574.8

26,774.1

32,189.9

Nevada: Carson City, Fallon, Reno, Sparks, Henderson, Las Vegas, Mesquite, and North Las Vegas

California: Beverly Hills, Carlsbad, Costa Mesa, La Mesa, Los Angeles, Menlo Park, Oakland, Pleasanton, San Diego, San Francisco, and San Jose

Other: Atlanta, Georgia; Boston, Massachusetts; Chicago, Illinois; Denver, Colorado; Durham, North Carolina; Minneapolis, Minnesota; Tysons Corner, Virginia; and Seattle, Washington

WAB also has the following significant wholly-owned subsidiaries:

•Western Alliance Business Trust holds certain investment securities, municipal and non-profit loans, and leases.

•WA PWI holds certain limited partnerships invested primarily in low income housing tax credits and small business investment corporations.

•BW Real Estate, Inc. operates as a real estate investment trust and holds certain real estate loans and related securities.

•Helios Prime, Inc. holds certain equity interests in renewable energy tax credit transactions.

Market Segments

The Company has made changes to its reportable segments, which have been reflected in the Company's operating segment results as of and for the year ended December 31, 2020. The Company's reportable segments are aggregated with a focus on products and services offered and consist of three reportable segments:

•Commercial segment: provides commercial banking and treasury management products and services to small and middle-market businesses, specialized banking services to sophisticated commercial institutions and investors within niche industries, as well as financial services to the real estate industry.

•Consumer Related segment: offers both commercial banking services to enterprises in consumer-related sectors and consumer banking services, such as residential mortgage banking.

•Corporate & Other segment: consists of the Company's investment portfolio, Corporate borrowings and other related items, income and expense items not allocated to our other reportable segments, and inter-segment eliminations.

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Loan and deposit accounts are typically assigned directly to the segments where these products are originated and/or serviced. Equity capital is assigned to each segment based on the risk profile of their assets and liabilities. Any excess equity not allocated to segments based on risk is assigned to the Corporate & Other segment.

Net interest income, provision for credit losses, and non-interest expense amounts are recorded in their respective segments to the extent that the amounts are directly attributable to those segments. Net interest income of a reportable segment includes a funds transfer pricing process that matches assets and liabilities with similar interest rate sensitivity and maturity characteristics. Using this funds transfer pricing methodology, liquidity is transferred between users and providers. Net income amounts for each reportable segment are further derived by the use of expense allocations. Certain expenses not directly attributable to a specific segment are allocated across all segments based on key metrics, such as number of employees, number of transactions processed for loans and deposits, and average loan and deposit balances. Income taxes are applied to each segment based on the effective tax rate for the geographic location of the segment. Any difference in the corporate tax rate and the aggregate effective tax rates in the segments are adjusted in the Corporate & Other segment.

Lending Activities

General

Through WAB and its banking divisions and operating subsidiaries, the Company provides a variety of financial services to customers, including CRE loans, construction and land development loans, commercial loans, and consumer loans. The Company’s lending has focused primarily on meeting the needs of business customers.

Commercial and Industrial: Commercial and industrial loans are a significant portion of the Company's loan portfolio and include working capital lines of credit, inventory and accounts receivable lines, mortgage warehouse lines, equipment loans and leases, and other commercial loans. Loans to technology companies, tax-exempt municipalities, and not-for-profit organizations are also categorized as commercial and industrial loans.

CRE: Loans to fund the purchase or refinancing of CRE for investors (non-owner occupied) or owner occupants are a significant portion of the Company's loan portfolio. These CRE loans are secured by multi-family residential properties, professional offices, industrial facilities, retail centers, hotels, and other commercial properties. As of December 31, 2020 and 2019, 28% and 31% of the Company's CRE loans were owner occupied. Owner occupied CRE loans are loans secured by owner occupied non-farm nonresidential properties for which the primary source of repayment (more than 50%) is the cash flow from the ongoing operations and activities conducted by the borrower who owns the property. Non-owner occupied CRE loans are CRE loans for which the primary source of repayment is rental income generated from the collateral property.

Construction and Land Development: Construction and land development loans include single family and multi-family residential projects, industrial/warehouse properties, office buildings, retail centers, medical office facilities, and residential lot developments. These loans are primarily originated to experienced local developers with whom the Company has a satisfactory lending history. An analysis of each construction project is performed as part of the underwriting process to determine whether the type of property, location, construction costs, and contingency funds are appropriate and adequate. Loans to finance commercial raw land are primarily to borrowers who plan to initiate active development of the property within two years.

Residential: The Company has a residential mortgage acquisition program, in which it partners with strategic third parties to execute flow and bulk residential loan purchases that meet the Company's goals and underwriting criteria. These loan purchases consist of both conforming and non-conforming loans. Non-conforming loan purchases are considered to be high quality as the borrowers have high FICO scores and the loans generally have low loan-to-values.

Consumer: Limited types of consumer loans are offered to meet customer demand and to respond to community needs. Examples of these consumer loans include home equity loans and lines of credit, home improvement loans, personal lines of credit, and loans to individuals for investment purposes.

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At December 31, 2020, the Company's loan portfolio totaled $27.1 billion, or approximately 74% of total assets. The following table sets forth the composition of the Company's HFI loan portfolio as of the periods presented:


	December 31,
	2020				2019
	Amount		Percent		Amount		Percent
	(dollars in millions)

Commercial and industrial	$	14,324.4	52.9	%	$	9,382.0	44.5	%
Commercial real estate - non-owner occupied	5,654.7		20.9		5,245.6		24.8
Commercial real estate - owner occupied	2,156.8		8.0		2,316.9		11.0
Construction and land development	2,431.3		9.0		1,952.2		9.2
Residential real estate	2,434.6		9.0		2,147.7		10.2
Consumer	51.2		0.2		57.1		0.3
Loans, net of deferred loan fees and costs	$	27,053.0	100.0	%	$	21,101.5	100.0	%
Allowance for credit losses	(278.9)				(167.8)
Total loans HFI	$	26,774.1			$	20,933.7

For additional information concerning loans, see "Note 3. Loans, Leases and Allowance for Credit Losses" of the Consolidated Financial Statements contained herein or "Management's Discussion and Analysis of Financial Condition and Results of Operations—Financial Condition – Loans" in Item 7 of this Form 10-K.

The Company adheres to a specific set of credit standards that are intended to ensure appropriate management of credit risk. Furthermore, the Bank's senior management team plays an active role in monitoring compliance with such standards.

Loan originations are subject to a process that includes the credit evaluation of borrowers, utilizing established lending limits, analysis of collateral, and procedures for continual monitoring and identification of credit deterioration. Loan officers actively monitor their individual credit relationships in order to report suspected risks and potential downgrades as early as possible. The BOD approves all material changes to loan policy, as well as lending limit authorities. The Bank's lending policies generally incorporate consistent underwriting standards across all geographic regions in which the Bank operates, customized as necessary to conform to state law and local market conditions. The Bank's credit culture emphasizes timely identification of troubled credits to allow management to take prompt corrective action, when necessary.

Loan Approval Procedures and Authority

The Company's loan approval procedures are executed through a tiered loan limit authorization process, which is structured as follows:

•Individual Credit Authorities. The credit approval levels for individual divisional and senior credit officers are set by policy and certain credit administration officers' approval authorities are established on a delegated basis.

•Management Loan Committees. Credits in excess of individual divisional or senior credit officer approval authority are submitted to the appropriate divisional or NBL loan committee. The divisional committees consist of members of the Bank's senior management team of each division and the NBL loan committees consist of the Bank's divisional or senior credit officers.

•Credit Administration. Credits in excess of the divisional or NBL loan committee approval authority require the additional approval of the Bank's CCO and any credits in excess of the CCO's individual approval authority are submitted to the WAB SLC. In addition, the SLC reviews all other loan approvals to any one new borrower in excess of established thresholds. The SLC is chaired by the WAB CCO and includes the Company’s CEO.

Loans to One Borrower. In addition to the limits set forth above, subject to certain exceptions, state banking laws generally limit the amount of funds that a bank may lend to a single borrower. Under Arizona law, the obligations of one borrower to a bank generally may not exceed 20% of the bank’s capital, plus an additional 10% of its capital if the additional amounts are fully secured by readily marketable collateral. Arizona law does not specifically require aggregation of loans to affiliated entities in determining compliance with the lending limit. As a matter of longstanding practice, the Arizona Department of Financial Institutions uses the same aggregation analysis as applied to national banks by the OCC.

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Concentrations of Credit Risk. The Company's lending policies also establish customer and product concentration limits, which are based on commitment amounts, to control single customer and product exposures. The Company's lending policies have several different measures to limit concentration exposures. Set forth below are the primary segmentation limits and actual measures as of December 31, 2020:


	Percent of Total Capital
	Policy Limit		Actual
CRE	325	%	202	%
Commercial and industrial	400		370
Construction and land development	85		63
Residential real estate	150		63
Consumer	5		1

Asset Quality

General

To measure asset quality, the Company has instituted a loan grading system consisting of nine different categories. The first five are considered satisfactory "pass" ratings. The other four "non-pass" grades range from a “Special mention” category to a “Loss” category and are consistent with the grading systems used by federal banking regulators. All loans are assigned a credit risk grade at the time they are made and formally reviewed on a quarterly basis as part of the Company's loan grade certification process to determine whether a change in the credit risk grade is warranted. In addition, the grading of the Company's loan portfolio is reviewed on a regular basis by its internal Loan Review Department.

Collection Procedure

If a borrower fails to make a scheduled payment on a loan, Bank personnel attempt to remedy the deficiency by contacting the borrower and seeking payment. Contacts generally are made within 15 business days after the payment becomes past due. The Bank maintains regional Special Assets Departments, which generally service and collect loans rated Substandard or worse. Each division is responsible for monitoring activity that may indicate an increased risk rating, including, but not limited to, past-dues, overdrafts, and loan agreement covenant defaults. Loans deemed uncollectible are charged-off.

Nonperforming Assets

Nonperforming assets include loans past due 90 days or more and still accruing interest, non-accrual loans, TDR loans, and repossessed assets, including OREO. In general, loans are placed on non-accrual status when the Company determines that ultimate collection of principal and interest is in doubt due to the borrower’s financial condition, collateral value, and collection efforts. A TDR loan is a loan for which the Company, for reasons related to a borrower’s financial difficulties, grants a concession to the borrower that the Company would not otherwise consider. Other repossessed assets result from loans where the Company has received title or physical possession of the borrower’s assets. The Company generally re-appraises OREO and collateral dependent impaired loans every 12 months. The total net realized and unrealized gains and losses of repossessed and other assets was not significant during each of the years ended December 31, 2020, 2019, and 2018. However, losses may be experienced in future periods.

Criticized Assets

Federal bank regulators require banks to classify its assets on a regular basis. In addition, in connection with their examinations of the Bank, examiners have authority to identify problem assets and, if appropriate, re-classify them. A loan grade of "Special Mention" from the Company's internal loan grading system is utilized to identify potential problem assets and loan grades of "Substandard," "Doubtful," and "Loss" are utilized to identify actual problem assets.

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The following describes the potential and actual problem assets using the Company's internal loan grading system definitions:

•"Special Mention" (Grade 6): Generally these are assets that possess potential weaknesses that warrant management's close attention. These loans may involve borrowers with adverse financial trends, higher debt to equity ratios, or weaker liquidity positions, but not to the degree of being considered a “problem loan” where risk of loss may be apparent. Loans in this category are usually performing as agreed, although there may be non-compliance with financial covenants.

•“Substandard” (Grade 7): These assets are characterized by well-defined credit weaknesses and carry the distinct possibility that the Company will sustain some loss if such weakness or deficiency is not corrected. All loans 90 days or more past due and all loans on non-accrual status are considered at least "Substandard," unless extraordinary circumstances would suggest otherwise.

•“Doubtful” (Grade 8): These assets have all the weaknesses inherent in those classified as "Substandard" with the added characteristic that the weaknesses present make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable, but because of certain known factors which may work to the advantage and strengthening of the asset (for example, capital injection, perfecting liens on additional collateral and refinancing plans), classification as an estimated loss is deferred until a more precise status may be determined.

•“Loss” (Grade 9): These assets are considered uncollectible and having such little recoverable value that it is not practical to defer writing off the asset. This classification does not mean that the loan has absolutely no recovery or salvage value, but rather that it is not practicable or desirable to defer writing off the asset, even though partial recovery may be achieved in the future.

Allowance for Credit Losses

The provision for credit losses in each period is reflected as a reduction in earnings for that period and, upon the adoption of CECL, includes amounts related to funded loans, unfunded loan commitments, and investment securities. The provision is equal to the amount required to maintain the allowance for credit losses at a level that is adequate to absorb estimated lifetime credit losses inherent in the loan and investment securities portfolios as well as off-balance sheet credit exposures. Subsequent recoveries, if any, are credited to the allowance. The allowance for credit losses on funded loans and investment securities are presented as a reduction to the respective asset balance on the Consolidated Balance Sheet. The allowance for credit losses on unfunded loan commitments is classified in other liabilities on the Consolidated Balance Sheet. For a detailed discussion of the Company’s methodology see “Management’s Discussion and Analysis and Financial Condition – Critical Accounting Policies – Allowance for Credit Losses” in Item 7 of this Form 10-K.

Investment Activities

The Company has an investment policy, which was approved by the BOD. This policy dictates that investment decisions be made based on the safety of the investment, liquidity requirements of the Bank and holding company, potential returns, cash flow targets, and consistency with the Company's interest rate risk management. The Bank’s ALCO is responsible for making securities portfolio decisions in accordance with established policies. The CFO and Treasurer have the authority to purchase and sell securities within specified guidelines. All investment transactions for the Bank and for the holding company were reviewed by the ALCO and BOD.

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The Company's investment policy limits new securities purchases to certain eligible investment types and, in the aggregate, are further subject to the following quantitative limits of the Bank:

Securities Category

Basis Limit

Percentage or Dollar Limit

Preferred stock

Common equity tier 1

10.0

Tax-exempt municipal securities

Total assets

5.0

Tax-exempt low income housing development bonds

Total capital

30.0

Investment grade corporate bond mutual funds

Tier 1 capital

5.0

Corporate debt holdings

Total assets

2.5

Commercial mortgage-backed securities

Aggregate purchases

$50.0 million

Collateralized loan obligations

Aggregate purchases

$500.0 million

The Company's policies also govern the use of derivatives, and provide that the Company prudently use derivatives in accordance with applicable regulations as a risk management tool to reduce the overall exposure to interest rate risk, and not for speculative purposes.

As of December 31, 2020, the Company's investment securities portfolio includes debt and equity securities. Debt securities are classified as AFS or HTM pursuant to ASC Topic 320, Investments and ASC Topic 825, Financial Instruments. Equity securities are reported at fair value in accordance with Topic 321, Equity Securities. For further discussion of significant accounting policies related to the Company's investment securities portfolio refer to "Note 1. Summary of Significant Accounting Policies" in Item 8 of this Form 10-K.

As of December 31, 2020, the Company's investment securities portfolio totals $5.4 billion, representing approximately 15% of the Company's total assets, with the majority of the portfolio invested in AAA/AA+ rated securities. The average duration of the Company's investment securities is 6.4 years as of December 31, 2020.

The following table summarizes the carrying value of investment securities as of December 31, 2020 and 2019:


	December 31,
	2020				2019
	Amount		Percent		Amount		Percent
	(dollars in millions)
Available-for-sale debt securities
CDO	$	6.9	0.1	%	$	10.1	0.3	%
CLO	146.9		2.7		—		—
Commercial MBS issued by GSEs	84.6		1.5		94.3		2.4
Corporate debt securities	270.2		5.0		99.9		2.5
Municipal (taxable) securities	22.5		0.4		7.8		0.2

Private label residential MBS	1,476.9		27.1		1,129.2		28.4
Residential MBS issued by GSEs	1,486.6		27.3		1,412.1		35.6
Tax-exempt	1,756.2		32.3		1,040.0		26.2
Trust preferred securities	26.5		0.5		27.0		0.7
U.S. government sponsored agency securities	—		—		10.0		0.2
U.S. treasury securities	—		—		1.0		0.0
Total debt securities	$	5,277.3	96.9	%	$	3,831.4	96.5	%

Equity securities
CRA investments	$	53.4	1.0	%	$	52.5	1.3	%
Preferred stock	113.9		2.1		86.2		2.2
Total equity securities	$	167.3	3.1	%	$	138.7	3.5	%

Total investment securities	$	5,444.6	100.0	%	$	3,970.1	100.0	%

As of December 31, 2020 and 2019, the Company had investments in BOLI of $176.3 million and $174.0 million, respectively. BOLI is used to help offset employee benefit costs. For additional information concerning investments, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition – Investments” in Item 7 of this Form 10-K.

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Deposit Products

The Company offers a variety of deposit products, including checking accounts, savings accounts, money market accounts, and other types of deposit accounts, including fixed-rate, fixed maturity certificates of deposit. The Company has historically focused on growing its lower cost core customer deposits. As of December 31, 2020, the deposit portfolio was comprised of 42% non-interest-bearing deposits and 58% interest-bearing deposits.

The competition for deposits in the Company's markets is strong. The Company has historically been successful in attracting and retaining deposits due to several factors, including its:

•knowledgeable and empowered bankers committed to providing personalized and responsive service that translates into long lasting relationships;

•broad selection of cash management services offered; and

•incentives to employees for business development and retention.

Deposit balances are generally influenced by national and local economic conditions, changes in prevailing interest rates, competitiveness of the Company's offered rates, perceived stability of financial institutions, and competition. In order to attract and retain deposits, the Company relies on providing quality service and introducing new products and services that meet the needs of its customers.

The Bank's deposit rates are determined through an internal oversight process under the direction of its ALCO. The Bank considers a number of factors when determining deposit rates, including:

•current and projected national and local economic conditions and the outlook for interest rates;

•local competition;

•loan and deposit positions and forecasts, including any concentrations in either; and

•rates charged on FHLB advances and other funding sources.

The following table shows the Company's deposit composition:


	December 31,
	2020				2019
	Amount		Percent		Amount		Percent
	(in millions)
Non-interest-bearing demand deposits	$	13,463.3	42.2	%	$	8,537.9	37.4	%
Interest-bearing transaction accounts	4,396.4		13.8		2,760.9		12.1
Savings and money market accounts	12,413.4		38.9		9,120.8		40.0
Time certificates of deposit ($250,000 or more)	602.0		1.9		1,426.1		6.3
Other time deposits	1,055.4		3.2		950.8		4.2
Total deposits	$	31,930.5	100.0	%	$	22,796.5	100.0	%

Although the Company does not pay interest to depositors of non-interest-bearing accounts, earnings credits are awarded to some account holders, which offset charges incurred by account holders for other services. Earnings credits earned in excess of charges incurred by account holders are recorded in deposit costs as part of non-interest expense and fluctuate as a result of deposit balances eligible for earnings credits, along with the earnings credit rates on these deposit balances.

In addition to the Company's deposit base, it has access to other sources of funding, including FHLB and FRB advances, Federal funds purchased, repurchase agreements, and unsecured lines of credit with other financial institutions. Previously, the Company has also accessed the capital markets through trust preferred, subordinated debt, and Senior Note offerings. For additional information concerning the Company's deposits, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Balance Sheet Analysis – Deposits” in Item 7 of this Form 10-K.

Other Financial Products and Services

In addition to traditional commercial banking activities, the Company offers other financial services to its customers, including internet banking, wire transfers, electronic bill payment and presentment, lock box services, courier, and cash management services.

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Customer, Product, and Geographic Concentrations

Approximately 38% and 45% of the Company's loan portfolio at December 31, 2020 and 2019, respectively, was represented by CRE and construction and land development loans. The Company’s business is concentrated primarily in the Phoenix, Las Vegas, Los Angeles, Reno, San Francisco, San Jose, San Diego and Tucson metropolitan areas. Consequently, the Company is dependent on the trends of these regional economies.

Although commercial and industrial loans make up approximately 53% and 44% of the Company's loan portfolio as of December 31, 2020 and 2019, respectively, the Company does not consider this to be a significant concentration risk as these loans are well diversified in terms of customers and product offerings.

The Company is not dependent upon any single or limited number of customers, the loss of which would have a material adverse effect on the Company. Neither the Company nor any of its reportable segments have customer relationships that individually account for 10% or more of consolidated or segment revenues. No material portion of the Company’s business is seasonal.

Competition

The financial services industry is highly competitive. Many of the Company's competitors are much larger in total assets and capitalization, have greater access to capital markets, offer a broader range of financial services than the Company can offer, and may have lower cost structures.

This increasingly competitive environment is primarily a result of long-term changes in regulation that made mergers and geographic expansion easier, changes in technology and product delivery systems and web-based tools, and the accelerating pace of consolidation among financial services providers. The Company competes for loans, deposits, and customers with other banks, credit unions, brokerage companies, mortgage companies, insurance companies, finance companies, financial technology firms, and other non-bank financial services providers. This strong competition for deposit and loan products directly affects the interest rates on those products and the terms on which they are offered to customers.

Technological innovation continues to contribute to greater competition in domestic and international financial services markets.

Mergers between financial institutions have placed additional pressure on banks to consolidate their operations, reduce expenses, and increase revenues to remain competitive. The competitive environment is also significantly impacted by federal and state legislation that makes it easier for non-bank financial institutions to compete with the Company.

Human Capital Resources

The Company’s culture is defined by its corporate values of integrity, creativity, teamwork, passion and excellence. People are the foundation of the Company and the Company invests in their success. Our people are committed to our clients’ success and, by putting clients first, we create strong shareholder performance. This leads to tremendous possibilities to fuel client growth and support the Company’s communities, and in turn provide expanding opportunities to attract and retain its people.

As of December 31, 2020, the Company employed 1,915 full-time equivalent employees in its branches and loan production offices across the United States, an increase of 4.4% from December 31, 2019 due to the Company’s growth. The Company’s employees are not represented by a union or covered by a collective bargaining agreement.

Diversity and Inclusion

The Company is committed to improving workforce diversity at all levels of the organization. In 2020, the Company made progress towards enhancing its ability to attract and retain a diverse population of employees. The Company began building relationships with community and educational institutions to strengthen its pipelines of talent in underrepresented communities. The Company has established an executive-led Diversity & Inclusion Opportunity Council, which guides and sponsors initiatives, sets goals designed to increase diversity of thought and access to leadership, evaluates organizational and best practice D&I strategies, and creates subcommittees to activate goals. One aspect of this work is the active support of Business Resource Groups. Among the groups’ activities are opportunities to engage in programs, network with peers, and connect with Bank leadership. Overall, the Opportunity Council is focused on accelerating D&I activities and results.

The Company employs a diverse population that is a reflection of its communities, with 38% of its employees belonging to a minority group. Nearly 58% of its employees are women, with women filling 50% of roles that involve supervising and managing other employees. The Company is committed to increasing the share of women and minority groups in the ranks of its senior leadership.

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Recruiting, Retention, and Talent Development

The Company recognizes that its success is highly dependent on its ability to attract, retain and develop employees. To foster this development, the Company has created two early talent identification programs, a college internship program and Commercial Banking Development Program, each of which enhance management’s ability to hire outstanding people. Campus recruitment initiatives and partnerships also fuel the Company’s pipeline of talent. Within the internship program, college students and recent graduates are paired with leaders across the Company to create a valuable, immersive experience, with an objective of retaining the most promising interns and eventually bringing this talent into the Bank through the CBDP or other appropriate positions. The CBDP is an 18-month, on-the-job development program to train successful credit analysts that offers progressive assignments, mentoring, opportunities to learn the business and various aspects of leadership, with the objective of growing these individuals into future leaders of the Company. Additionally, the Company is expanding its sales training and mentoring efforts to foster internal development within its commercial lending teams.

As a growing company, recruiting new talent to the organization is key to the Company’s success and part of that objective includes building a diverse workforce that is representative of the communities that the Company serves. The Company has made a commitment to growing the share of its employee population from diverse communities and has experienced some success in recent years, although the Company believes there is still an opportunity for additional advancement in this area. For example, through focused recruiting efforts, the Company was able to increase the share of 2020 hires who are Black or African American to 7.6%, higher than the Company's current Black or African American employee population of 5.8%.

Retaining employees who have been key contributors to the Company's success story remains an important objective. The Company has achieved a multi-year decline in its turnover rate, falling to 12.5% for 2020, down 2.1% year-over-year, and down nearly 7% from 2017. An internal review of turnover rates of various employee categories, including ethnicity, gender, and age, reveals that turnover occurs at roughly the same rate as the group’s total representation. For example, White employees represent 62% of the Company's employee population and account for 61% of the Company's turnover. Similarly, Millennials and women represent 31% and 57% of the Company's employee population, respectively, and account for 31% and 51% of the turnover, respectively. The Company's turnover rate is highest among employees from the Builders (born 1900 to 1945) and Baby Boomers (born 1946 to 1964) generations as they reach retirement age in greater numbers.

The Company also offers a variety of resources to help its employees grow in their current roles and build new skills, including online development programs and workshops, mentoring programs, and internal webinars that feature speakers from across the Company, sharing information about their business line, division, or functional area. The Company encourages its employees to take an active role in their career and through the annual performance management process, employees are able to identify individual development goals and create an action plan to achieve these goals.

With the understanding that bias is a larger societal issue, the Company offers training to create awareness and understanding of everyday biases and micro-behaviors, and helps individuals to implement solutions to create a more inclusive workplace. This training is required for all employees and additional, focused trainings are required for all managers, including one specifically promoting inclusion.

Compensation and Benefits

The Company’s compensation and benefits programs are designed to attract, retain, motivate, and reward employees to deliver strong performance and excellence. In addition to salaries, these programs include annual bonuses, stock awards, a 401(k) Plan with an employer matching contribution, healthcare and life insurance benefits, health savings and flexible spending accounts, paid time off, various time off benefits for new parents, sick leave, company-paid short-term and long-term disability benefits, an employee assistance program, benefits concierge service, wellness program and premium credit opportunity, as well as company-sponsored voluntary benefit programs for ID theft protection, pet insurance, and supplemental income programs for accident, illness, and hospitalization. Throughout the organization, 99% of employees participate in the annual bonus plan and everyone, except for executive management, is eligible to receive business incentives.

Health and Wellness

The Company is committed to supporting the wellness of its people, to enable their personal and professional productivity, improve physical and mental well-being, and provide support for optimal health at work and at home. To support these efforts, the Company has established Wellness Committees to engage its people in well-being initiatives that provide opportunities for employees to develop healthier lifestyles by promoting habits and attitudes that support wellness.

Throughout the ongoing COVID-19 pandemic, the Company's focus has been on the well-being of its people. These health measures are discussed in Item 7 of this Form 10-K, under "Management's Discussion and Analysis of Financial Condition and Results of Operations - Recent Developments: COVID-19 and the CARES Act."

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Supervision and Regulation

The Company and its subsidiaries are extensively regulated and supervised under both federal and state laws. A summary description of the laws and regulations that relate to the Company’s operations are discussed in Item 7 of this Form 10-K.

Additional Available Information

The Company maintains an internet website at http://www.westernalliancebancorporation.com. The Company makes available its annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports filed or furnished pursuant to Sections 13(a) and 15(d) of the Exchange Act and other information related to the Company free of charge, through this site, as soon as reasonably practicable after it electronically files those documents with, or otherwise furnishes them to the SEC. The SEC maintains an internet site at http://www.sec.gov, from which all forms filed electronically may be accessed. The Company’s internet website and the information contained therein are not incorporated into this Form 10-K.

In addition, copies of the Company’s annual report will be made available, free of charge, upon written request.

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Item 1A.Risk Factors.

Investing in the Company’s common stock involves various risks, many of which are specific to the Company’s business. The discussion below addresses the material risks and uncertainties, of which the Company is currently aware, that could have a material adverse effect on the Company’s business, results of operations, and financial condition. Other risks that the Company does not know about now, or that the Company does not currently believe are material, could negatively impact the Company’s business or the trading price of the Company’s securities. See additional discussions about credit, interest rate, market, and litigation risks in "Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations."

Risks Relating to the Company’s Proposed Acquisition of AmeriHome

The Company’s proposed acquisition of AmeriHome is subject to regulatory approvals and other closing conditions and may be more difficult, costly or time-consuming to complete than the Company expects.

On February 16, 2021, WAB entered into an Agreement to acquire the parent company of AmeriHome Mortgage Company, LLC (“AmeriHome”) in a merger with an indirect subsidiary of WAB for cash consideration (the “Merger”). If completed, the Merger will extend WAB’s national commercial businesses with a complementary national mortgage franchise. However, the completion of the Merger is subject to customary closing conditions, including certain state regulatory and government-sponsored enterprise approvals and expiration or early termination of the applicable waiting period under federal antitrust law. While the Company anticipates that the Merger will be completed in the second quarter of 2021, there can be no assurance that the required regulatory and other approvals necessary to complete the Merger will be obtained, or whether all of the other conditions to the closing of the Merger will be satisfied or waived or that the Merger will be completed. Any delays, additional costs, or other unexpected developments with respect to satisfaction of the closing conditions could delay or prevent the completion of the Merger. As a result, the Company may not realize some or all of the benefits that it expects to achieve if the Merger is successfully completed within its expected time frame, which may adversely impact the Company’s results of operations.

If the Merger is completed, the addition of AmeriHome’s national mortgage franchise would present risks that could cause the Company to not realize the strategic and financial goals contemplated at the time it entered into the agreement to acquire AmeriHome or otherwise adversely affect the Company’s results of operations.

Risks the Company may face if the Merger is completed include:

•Management’s estimates regarding AmeriHome’s future earnings potential may not be achievable, because AmeriHome’s performance could be adversely impacted by a rising rate environment, changes in the mix of purchase versus refinancing volumes, or other factors not known or anticipated by the Company;

•The integration of AmeriHome into WAB may be more costly or time-consuming than expected despite the fact that AmeriHome will continue to operate under its existing brand and management team;

•The Company may not realize the benefits it expects to achieve from the Merger such as those anticipated from funding, cross-selling, and other integration synergies;

•The Company will become subject to increased compliance costs and risks with respect to aspects of AmeriHome’s business that differ from or are larger in scope than WAB’s current similar operations, including:

◦The need to maintain various state licenses and federal and government-sponsored agency approvals required to conduct AmeriHome’s business, and the risk of adverse consequences resulting from periodic examinations by such state and federal agencies or from changes in laws or regulations that may be promulgated in the future;

◦Increased compliance risk and cost associated with federal, state and local laws, regulations and judicial and administrative decisions relating to mortgage loans and consumer protection, including those designed to discourage predatory lending, collections and servicing practices with respect to mortgage loans; and

◦Increased compliance risk and costs associated with federal, state and local laws related to data privacy and the handling of non-public personal financial information of AmeriHome’s customers, including the California Consumer Protection Act and similar regulations that have been or may be enacted by other states;

•The Company may have difficulties retaining key personnel from AmeriHome or managing AmeriHome’s technology platform;

•The Company’s operating results may be adversely impacted by claims or liabilities related to AmeriHome’s business including, among others, (i) claims from government agencies, current or former customers or employees, consumers, financing providers, vendors and other business partners or third parties; (ii) repurchase and indemnification obligations with respect to sold loans or any failure to be able to enforce repurchase and indemnification obligations of

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counterparties with respect to purchased loans; and (iii) counterparty and interest rate risk with respect to derivative and hedging instruments;

•AmeriHome’s business may be further affected by the continuation or worsening of the COVID-19 pandemic; and

•AmeriHome’s business may be adversely impacted by changes in the competitive or regulatory landscape.

Risks Relating to the Company's Business

The COVID-19 pandemic and resulting adverse economic conditions have adversely impacted the Company's business and results and could have a more material adverse impact on our business, financial condition and results of operations.

The ongoing COVID-19 global and national health emergency has caused significant disruption in the United States and international economies and financial markets. Although the Company has continued operating, the COVID-19 pandemic has caused disruptions to its business and could cause material disruptions to the Company's business and operations in the future. Impacts to the Company's business have included the transition of a significant portion of its workforce to home locations, increases in costs due to additional health and safety precautions implemented at branches, and an increase in draws on unfunded loan commitments and requests for forbearance and loan modifications at the onset of the pandemic. To the extent that commercial and social restrictions remain in place or increase, the Company's expenses, delinquencies, foreclosures and credit losses may materially increase. In addition, the unprecedented nature of COVID-19 related disruptions heighten the inherent uncertainty of forecasting future economic conditions and their impact on the Company's loan portfolio, and therefore increases the risk that the assumptions, judgments and estimates used to determine the appropriate allowance for future credit losses may prove to be incorrect, resulting in actual credit losses that exceed the Company’s recorded allowance.

The Company is continuing to monitor the COVID-19 pandemic, its economic impact and related risks, although the rapid development and fluidity of the situation precludes any specific prediction as to its ultimate impact. Among the factors outside the Company's control that are likely to affect the impact the COVID-19 pandemic will ultimately have on the Company's business are:

•the pandemic’s course and severity, including the impact related to the distribution and effectiveness of the COVID-19 vaccines and the willingness of the public to be vaccinated;

•the direct and indirect results of the pandemic, such as recessionary economic trends, including with respect to employment, wages and benefits, commercial activity, consumer spending and real estate market values;

•political, legal and regulatory actions and policies in response to the pandemic, including the effects of restrictions on commerce and banking, such as moratoria and other suspensions of collections, foreclosures, and related obligations;

•the timing, magnitude and effect of public spending, directly or through subsidies, its direct and indirect effects on commercial activity and incentives of employers and individuals to resume or increase employment, wages and benefits and commercial activity;

•the timing and availability of direct and indirect governmental support for various financial assets, including mortgage loans;

•the potential long-term impact on the tourism and hospitality industries, which could affect the Company's hotel franchise finance business and portfolio;

•the long-term effect of the economic downturn on the Company's intangible assets such as its deferred tax asset and goodwill;

•potential longer-term effects of increased government spending on the interest rate environment and borrowing costs for non-governmental parties;

•the ability of the Company's employees and third-party vendors to work effectively during the course of the pandemic;

•potential longer-term shifts toward mobile banking, telecommuting and telecommerce; and

•geographic variation in the severity and duration of the COVID-19 pandemic, including in states in which the Company operates physically such as Arizona, California and Nevada.

If the COVID-19 pandemic results in a continuation or worsening of current economic conditions and commercial environments, our business, financial condition and results of operations could be materially adversely affected. Additional potential effects related to the COVID-19 pandemic are discussed in the other risk factors contained in this report.

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The Company’s financial performance may be adversely affected by conditions in the financial markets and economic conditions generally.

The Company’s financial performance is highly dependent upon the business environment in the markets where the Company operates and in the U.S. as a whole. Unfavorable or uncertain economic and market conditions can be caused by declines in economic growth, business activity, or investor or business confidence, limitations on the availability or increases in the cost of credit and capital, increases in inflation or interest rates, government shutdowns, the imposition of tariffs on trade, natural disasters, the emergence of widespread health emergencies or pandemics, terrorist attacks, acts of war, or a combination of these or other factors. The ongoing COVID-19 pandemic has caused significant disruption in the U.S. economy and financial markets, including in Arizona, where we are headquartered, and California and Nevada, where we have significant operations.

The specific impact on the Company of unfavorable or uncertain economic or market conditions is difficult to predict, could be long or short term, and may be indirect, such as disruptions in our customers' supply chain or a reduction in the demand for their products or services. A worsening of business and economic conditions generally or specifically in the principal markets in which the Company conducts business could have adverse effects, including the following:

•a decrease in deposit balances or the demand for loans and other products and services the Company offers;

•an increase in the number of borrowers who become delinquent, file for protection under bankruptcy laws or default on their loans or other obligations to the Company, which could lead to higher levels of nonperforming assets, net charge-offs, and provisions for credit losses;

•a decrease in the value of loans and other assets or in the value of collateral;

•a decrease in net interest income from the Company’s lending and deposit gathering activities;

•an impairment of certain intangible assets such as goodwill; and

•an increase in competition resulting from increasing consolidation within the financial services industry.

In the U.S. financial services industry, the commercial soundness of financial institutions is closely interrelated as a result of credit, trading, clearing or other relationships between the institutions. As a result, concerns about, or a default or threatened default by, one institution could lead to significant market-wide liquidity and credit problems, losses or defaults by other institutions. This is sometimes referred to as “systemic risk” and may adversely affect financial intermediaries, such as clearing agencies, clearing houses, banks, securities firms, and exchanges, with which the Company interacts on a daily basis, and therefore could adversely affect the Company.

It is possible that the business environment in the U.S. will continue to be challenging or experience additional volatility in the future. There can be no assurance that such conditions will improve in the near term or that conditions will not worsen. Such conditions could adversely affect the Company’s business, results of operations, and financial condition.

The Company is a participating lender in the PPP and may be exposed to risks related to noncompliance with the program.

The Company is a participating lender in the PPP, a loan program administered through the SBA, that was created to help eligible businesses, organizations and self-employed persons fund their operational costs during the COVID-19 pandemic. Under this program, the SBA guarantees 100% of the amounts loaned under the PPP. Certain ambiguities in the laws, rules and guidance regarding the requirements and operation of the PPP may expose the Company to risks relating to noncompliance with the PPP. For instance, other financial institutions have experienced litigation related to their policies and procedures for accepting and processing applications for the PPP. Any financial liability, litigation costs or reputational damage caused by PPP related litigation could have a material adverse impact on our business, financial condition and results of operations. In addition, the Company may be exposed to credit risk on a PPP loan if a determination is made by the SBA that there is a deficiency in the manner in which the loan was originated, funded or serviced. In such a case, the SBA may deny its liability under the guaranty, reduce the amount of the guaranty, or, if it has already paid under the guaranty, seek recovery of any related loss from the Company.

The Company is highly dependent on real estate and events that negatively impact the real estate market will hurt the Company’s business and earnings.

The Company is located in areas in which economic growth is largely dependent on the real estate market, and a majority of the Company’s loan portfolio is secured by or otherwise dependent on real estate. The market for real estate is cyclical and the outlook for this sector is uncertain. A decline in real estate activity would likely cause a decline in asset and deposit growth and negatively impact the Company’s earnings and financial condition.

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The Company’s loan portfolio consists primarily of commercial and industrial and CRE loans, which contain concentrations in certain business lines or product types that have unique risk characteristics and may expose the Company to increased lending risks.

The Company’s loan portfolio consists primarily of commercial and industrial and CRE loans, which contain material concentrations in certain business lines or product types, such as mortgage warehouse, real estate, corporate finance, municipal and nonprofit loans, as well as in specific business sectors such as technology and innovation. These loan concentrations present unique risks and involve specialized underwriting and management as they often involve large loan balances to a single borrower or group of related borrowers. Consequently, an adverse development with respect to one commercial loan or one credit relationship may adversely affect the Company. In addition, based on the nature of lending to these specialty markets, repayment of loans may be dependent upon borrowers receiving additional equity financing or, in some cases, a successful sale to a third party, public offering, or other form of liquidity event. Unforeseen adverse events, changes in regulatory policy, or a general decline in the borrower's industry may have a material adverse effect on the Company’s financial condition and results of operations.

Recent changes to the FASB accounting standards resulted in a significant change to the Company’s recognition of credit losses and may continue to materially impact the Company’s financial condition or results of operations.

The incurred loss model for recognizing credit losses was replaced with an expected loss model referred to as CECL, which became effective on January 1, 2020. Under the incurred loss model, the Company delayed recognition of losses until it was probable that a loss had been incurred. The CECL model represents a dramatic departure from the incurred loss model. The CECL model requires the Company to present certain financial assets carried at amortized cost, such as loans held for investment and held-to-maturity debt securities, at the net amount expected to be collected. Additionally, the measurement of expected credit losses takes place at the time the financial asset is first added to the balance sheet (with periodic updates thereafter) and will be based on current conditions, information about past events, including historical experience, and reasonable and supportable forecasts that impact the collectability of the reported amount. The CECL model also applies to off-balance sheet credit exposures, such as unfunded loan commitments and standby letters of credit, and requires that the estimate of credit losses consider both the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded. The CECL model materially impacted how the Company determines its ACL and the Company’s ACL may experience more fluctuations under the CECL model, which may result in significant volatility in the provision for credit losses and, therefore, earnings.

The worsening of forecasted economic conditions from December 31, 2019 through much of 2020 attributable to the COVID-19 pandemic contributed to the $123.6 million provision for credit losses recognized during the year ended December 31, 2020, under the new CECL accounting standard. While the Company has not to date experienced significant writeoffs related to the COVID-19 pandemic, the continued uncertainty regarding the severity and duration of the pandemic and related economic effects will continue to affect the Company’s estimate of its allowance for credit losses and resulting provision for credit losses. To the extent the impact of the pandemic is prolonged and economic conditions continue to worsen or persist longer than forecast, such estimates may be insufficient and may change significantly in the future.

Due to the inherent risk associated with accounting estimates, the Company’s allowance for credit losses may be insufficient, which could require the Company to raise additional capital or otherwise adversely affect the Company’s financial condition and results of operations.

Credit losses are inherent in the business of making loans. Management makes various assumptions and judgments about the collectability of the Company’s consolidated loan portfolio and maintains an allowance for estimated credit losses based on a number of factors, including the size of the portfolio, asset classifications, economic trends, industry experience and trends, industry and geographic concentrations, estimated collateral values, management’s assessment of the credit risk inherent in the portfolio, loan underwriting policies, historical loan loss experience, and reasonable and supportable forecasts. In addition, the Company individually evaluates all loans identified as problem loans and establishes an allowance based upon its estimation of the potential loss associated with those problem loans. Additions to the allowance for credit losses recorded through the Company’s provision for credit losses decrease the Company’s net income. If such assumptions and judgm

Price	45.84	EPS	5
Shares	103	P/E	10
MCap	4,743	P/FCF	9
Net Debt	-872	EBIT	771
TEV	3,871	TEV/EBIT	5
TTM 2019-09-30, in MM, except price, ratios

10-K	2020-12-31	Filed 2021-02-25
10-Q	2020-09-30	Filed 2020-10-30
10-Q	2020-06-30	Filed 2020-07-31
10-Q	2020-03-31	Filed 2020-04-30
10-K	2019-12-31	Filed 2020-03-02
10-Q	2019-09-30	Filed 2019-10-31
10-Q	2019-06-30	Filed 2019-08-01
10-Q	2019-03-31	Filed 2019-04-30
10-K	2018-12-31	Filed 2019-03-01
10-Q	2018-09-30	Filed 2018-10-30
10-Q	2018-06-30	Filed 2018-07-31
10-Q	2018-03-31	Filed 2018-04-27
10-K	2017-12-31	Filed 2018-02-26
10-Q	2017-09-30	Filed 2017-10-27
10-Q	2017-06-30	Filed 2017-07-28
10-Q	2017-03-31	Filed 2017-04-27
10-K	2016-12-31	Filed 2017-02-28
10-Q	2016-09-30	Filed 2016-10-31
10-Q	2016-06-30	Filed 2016-07-29
10-Q	2016-03-31	Filed 2016-05-02
10-K	2015-12-31	Filed 2016-02-16
10-Q	2015-09-30	Filed 2015-10-30
10-Q	2015-06-30	Filed 2015-08-07
10-Q	2015-03-31	Filed 2015-05-08
10-K	2014-12-31	Filed 2015-02-17
10-Q	2014-09-30	Filed 2014-10-30
10-Q	2014-06-30	Filed 2014-07-30
10-Q	2014-03-31	Filed 2014-04-30
10-K	2013-12-31	Filed 2014-02-21
10-Q	2013-09-30	Filed 2013-10-31
10-Q	2013-06-30	Filed 2013-08-09
10-Q	2013-03-31	Filed 2013-05-03
10-K	2012-12-31	Filed 2013-03-01
10-Q	2012-09-30	Filed 2012-11-02
10-Q	2012-06-30	Filed 2012-08-03
10-Q	2012-03-31	Filed 2012-05-03
10-K	2011-12-31	Filed 2012-03-02
10-Q	2011-09-30	Filed 2011-11-08
10-Q	2011-06-30	Filed 2011-08-05
10-Q	2011-03-31	Filed 2011-05-06
10-Q	2010-09-30	Filed 2010-11-08
10-Q	2010-06-30	Filed 2010-08-05
10-Q	2010-03-31	Filed 2010-05-07
10-K	2009-12-31	Filed 2010-03-16
10-K	2001-12-31	Filed 2011-03-07

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EX-23.1	ex231consent12312020.htm
EX-31.1	walex31112312020.htm
EX-31.2	walex31212312020.htm
EX-32	walex3212312020.htm

8-K	2020-10-29
8-K	2020-10-22
8-K	2020-07-28
8-K	2020-07-16
8-K	2020-06-11
8-K	2020-06-01
8-K	2020-05-22
8-K	2020-05-13
8-K	2020-04-28
8-K	2020-04-16
8-K	2020-03-09
8-K	2020-02-12
8-K	2020-02-07
8-K	2020-01-23
8-K	2019-11-02
8-K	2019-10-29
8-K	2019-10-29
8-K	2019-10-17
8-K	2019-07-30
8-K	2019-07-18
8-K	2019-06-04
8-K	2019-04-22
8-K	2019-03-04
8-K	2019-02-11
8-K	2019-01-24
8-K	2018-12-11
8-K	2018-10-18
8-K	2018-07-19
8-K	2018-06-12
8-K	2018-04-19
8-K	2018-04-16
8-K	2018-01-25

WAL 10K Annual Report

Western Alliance Earnings 2020-12-31