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WASH 10-K & 10-Q changes, risk factors and insider trading

Washington Trust Bancorp Inc. · Nasdaq · State Commercial Banks · CIK 737468 · All filings on SEC.gov

Everything below is quoted or computed from Washington Trust Bancorp Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

15 / 8risk-factor paragraphs added / removed in latest 10-K
5new risk-factor headings
3Form 4 filings reporting open-market purchases (last 180 days)
2Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-02-24 (period ending 2025-12-31) with 10-K filed 2025-02-25 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

15new paragraphs
8removed paragraphs
18reworded paragraphs
8,864 → 9,178words in section

New heading “Inflation can have an adverse impact on our business and on our customers.”

New heading “Changes in U.S. trade policies, including the imposition of tariffs and retaliatory tariffs, may adversely affect our business, financial condition, and results of operations.”

New heading “A portion of our commercial loan portfolio consists of loan participations, which may have a higher risk of loss than loans we originate because we are not the lead lender and we have limited control over credit monitoring.”

New heading “We cannot guarantee that our allocation of capital to various alternatives, including share repurchase programs, will enhance long-term shareholder value.”

New heading “Our financial statements are based in part on assumptions and estimates, which, if wrong, could cause unexpected losses in the future.”

Removed heading “Inflationary pressures and increases in market interest rates may affect our results of operations and financial condition.”

Removed heading “Our business may be adversely affected if we fail to adapt our products and services to evolving industry standards and consumer preferences.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: cyberattack, breach, artificial intelligence
“In the ordinary course of business, we rely on electronic communications and information systems to conduct our business and to store sensitive data, including financial information regarding customers. Our electronic communications and information systems infrastructure, as well as the systems infrastructure of the third-party vendors we use to meet our data processing and communication needs, could be susceptible to cyberattacks, such as denial of service attacks, hacking, terrorist activities, or identity theft. …”
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Removed text topics: inflation, interest rate
“Inflationary pressures and increases in market interest rates may affect our results of operations and financial condition.”
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New text topics: tariff
“Changes in U.S. trade policies, including the imposition of tariffs and retaliatory tariffs, may adversely affect our business, financial condition, and results of operations.”
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New text topics: inflation
“Inflation can have an adverse impact on our business and on our customers.”
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Removed text topics: fine, regulation
“Federal regulations establish minimum capital requirements for insured depository institutions, including minimum risk-based capital and leverage ratios, and define “capital” for calculating these ratios. The minimum capital requirements are: (i) a common equity Tier 1 capital ratio of 4.5%; (ii) a Tier 1 to risk-based assets capital ratio of 6%; (iii) a total capital ratio of 8%; and (iv) a Tier 1 leverage ratio of 4%. The regulations also establish a “capital conservation buffer” of 2.5%. …”
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New text topics: default
“We periodically make a determination of an ACL based on available information, including, but not limited to, the quality of the loan portfolio as indicated by trends in loan risk ratings, payment performance, economic conditions, the value of the underlying collateral, and the level of nonperforming and criticized loans. Management relies on its loan officers and credit quality reviews, its experience, and its evaluation of economic conditions, among other factors, in determining the amount of provision required for the ACL. Provisions to this allowance result in an expense for the period. …”
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Green = added, red = removed. Unchanged paragraphs, 1 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Removed

Inflationary pressures and increases in market interest rates may affect our results of operations and financial condition.

Removed

Inflation continued at elevated levels in 2024 and may remain elevated in 2025. In response to a pronounced rise in inflation, the Federal Reserve raised the federal funds rate several times in 2023. While the Federal Reserve cut the federal funds rate in 2024, we cannot predict whether or when the Federal Reserve may increase or decrease the federal funds rate in the future. Moreover, while the inflation rate has decreased, prices remain high. Small to medium-sized businesses may be impacted by higher costs as they are not able to leverage economies of scale to mitigate cost pressures compared to larger businesses.

Removed

Consequently, the ability of our business customers to repay their loans may deteriorate, and in some cases this deterioration may occur quickly. Sustained higher interest rates by the Federal Reserve, changes to fiscal policy, including expansion of U.S. federal deficit spending and resultant debt issuance, could also affect market interest rates, push down asset prices and weaken economic activity. A deterioration in economic conditions in the United States and our markets could result in an increase in loan delinquencies and non-performing assets, decreases in loan collateral values and a decrease in demand for our products and services, any of which, could adversely affect our business, our financial condition and results of operations. Further, continued high market interest rates may reduce our loan origination volume, particularly refinance volume, and/or reduce our interest rate spread, which could have an adverse effect on our profitability and results of operations.

Reworded

The economy in the U.S. and globally has experienced volatility in recent years and may continue to experience such volatility for the foreseeable future. Unfavorable or uncertain economic conditions can be caused by declines in economic growth, business activity, or investor or business confidence; limitations on the availability of or increases in the cost of credit and capital; increases in inflation or interest rates; uncertainties regarding fiscal and monetary policies; the timing and impact of changing governmental policies, including changes in guidance and interpretation by regulatory authorities; changes in trade policies by the U.S. or other countries, such as tariffs or retaliatory tariffs as those proposed by the incoming U.S. Administrationcountries; supply chain disruptions; consumer spending; employment levels; labor shortages; challenging labor market conditions; wage stagnation; federal government shutdowns; energy prices; home prices; commercial property values; bankruptcies and a default by a significant market participant or class of counterparties; natural disasters; climate change; epidemics; pandemics; terrorist attacks; acts of war; or a combination of these or other factors.

Added

Inflation can have an adverse impact on our business and on our customers.

Added

The future rate of inflation and other economic factors remain uncertain, and the Federal Reserve may decrease or increase interest rates slower or faster than anticipated. If inflation increases and interest rates rise, the value of our investment securities, particularly those with longer maturities, will decrease, although this effect is less pronounced for floating rate instruments. Prolonged periods of inflation also may impact our profitability by negatively impacting our costs and expenses, including elevated funding costs and expenses related to talent acquisition and retention, and negatively impacting the demand for our products and services. Moreover, our customers are also affected by inflation and the rising costs of goods and services used in their households and businesses, which could have a negative impact on their ability to repay their loans.

Added

Changes in U.S. trade policies, including the imposition of tariffs and retaliatory tariffs, may adversely affect our business, financial condition, and results of operations.

Added

There have been significant changes to U.S. trade policies, including tariffs affecting many countries, and there continues to be significant discussion regarding other potential changes to U.S. trade policies, treaties, and tariffs, including the potential for additional tariffs. In addition, retaliatory tariffs have been imposed and additional retaliatory tariffs are likely. Tariffs, retaliatory tariffs or other trade restrictions on products and materials that our customers import or export could cause the prices of our customers’ products to increase, which could reduce demand for such products. Any of these effects could adversely affect the ability of our customers to pay their loans or result in changes to our customers’ borrowing patterns that could have a negative effect on our business and results of operations.

Reworded

Liquidity is essential to our business. We must maintain sufficient funds to respond to the needs of depositors and borrowers. To manage liquidity, we draw upon a number of funding sources in addition to in-market deposit growth and repayments and maturities of loans and investments. Any inability to access the capital markets, illiquidity or volatility in the capital markets, thea decrease in value of eligible collateral or increasedan increase in collateral requirements (including as a result of credit concerns for short-term borrowing), changes to our relationships with our funding providers based on real or perceived changes in our risk profile, prolonged federal government shutdowns, or changes in regulations or regulatory guidance, or other events could negatively affect our access to or cost of funding, affecting our ongoing ability to accommodate liability maturities and deposit withdrawals, meet contractual obligations, or fund asset growth and new business initiatives at a reasonable cost, in a timely manner and without adverse consequences. Additionally, our liquidity or cost of funds may be negatively impacted by the unwillingness or inability of the Federal Reserve to act as lender of last resort, unexpected simultaneous draws on lines of credit or deposits, the withdrawal of or failure to attract customer deposits, or increased regulatory liquidity, capital and margin requirements.

Reworded

Although we maintain a liquid asset portfolio and have implemented strategies to maintain sufficient and diverse sources of funding to accommodate planned, as well as unanticipated, changes in assets, liabilities, and off-balance sheet commitments under various economic conditions, a substantial, unexpected, or prolonged change in the level or cost of liquidity could have a material adverse effect on us. If the cost effectiveness or the availability of supply in these markets is reduced for a prolonged period of time, our funding needs may require us to access funding and manage liquidity by other means. These alternatives may include generating clientcustomer deposits, extending the maturity of wholesale borrowings, borrowing under certain secured borrowing arrangements, using relationships developed with a variety of fixed income investors, selling or securitizing loans, and further managing loan growth and investment opportunities. These alternative means of funding may result in an increase to the overall cost of funds and may not be available under stressed conditions, which would cause us to liquidate a portion of our liquid asset portfolio to meet any funding needs.

Added

A portion of our commercial loan portfolio consists of loan participations, which may have a higher risk of loss than loans we originate because we are not the lead lender and we have limited control over credit monitoring.

Added

We occasionally purchase commercial loan participations. Although these loan participations are individually underwritten by us using standards similar to those employed for our self-originated loans, loan participations may have a higher risk of loss than loans we originate because we are limited in our ability to monitor the performance of the loan and rely significantly on the lead lender. Moreover, our decisions regarding the classification of a loan participation and provisions for credit losses associated with a loan participation are made in part based upon information provided by the lead lender. A lead lender also may not monitor a participation loan in the same manner as we would for loans that we originate. At December 31, 2025, our participation in commercial loan originated by other banks amounted to $613.5 million.

Reworded

When we make loans, we sometimes obtain liens, such as real estate mortgages or other asset pledges, to provide us with a security interest in collateral. If there is a loan default, we may seek to foreclose upon collateral and enforce the security interests to obtain repayment and eliminate or mitigate our loss. Drafting errors, recording errors, other defects or imperfections in the security interests granted to us and/or changes in law may render liens granted to the us unenforceable. We may incur losses or expenses if security interests granted to us are not enforceable.

Reworded

We are subject to a variety of risks in connection with any sale of loans we may be required to repurchase mortgage loans or indemnify buyers against losses in some circumstances,conduct, which could adversely affect our results of operations and financial condition.

Reworded

We routinely sell newly originated residential mortgage loans and may also sell other loans or loan portfolios. When mortgage loans are sold, we are required to make customary representations and warranties to purchasers, guarantors and insurers, including government-sponsored entities, about the mortgage loans and the manner in which they were originated. Whole loan sale agreements require us to repurchase or substitute mortgage loans, or indemnify buyers against losses, in the event we breach these representations or warranties. In addition, we may be required to repurchase mortgage loans as a result of early payment default of the borrower on a mortgage loan. If repurchase and indemnity demands increase and such demands are valid claims and are in excess of our provision for potential losses, our results of operations and financial condition may be adversely affected.

Reworded

OurIf ACLour onallowance loansfor maycredit losses is not be adequatesufficient to cover actual loan losses, and an increase in the ACL on loans will adversely affect our earnings.earnings may decrease.

Added

We periodically make a determination of an ACL based on available information, including, but not limited to, the quality of the loan portfolio as indicated by trends in loan risk ratings, payment performance, economic conditions, the value of the underlying collateral, and the level of nonperforming and criticized loans. Management relies on its loan officers and credit quality reviews, its experience, and its evaluation of economic conditions, among other factors, in determining the amount of provision required for the ACL. Provisions to this allowance result in an expense for the period. If, as a result of general economic conditions, previously incorrect assumptions, or an increase in defaulted loans, we determine that additional increases in the ACL are necessary, additional expenses may be incurred.

Added

Determining the ACL inherently involves a high degree of subjectivity and requires us to make significant estimates of current credit risks and trends, all of which may undergo material changes. We cannot be sure that we will be able to identify deteriorating credits before they become nonperforming assets or that we will be able to limit losses on those loans that are identified. We have in the past been, and in the future may be, required to increase our ACL for any of several reasons. Changes in economic conditions, forecasts or individual business or personal circumstances affecting borrowers, new information regarding existing loans, the value of underlying collateral, identification of additional problem loans, and other factors, both within and outside of our control, may require an increase in the ACL. In addition, our regulators, as an integral part of their examination process, periodically review the ACL and may require us to increase the ACL by recognizing additional provisions for loan losses charged to earnings, or to charge-off loans, which, net of any recoveries, would decrease the ACL. Any such additional provisions for credit losses or charge-offs could have a material adverse effect on our financial condition and results of operations.

Removed

We maintain an ACL on loans that is based on relevant internal and external information related to past events, current economic conditions and reasonable supportable forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses. We make various assumptions and judgments about the quality and collectability of the loan portfolio, the creditworthiness of borrowers, the value of the underlying collateral, the enforceability of the loan documents, current economic conditions and reasonable and supportable forecasts. If the assumptions underlying the determination of the ACL prove to be incorrect, the ACL may not be sufficient to cover actual loan losses and an increase to the ACL may be necessary to allow for different assumptions or adverse developments. In addition, a problem with one or more loans could require a significant increase to the ACL. Federal and state regulators, in reviewing our loan portfolio as part of a regulatory examination, may request that we increase our ACL. Any increases in our ACL will result in a decrease in our net income and, possibly, our capital, and could have an adverse effect on our financial condition and results of operations.

Reworded

We are a holding company and depend on the Bank for dividends, distributionsdistributions, and other payments.

Reworded

The Bancorp is a legal entity separate and distinct from the Bank. Revenues and cash flows of the Bancorp (on a non-consolidated basis) are derived primarily from dividends paid to it by the Bank. The right of the Bancorp, and consequently the right of shareholders of the Bancorp, to participate in any distribution of the assets or earnings of the Bank, through the payment of such dividends or otherwise, is necessarily subject to the prior claims of creditors of the Bank (including depositors), except to the extent that certain claims of the Bancorp in a creditor capacity may be recognized.

Reworded

Holders of our common stock are entitled to receive dividends only when, asas, and if declared by our Board of Directors. Although we have historically declared cash dividends on our common stock, we are not required to do so, and our Board of Directors may reduce or eliminate our common stock dividend in the future. The FederalBancorp Reserve has authority to prohibit bank holding companies from paying dividends if such payment is deemed to be an unsafe or unsound practice. Additionally, the FDIC has the authority to use its enforcement powers to prohibitand the Bank fromare payingpotentially dividendssubject if,to invarious itsregulatory opinion,restrictions the payment of dividends would constitute an unsafe or unsound practice. Further,on our ability to pay dividends would be restricted if we do not maintain a capital conservation buffer. A reduction or elimination of dividends could adversely affect the market price of our common stock.dividends. See Item,Item 1 “Business-Supervision and Regulation-Dividend Restrictions” and “Business-Supervision and Regulation-Capital Adequacy and Safety and Soundness-Regulatory Capital Requirements.”

Added

We cannot guarantee that our allocation of capital to various alternatives, including share repurchase programs, will enhance long-term shareholder value.

Added

Our business plan calls for us to execute a variety of strategies to allocate and deploy capital including, but not limited to, continued organic balance sheet growth and diversification, implementation of share repurchase programs, and payment of regular cash dividends. If we are unable to effectively and timely deploy capital through these strategies, it may constrain growth in earnings and return on equity and thereby diminish potential growth in shareholder value. During the second quarter of 2025, our Board of Directors adopted the 2025 Repurchase Program, which authorizes the repurchase of up to 850,000 shares, or approximately 4%, of the Bancorp’s outstanding common stock. Repurchases are made at management’s discretion at prices management considers to be attractive and in the best interests of both the Corporation and its shareholders, subject to the availability of shares, general market conditions, the trading price of the shares, alternative uses for capital, and the Corporation’s financial performance.

Reworded

We maintain a securities portfolio, which may include obligations of U.S. government-sponsored enterprises and agencies, including mortgage-backed securities; obligations of states and political subdivisions; individual name issuer trust preferred debt securities; and corporate bonds. We seek to limit credit losses in our securities portfolios by generally purchasing only highly-rated securities. The valuation and liquidity of our securities could be adversely impacted by reduced market liquidity, increased normal bid-asked spreads and increased uncertainty of market participants, which could reduce the market value of our securities, even those with no apparent credit exposure. Inflation and rapid increases in interest rates led to a decline in the trading value of previously issued government securities with interest rates below current market interest rates. The valuation of our securities requires judgment and as market conditions change security values may also change. Significant negative changes to valuations could result in impairments in the value of our securities portfolio, which could have an adverse effect on our financial condition or results of operations.

Added

Significant negative changes to valuations could result in impairments in the value of our securities portfolio, which could have an adverse effect on our financial condition or results of operations.

Reworded

A possible future downgrade of the sovereign credit ratingsrating of the U.S. government and a decline in the perceived creditworthiness of U.S. government-related obligations could impact our ability to obtain funding that is collateralized by affected instruments, as well as affect the pricing of that funding when it is available. A downgrade may also adversely affect the market value of such instruments. We cannot predict if, when or how any changes to the credit ratings or perceived creditworthiness of these organizations will affect economic conditions. Such ratings actions could result inhave a significant adverse impact on us. Among other things, a downgrade of the sovereign credit ratingsrating of the U.S. government could adversely impact the value of our investment securities portfolio and may trigger requirements to post additional collateral for trades relative to these securities. A downgrade of the sovereign credit ratingsrating of the U.S. government or the credit ratings of related institutions, agencies or instruments could significantly exacerbate the other risks to which we are subject and any related adverse effects on the business, financial condition and results of operations.

Reworded

We face continuing and growing security risks to our information base,data, including the information we maintain relating to our customers.

Added

In the ordinary course of business, we rely on electronic communications and information systems to conduct our business and to store sensitive data, including financial information regarding customers. Our electronic communications and information systems infrastructure, as well as the systems infrastructure of the third-party vendors we use to meet our data processing and communication needs, could be susceptible to cyberattacks, such as denial of service attacks, hacking, terrorist activities, or identity theft. Financial services institutions and companies engaged in data processing have reported breaches in the security of their websites or other systems, some of which have involved sophisticated and targeted attacks intended to obtain unauthorized access to confidential information, destroy data, disable or degrade service, or sabotage systems, often through the introduction of computer viruses or malware, cyber-attacks and other means. Denial of service attacks have been launched against a number of large financial services institutions. Hacking and identity theft risks, in particular, could cause serious reputational harm. Notwithstanding the strength of defensive measures, cybersecurity threats and the tactics, techniques, and procedures used in cyberattacks change, develop, and evolve rapidly and continuously, including from growth in third-party services that facilitate or carry out cyberattacks and from emerging technologies, including artificial intelligence, which may be used to enhance the tactics, techniques, and procedures described above and facilitate new cyber threats. Although to date we have not experienced any material losses relating to cyberattacks or other information security breaches, there can be no assurance that we will not suffer such losses in the future. A failure or circumvention of our security systems could have a material adverse effect on our business operations and financial condition.

Removed

In the ordinary course of business, we rely on electronic communications and information systems to conduct our business and to store sensitive data, including financial information regarding customers. Our electronic communications and information systems infrastructure could be susceptible to cyberattacks, hacking, identity theft or terrorist activity. We have implemented and regularly review and update extensive systems of internal controls and procedures as well as corporate governance policies and procedures intended to protect our business operations, including the security and privacy of all confidential customer information. In addition, we rely on the services of a variety of third-party service providers to meet our data processing and communication needs. No matter how well designed or implemented our controls are, we cannot provide an absolute guarantee to protect our business operations from every type of problem in every situation. A failure or circumvention of these controls could have a material adverse effect on our business operations and financial condition.

Reworded

We regularly assess and test our security systems and disaster preparedness, including back-up systems, but the risks are escalating. We also review and assess the cybersecurity risk of our third-party service providers.ongoing. As a result, cybersecurity and the continued enhancement of our controls and processes to protect our systems, data and networks from attacks, unauthorized access or significant damage remain a priority. Accordingly, we may be required to expend additional resources to enhance our protective measures or to investigate and remediate any information security vulnerabilities or exposures. Any breach of our system security could result in disruption of our operations, unauthorized access to confidential customer information, significant regulatory costs, litigation exposureexposure, and other possible damages, loss, or liability. ASuch costs or losses could exceed the amount of available insurance coverage, if any, and would adversely affect our earnings. Also, any failure to prevent a security breach or to quickly and effectively deal with such a breach could negatively impact customer confidence, damaging our reputation and undermining our ability to attract and keep customers.

Removed

Our business may be adversely affected if we fail to adapt our products and services to evolving industry standards and consumer preferences.

Removed

The financial services industry is undergoing rapid technological changes with frequent introductions of new technology-driven products and services. The widespread adoption of new technologies, including cryptocurrencies and payment systems, could require substantial expenditures to modify or adapt our existing products and services. The introduction of new or modified products or services can entail significant time and resources. We might not be successful in developing or introducing new or modified products and services, integrating new products or services into our existing offerings, responding or adapting to changes in consumer behavior, preferences, spending, investing and/or saving habits, achieving market acceptance of our products and services, reducing costs in response to pressures to deliver products and services at lower prices or sufficiently developing and maintaining loyal customers. Products and services relying on internet and mobile technologies may expose us to fraud and cybersecurity risks. Implementation of certain new technologies, such as those related to artificial intelligence, automation and algorithms, may have unintended consequences due to their limitations, potential manipulation, or our failure to use them effectively. Failure to successfully manage these risks in the development and implementation of new or modified products or services could have an adverse effect on our business and reputation.

Reworded

We competeoperate within a highly competitive environment that includes financial and non-financial services firms, including traditional banks, online banks, financial technology companies, and investment management and wealth advisory firms, including commercial banks and trust companies, investment advisory firms, mutual fund companies, stock brokerage firms. These companies compete on the basis of, among other factors, size, location, quality and type of products and services offered, price, technology, brand recognitionrecognition, and reputation. Emerging technologiestechnologies, such as artificial intelligence (including machine learning and generative artificial intelligence) and quantum computing, have the potential to further intensify competition and accelerate disruption in the financial services industry. In recent years, non-financial services firms, such as financialFinancial technology companies,companies have begun tonow offer services traditionally provided by financial institutions. These firms attempt to use technology and mobile platforms to enhance the ability of companies and individuals to borrow, save and invest money. Additionally, financial technology companies and other firms have begun to offer services such as stablecoins that may serve as alternatives to traditional banking products such as deposits. Many of these non-financial services competitors have fewer regulatory constraints and may have lower cost structures than we do. Our long-term success depends on our ability to develop and execute strategic plans and initiatives; to develop competitive products and technologies; and to attract, retain and develop a highly skilled employee workforce. We may not be as timely or successful in assessing the evolving competitive landscape and developing or introducing new products and services as our competitors. Our abilitybusiness may be negatively impacted if we, or our third-party providers, do not timely develop and apply emerging technologies, or if our initiatives in these areas are deficient or fail. Our, or our third-party providers’, inability or resistance to successfullytimely attractinnovate or adapt operations, products, and retainservices wealthto managementevolving clientsregulatory isand dependentmarket uponenvironments, industry standards, and consumer preferences could result in service disruptions, harm our ability to compete with competitors’ investment products, level of investment performance, client servicesbusiness, and marketingadversely and distribution capabilities. If we are not successful,affect our results of operations and financial condition may be negatively impacted.reputation.

Reworded

Our success depends, in large part, on our ability to attract and retain key personnel. Certain key personnel that have regular direct contact with customers and clients often build strong relationships that are important to our business. In addition, we rely on key personnel to manage and operate itsour business, including major revenue producing functions, such as loan and deposit generation and wealth management services. Competition for qualified personnel in the financial services industry can be intense, and we may not be able to hire or retain the key personnel that we depend upon for success. Frequently, we compete in the market for talent with entities that are not subject to comprehensive regulation, including with respect to the structure of incentive compensation. The unexpected loss of services of one or more of our key personnel could have a material adverse impact on our business because of their skills, knowledge of the markets in which we operate, years of industry experience and the difficulty of promptly finding qualified replacement personnel. Also, the loss of key personnel could jeopardize our relationships with customers and clients and could lead to the loss of accounts. Losses of such accounts could have a material adverse impact on our business.

Reworded

The current and anticipated effects of climate change are creating an increasing level of concern for the state of the global environment. As a result, political and social attention to the issue of climate change has increased. In recent years, governments across the world have entered into international agreements to attempt to reduce global temperatures, in part by limiting greenhouse gas emissions. Despite the recent changes in the U.S. Administration, Congressional leadership and regulatory agency leadership, state legislatures and federal and state regulatory agencies may continue to propose and advance numerous legislative and regulatory initiatives seeking to mitigate the effects of climate change. These agreements and measures may result in the imposition of taxes and fees, the required purchase of emission credits, and the implementation of significant operational changes, each of which may require us to expend significant capital and incur compliance, operating, maintenance, and remediation costs. Consumers and businesses may also change their behavior on their own as a result of these concerns. The impact on our customers will likely vary depending on their specific attributes, including reliance on, or role in, carbon intensive activities. Our efforts to take these risks into account in making lending and other decisions, including by increasing our business with climate-friendly companies, may not be effective in protecting us from the negative impact of new laws and regulations or changes in consumer or business behavior.

Added

Our financial statements are based in part on assumptions and estimates, which, if wrong, could cause unexpected losses in the future.

Added

Pursuant to GAAP, we are required to use certain assumptions and estimates in preparing our financial statements, including in determining allowance for credit losses on loans, among other items. If assumptions or estimates underlying our financial statements are incorrect, we may experience material losses.

Added

The Bancorp and the Bank are subject to regulatory capital requirements that could, among other things, require us to maintain higher capital resulting in lower returns on equity, and we may be required to obtain additional capital to comply or result in regulatory actions if we are unable to comply with such requirements.

Removed

Federal regulations establish minimum capital requirements for insured depository institutions, including minimum risk-based capital and leverage ratios, and define “capital” for calculating these ratios. The minimum capital requirements are: (i) a common equity Tier 1 capital ratio of 4.5%; (ii) a Tier 1 to risk-based assets capital ratio of 6%; (iii) a total capital ratio of 8%; and (iv) a Tier 1 leverage ratio of 4%. The regulations also establish a “capital conservation buffer” of 2.5%. An institution will be subject to limitations on paying dividends, engaging in share repurchases and paying discretionary bonuses if its capital level falls below the capital conservation buffer amount. The application of these capital requirements could, among other things, require us to maintain higher capital resulting in lower returns on equity, and we may be required to obtain additional capital to comply or result in regulatory actions if we are unable to comply with such requirements.

Reworded

OnAs Septemberpreviously 27,disclosed in 2023, the Bank entered into a settlement with the DOJ through an agreement to resolve allegations that it violated fair lending laws in the state of Rhode Island from 2016 to 2021. Under the settlement, the Bank agreedagreed, over a five-year period, to (i) provide $7.0 million in loan subsidies over a five-year period with the goal of increasing home mortgage loans, home improvement loans, and home refinance loans in specific census tracts in Rhode Island. Loan subsidies may include originating a loan for a home purchase, refinancing or home improvement at an interest rate below the otherwise prevailing market interest rate offered by Washington Trust and payment of the initial mortgage insurance premium on loans subject to such mortgage insurance. The cost of such subsidies will generally be recognized over the life of the respective loans. Loan subsidies may also include down payment assistance and closing cost assistance. The Bank also agreed to(ii) commit $2.0 million for focused community outreach and marketing efforts over a five-year period.efforts. The expenses associated with community outreach and marketing efforts are being recorded in the period in which the activities occur and are consistent with historical spending levels. In addition, the Bank committed to opening two full-service branches in specific census tracts in Rhode Island, including the previously announced new branch in Olneyville, Rhode Island.Island that opened in 2024 and the branch in Pawtucket, Rhode Island, which is expected to open in the latter half of 2026. The settlement included no civil penalties levied against the Bank.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

48new paragraphs
61removed paragraphs
59reworded paragraphs
14,790 → 13,747words in section

New heading “Liquidity Risk Management”

Removed heading “Common Stock Issued in Public Offering and Balance Sheet Repositioning Transactions”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: bankruptcy
“The first loan relationship was a C&I participation in a shared national credit to a telecom infrastructure construction contractor. The contractor filed for Chapter 11 bankruptcy in the second quarter of 2025 due to cash flow problems, and at that time, the Corporation placed the loan relationship on nonaccrual status. As of June 30, 2025, this individually analyzed collateral dependent relationship had a carrying value of $9.3 million, of which $1.4 million was past due. …”
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New text topics: liquidity
“Liquidity Risk Management”
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New text topics: penalt, interest rate
“Net interest income is affected by the level of and changes in interest rates, and changes in the amount and composition of interest-earning assets and interest-bearing liabilities. Net interest income may also include the periodic recognition of prepayment penalty fee income associated with commercial loan payoffs. Prepayment penalty fee income amounted to $580 thousand (or a 1 basis point benefit to NIM) in 2025. Prepayment penalty fee income and its impact on NIM was insignificant in 2024. …”
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New text topics: default
“Various loan loss allowance coverage ratios are affected by the timing and extent of charge-offs, particularly with respect to individually analyzed collateral dependent loans. The decrease in the ACL on loans from December 31, 2024 reflects the impact of elevated charge-offs in 2025, as well as net improvements in loss given default estimates and regression analysis results, which were reflective of the performance of the overall loan portfolio and changes in econometric forecasts. …”
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Removed text topics: liquidity, interest rate
“Interest rate risk is the risk to earnings due to changes in interest rates. The ALCO is responsible for establishing policy guidelines on liquidity and acceptable exposure to interest rate risk. Quarterly, the ALCO reports on the status of liquidity and interest rate risk matters to the Corporation’s Audit Committee. The objective of the ALCO is to manage assets and funding sources to produce results that are consistent with the Corporation’s liquidity, capital adequacy, growth, risk, and profitability goals.”
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Removed text topics: penalt, interest rate
“Net interest income, the primary source of our operating income, totaled $128.4 million and $137.1 million, respectively, for 2024 and 2023. Net interest income is affected by the level of and changes in interest rates, and changes in the amount and composition of interest-earning assets and interest-bearing liabilities. Prepayment penalty income associated with loan payoffs is included in net interest income.”
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Full comparison: every changed paragraph (168)

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Reworded

The following analysis is intended to provide the reader with a further understanding of the consolidated financial condition and results of operations of the Corporation for the periods shown. For a full understanding of this analysis, it should be read in conjunction with other sections of this Annual Report on Form 10-K, including Part I, “Item 1.1 “Business” and Part II, “Item 8.8 “Financial Statements and Supplementary Data.”

Reworded

The following table presents adjusted noninterest income, adjusted noninterest expense, adjusted income before income taxes, adjusted income tax expense, adjusted effective tax rate, adjusted net income, and adjusted net income available to common shareholders:

Reworded

(1)Net income (incomeloss) loss divided by total average assets.

Reworded

Our largest source of operating income is net interest income, which is the difference between interest earned on loans and securities and interest paid on deposits and borrowings. In addition, we generate noninterest income from a number of sources, including wealth management services, mortgage banking activities, and deposit services. Our principal noninterest expenses include salaries and employee benefit costs, outsourced services (including software-as-a-service) provided by third-party vendors, occupancy and facility-related costs, and other administrative expenses.

Reworded

We continue to leverage our strong regional brand to build market share and remain steadfast in our commitment to provide superior service. We believe the key to future growth is providing customers with convenient in-person service and digital banking solutions. InWe Januaryplan 2024,to we openedopen a new full-service branch in Smithfield,Pawtucket, Rhode Island and in September 2024, we opened a new full-service branch in the Olneyvillelatter sectionhalf of Providence.2026.

Removed

Common Stock Issued in Public Offering and Balance Sheet Repositioning Transactions

Removed

On December 16, 2024, the Corporation completed an underwritten public offering of 2,198,528 shares of its common stock at a public offering price of $34.00 per share, and disclosed that the use of proceeds was expected to include investments in the Bank and Bank balance sheet optimization strategies involving the sale of lower-yielding loans and securities, the purchase of debt securities with current market yields, and the repayment of wholesale funding balances. The net proceeds received from the offering, after deducting underwriting discounts and commissions and operating expenses payable by the Corporation, were $70.5 million.

Removed

On December 20, 2024, the Corporation announced the execution of balance sheet repositioning transactions to support continued organic growth and capital generation. The Bank sold available for sale debt securities with an amortized cost balance of $409.5 million (fair value of $378.4 million) and a weighted average yield of 2.65% and reinvested $378.4 million into purchases of available for sale debt securities with a weighted average yield of 5.30%. The sale of debt securities resulted in a net pre-tax realized loss of $31.0 million (after-tax of $23.5 million) that was recognized in the fourth quarter of 2024.

Removed

In addition, pursuant to the terms of a sales agreement effective December 30, 2024, the Bank committed to sell residential mortgage loans with an amortized cost balance of $344.6 million and a weighted average rate of approximately 3.02%. These loans were reclassified to held for sale and written down to a fair value of $281.7 million, resulting in a net pre-tax loss of $62.9 million (after-tax of $47.7 million) that was recognized in the fourth quarter of 2024. The sale of these loans was completed on January 24, 2025. The net proceeds received from the equity offering and the loan sale were used to pay down wholesale funding balances in December 2024 and the first quarter of 2025.

Removed

Interest rate risk is the risk of loss to earnings due to movements in interest rates. Interest rate risk arises from differences between the timing of rate changes and the timing of cash flows. It exists because the repricing frequency and magnitude of interest-earning assets and interest-bearing liabilities are not identical. See the “Asset/Liability Management and Interest Rate Risk” section below for additional disclosure.

Removed

Liquidity risk is the risk that the Corporation will not have the ability to generate adequate amounts of cash in the most economical way for it to meet its maturing liability obligations and customer loan demand. Liquidity risk includes the inability to manage unplanned decreases or changes in funding sources. For detailed disclosure regarding liquidity management, see the “Liquidity and Capital Resources” section below.

Added

Summary

Added

Net income totaled $52.2 million for 2025, compared to a net loss of $28.1 million reported for 2024. These results included:

Added

•In 2025, sale-leaseback transactions were completed for five branch locations and a pre-tax net gain on the sale of the bank-owned properties totaling $7.0 million was recognized within noninterest income.

Added

•Also in 2025, and in connection with the termination of the Corporation's qualified pension plan, a pre-tax non-cash pension plan settlement charge of $6.4 million was recognized within noninterest expenses.

Added

•In December 2024, the Bancorp completed an underwritten public offering of its common stock and used the $70.5 million in net proceeds to invest in the Bank and execute balance sheet repositioning transactions, including the sale of lower-yielding loans and securities, the purchase of debt securities, and the repayment of wholesale funding balances. As a result:

Added

◦Included in noninterest income (loss) in 2024 was a net pre-tax realized loss of $31.0 million on the sale of available for sale debt securities.

Added

◦Included in noninterest income (loss) in 2024 was a net pre-tax loss of $62.9 million when residential mortgage loans, that the Bank committed to sell, were reclassified to held for sale and written down to a fair value. The sale of these loans was completed on January 24, 2025.

Added

◦The net proceeds from the equity offering and the loan sale were used to pay down wholesale funding balances in December 2024 and the first quarter of 2025.

Added

•Also in 2024, noninterest income (loss) included a net gain of $988 thousand recognized on the sale of a bank-owned operations facility and income of $2.1 million associated with a litigation settlement.

Added

Excluding these infrequent transactions, adjusted net income (non-GAAP) was $51.8 million in 2025, compared to $40.9 million in 2024. These results were driven by an increase in net interest income, largely reflecting the benefits of the balance sheet repositioning transactions mentioned above, and growth in wealth management and mortgage banking revenues, and were partially offset by higher salaries and benefits costs and an elevated provision for credit losses.

Removed

In 2024, a net loss of $28.1 million was recognized, compared to net income of $48.2 million in 2023. As further described under the caption “Overview” above, balance sheet repositioning transactions were executed that impacted the 2024 results. In addition, income of $2.1 million associated with a litigation settlement was recognized in the first quarter of 2024 and a net gain of $988 thousand was recognized on the sale of a bank-owned operations facility in the second quarter of 2024. In 2023, a state legislative tax change resulted in a net reduction in income tax expense of $3.3 million. Excluding these items, adjusted net income (non-GAAP) in 2024 was $40.9 million, compared to $44.9 million in 2023, down by $4.1 million, or 9%. This decrease was primarily attributable to a decline in net interest income and a relatively modest increase in noninterest expenses, partially offset by higher wealth management revenues and mortgage banking revenues.

Added

Net interest income, the primary source of our operating income, totaled $153.2 million and $128.4 million, respectively, for 2025 and 2024.

Added

Net interest income is affected by the level of and changes in interest rates, and changes in the amount and composition of interest-earning assets and interest-bearing liabilities. Net interest income may also include the periodic recognition of prepayment penalty fee income associated with commercial loan payoffs. Prepayment penalty fee income amounted to $580 thousand (or a 1 basis point benefit to NIM) in 2025. Prepayment penalty fee income and its impact on NIM was insignificant in 2024. The analysis of net interest income, NIM and the yield on loans is also impacted by changes in the level of net amortization of premiums and discounts on securities and loans, which is included in interest income. As noted in the Consolidated Statements of Cash Flows, net amortization of premiums and discounts on securities and loans (a net reduction to net interest income) amounted to $1.1 million in 2025, compared to $1.3 million in 2024.

Added

The improvement in net interest income, FTE net interest income and NIM discussed below largely reflected benefits from the balance sheet repositioning transactions previously announced in December 2024, which included the sale of lower-yielding debt securities and residential real estate loans, reinvestment into higher-yielding debt securities, and pay-down of higher-cost FHLB advances and wholesale brokered time deposits.

Removed

Net interest income, the primary source of our operating income, totaled $128.4 million and $137.1 million, respectively, for 2024 and 2023. Net interest income is affected by the level of and changes in interest rates, and changes in the amount and composition of interest-earning assets and interest-bearing liabilities. Prepayment penalty income associated with loan payoffs is included in net interest income.

Removed

Net interest income includes the periodic recognition of prepayment penalty fee income associated with commercial loan payoffs. Prepayment penalty fee income amounted to $70 thousand (or 0 basis point benefit to NIM) and $272 thousand (or 1 basis point benefit to NIM), respectively, in 2024 and 2023.

Removed

The analysis of net interest income, NIM and the yield on loans is also impacted by changes in the level of net amortization of premiums and discounts on securities and loans, which is included in interest income. Changes in market interest rates affect the level of loan prepayments and the receipt of payments on mortgage-backed securities. Prepayment speeds generally decrease as market interest rates rise and increase as market interest rates decline. Changes in prepayment speeds could increase or decrease the level of net amortization of premiums and discounts, thereby affecting interest income. As noted in the Consolidated Statements of Cash Flows, net amortization of premiums and discounts on securities and loans (a net reduction to net interest income) amounted to $1.3 million in 2024, compared to $1.4 million in 2023.

Reworded

FTE net interest income in 20242025 amounted to $129.4$154.0 million, downup by $8.7$24.7 million, or 6%,19%, from 2023.2024. IncreasesDecreases in average interest-bearing liability balances,balances net of increasesdecreases in average interest-earning assets, reducedincreased net interest income by $4.4$9.5 million in 2024.2025. IncreasesDecreases in funding costs outpaced increasesdecreases in asset yields, reducingincreasing net interest income by $4.3$15.2 million.million Seein additional2025. discussionNIM regardingwas interest2.40% ratein sensitivity2025, underup theby caption53 “Asset/Liabilitybasis Managementpoints andfrom Interest1.87% Ratein Risk.”2024.

Removed

NIM was 1.87% in 2024, down by 18 basis points from 2.05% in 2023. While NIM benefited from higher market interest rates on loans, it was adversely impacted by a higher cost of funds.

Reworded

Total average securities for 20242025 decreased by $66.8$58.4 million, or 6%,5%, from the average balance for 2023,2024, primarily due to routine pay downs. The FTE rate of return on securities was 2.49%3.45% in 2024,2025, up by 496 basis points from 2.45% in 2023.2024.

Reworded

Total average loan balances increaseddecreased by $195.9$463.2 million, or 4%,8%, from the2024, averagelargely balancereflecting fora 2023. This reflected growthdecrease in average CRE and residential real estate loans. The yield on total loans in 20242025 was 5.37%,5.28%, updown by 349 basis points from 5.03% in 2023, reflecting higher market interest rates in 2024.

Reworded

The Bank utilizes FHLB advances and brokered time deposits are utilized as wholesale funding sources. Wholesale funding balances decreased in 2025, largely reflecting benefits from the balance sheet repositioning transactions mentioned above, as well as in-market deposit growth. Rates paid on wholesale funding have declined from the prior year reflecting lower market interest rates. The average balance of FHLB advances for 20242025 increaseddecreased by $255.7$426.7 million, or 24%,33%, comparedfrom to2024. the average balance for 2023. Due to increases in market rates, theThe average rate paid on such advances in 20242025 was 4.92%,4.48%, updown 2344 basis points from 4.69% in 2023.2024. Included in total average interest-bearing deposits were wholesale brokered deposits, which decreased by $101.8$455.9 million, or 17%,90%, from 2023.2024. The average rate paid on wholesale brokered deposits in 20242025 was 5.22%,5.04%, updown by 4618 basis points from 4.76% in 2023.2024.

Reworded

As market interest rates rose, deposit balances shifted from lower cost deposits to higher cost deposits. Average in-market interest-bearing deposits, which excludes wholesale brokered deposits, increased by $132.9$395.8 million, or 3%,10%, from the2024, average balance in 2023, withreflecting increases inacross timemost depositsdeposit and interest-bearing demand deposits.categories. The average rate paid on in-market interest-bearing deposits in 20242025 was 2.96%,2.74%, updown by 6222 basis points from 2.34%2024, inlargely 2023.reflecting lower market interest rates. The average balance of noninterest-bearing demand deposits for 20242025 decreased by $113.6$31.4 million, or 15%,5%, from the average balance in 2023.2024.

Added

The increase in the provision for credit losses in 2025 reflected the impact of charge-offs on two commercial loan relationships. Net charge-offs totaled $14.2 million, or 0.28% of average loans in 2025, compared to $2.0 million, or 0.04% of average loans in 2024. See additional discussion regarding these two commercial loan relationships, other credit quality details and discussion regarding the ACL under the caption “Asset Quality” below.

Removed

The provision for credit losses in 2024 reflected specific reserve allocations on individually analyzed nonaccrual commercial loans, as well as the impact of continued, yet subsiding, slowdown in prepayment speeds. This was partially offset by relatively stable to improving forecasted economic conditions in 2024 and a decline in loan balances that was concentrated in residential real estate and also included the reclassification of loans from portfolio to held for sale.

Removed

The provision recognized in 2023 reflected loan growth and slowdown of loan prepayment speeds, changes in asset and credit quality, and our estimate of forecasted economic conditions. Econometric factors were stable to improving in 2023, with our forecast reflecting a lower probability of a recession.

Removed

Net charge-offs totaled $2.0 million, or 0.04% of average loans, in 2024, compared to net charge-offs of $520 thousand, or 0.01% of average loans, in 2023.

Removed

The ACL on loans was $42.0 million, or 0.82% of total loans, at December 31, 2024, compared to $41.1 million, or 0.73% of total loans, at December 31, 2023.

Removed

See additional discussion under the caption “Asset Quality” for further information on the ACL on loans.

Reworded

Noninterest income amounted to $75.9 million in 2025, compared to a net loss of $27.8 million in 2024,2024. comparedAs todescribed above, total noninterest income of $56.1 million in 2023. Noninterest income in 2024 was impacted by theinfrequent recognition of $93.9 milliontransactions in netboth realized losses on securities and net losses on the sale of portfolio loans associated with balance sheet repositioning transactions. In addition, other income in 2024 included income of $2.1 million associated with a litigation settlement and a net gain of $988 thousand recognized on the sale of a bank-owned operations facility.years. Excluding the impact of these transactions, adjusted noninterest income (non-GAAP) was $68.9 million in 2025, compared to $63.1 million in 2024, compared to $56.1 million in 2023, up by $6.9$5.8 million, or 12.3%.9%.

Added

The following table presents wealth management AUA balances:

Added

In the third quarter of 2025, the Bank's registered investment adviser subsidiary purchased client advisory contracts from Lighthouse in an asset acquisition. The transaction closed on July 31, 2025, resulting in the acquisition of AUA totaling $195.4 million. See Note 8 to the Consolidated Financial Statements for additional disclosure.

Reworded

Wealth management revenues for 20242025 increased by $3.5$2.2 million, or 10%,6%, from 2023,2024, largely reflecting an increase in asset-based revenues. The changeincrease in asset-based revenues correlated with the increasechange in average AUA balances in 2024.balances. The average balance of AUA in 2024 increased by 10%7% fromover the2024, averageprimarily balancereflecting innet 2023.investment appreciation of AUA.

Removed

The end of period AUA balance amounted to $7.1 billion at December 31, 2024, up by $489.4 million, or 7%, from December 31, 2023. The following table presents the changes in wealth management AUA balances:

Reworded

Mortgage banking revenues are dependent on mortgage origination volume and are sensitive to interest rates and the condition of housing markets. WhileIn 2025, loan origination and refinancing activities decreasedincreased in response to increasesdecreases in market interest rates, a larger proportion of loans were originated for sale in 2024.rates. The composition of mortgage banking revenues and the volume of loans sold to the secondary market are shown in the following table:

Reworded

Mortgage banking revenues increased by $4.3$1.1 million, or 65%,10%, in 2024.2025. The increase in mortgage banking revenues waslargely mainlyreflected attributablean to increasesincrease in both sales volume and sales yield.volume.

Reworded

Loan related derivative income from interest rate swap contracts with commercial borrowers decreasedincreased by $923$1.7 thousand, or 66%,million in 2024,2025, reflecting ahigher decline intransaction volume.

Removed

Income from BOLI was down by $447 thousand, or 13%, from 2023, reflecting the recognition of $658 thousand in non-taxable income in 2023 associated with the receipt of life insurance proceeds.

Reworded

Other income was updown by $3.2$1.9 million, or 242%,53%, from 2023,2024, primarily due to the receipt of income associated with a litigation settlement and the net gain on the sale of a bank-owned operations facility as mentioned above.

Added

Total noninterest expense amounted to $152.4 million in 2025, compared to $137.1 million in 2024. Total noninterest expense was impacted by the termination of the Corporation’s qualified pension plan, as described under the caption “Summary” above. Excluding the impact of this infrequent transaction, adjusted noninterest expense (non-GAAP) was $146.0 million in 2025, up by $8.9 million, or 7%, from 2024.

Reworded

Salaries and employee benefits expense, the largest component of noninterest expense, increased by $3.8$5.5 million, or 5%,6%, from 2023.2024. This included higher performance-basedlevels incentiveof performance- and volume-based compensation, merit increases, and lowerincreased staffing levels.

Added

Outsourced services includes software as a service and cloud computing software costs, as well as other third-party provided processing costs. Outsourced services expense increased by $679 thousand, or 4%, from 2024, reflecting changes in third-party provided services, including volume-related changes.

Added

Net occupancy increased by $951 thousand, or 10%, primarily due to lease expense associated with the sale-leaseback transactions that were completed in the first quarter of 2025.

Removed

Outsourced services expense increased by $1.7 million, or 12%, from 2023. Equipment expense decreased by $480 thousand, or 11%, from 2023. Both the increase in outsourced services expense and decline in equipment expense reflected changes to and expansion of services, including software as a service, that are provided by third-party vendors, as well as volume-related increases in third-party costs.

Removed

Legal, audit and professional fees decreased by $763 thousand, or 20%, in 2024, reflecting lower legal fees.

Reworded

FDIC deposit insurance costs for the 20242025 increaseddecreased by $846$933 thousand, or 18%,17%, from 2023,2024, reflecting the impact of increasesa decline in average assets from a year ago and a higherlower FDIC deposit assessment rate.

Reworded

Other expensesnoninterest expense for 20242025 decreasedincreased by $1.8$3.0 million, or 17%,34%, from 2023.2024. InIncluded 2023,in this increase was a charitablefourth contributionquarter expense as a2025 $1.0 million contribution wasmade madeby Washington Trust to Washington Trust’sits charitable foundation.foundation, Thereas waswell noas suchsystem conversion costs associated with changes in technology, and increases across a variety of noninterest expense in 2024.categories.

Reworded

The effective tax rates differed from the federal rate of 21%, primarily due to state income tax benefits,expense, which was partially offset by benefits from tax-exempt income, income from BOLI, and federal tax credits. The blended statutory rates include the federal income tax rate of 21% and a blended state income tax rate net of a federal tax benefit.

Added

In 2025, the Corporation recognized income tax expense of $15.2 million, compared to an income tax benefit of $10.8 million in 2024. The effective tax rate for 2025 was 22.5%, compared to a rate 27.7% for 2024. Income tax expense (benefit) was impacted by infrequent transactions, as described under the caption “Summary” above. Excluding the impact of these transactions, the adjusted effective tax rate (non-GAAP) increased to 22.5% in 2025 from 21.5% in 2024, reflecting changes in state tax exposure and a lower proportion of nontaxable income to adjusted pre-tax book income.

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What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-06 (period ending 2026-06-30) with 10-Q filed 2026-05-07 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

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The section in the latest 10-Q reads in full:

There have been no material changes in the risk factors described in Part I, Item 1A. “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on February 24, 2026.

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Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

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Reworded topics: interest rate

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Total average loan balances for the three and six months ended MarchJune 31,30, 2026 decreased by $21.8$116.5 million and $69.4 million, respectively, from the comparable 2025 period, largelyperiods, reflecting a decreasedecreases in the residential and commercial real estate loan portfolio.portfolios. The yield on total loans for the three and six months ended MarchJune 31,30, 2026 was 5.14%,5.20% and 5.17%, respectively, down by 179 and 13 basis pointspoints, respectively, from the same periodperiods in 2025. The decrease reflected the impact of lower market interest rates, partially offset by the benefit from the cessation of deferred loss amortization discussed above.
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New text topics: liquidity
“FHLB advances decreased from the end of 2025 reflecting increases in in-market deposits and timing of liquidity management activities.”
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Reworded

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Nonaccrual loans at MarchJune 31,30, 2026 totaled $40.4$39.8 million, up by $27.5$26.9 million from the end of 2025. Two CRE office segment loans with underlying properties located in our primary lending area of Southern New England were placed on nonaccrual status.status in the first quarter of 2026. The first loanloan, hadwith a carrying value of $22.3 million at MarchJune 31,30, 2026 and2026, was placed on nonaccrual status when notification of a tenant’s intent to vacate was received in March and workout discussions continued.ensued. TheManagement underlyingcontinues office property is approximately 60% occupied. As management worksefforts to resolve this problem loan,loan aand specific reservereserves washave addedbeen in first quarterestablished reflecting the estimated loss resulting from a proposed modification structure. The second loanloan, hadwith a carrying value of $6.6 million at MarchJune 31,30, 2026 and2026, was placed on nonaccrual status aswhen the loan maturedmatured. andNegotiations of renewal terms were being negotiatedcommenced in March.March The loan is collateral dependent2026 and aare specificongoing. reserveSpecific wasreserves addedhave inbeen theestablished firston quarterthis reflecting the estimated decrease in the fair value of the collateralloan based on a newrecent appraisal thatof wasthe receivedunderlying incollateral earlyand April.continued negotiations with the borrower.
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New text
“The improvement in net interest income, FTE net interest income and NIM discussed below largely reflected continued benefits from the December 2024 balance sheet repositioning transactions, as well as the cessation of amortization of a deferred loss associated with a previously terminated cash flow hedge. As of May 1, 2026, the remaining deferred loss was fully amortized. As noted in the Unaudited Consolidated Statements of Cash Flows, amortization of the terminated cash flow hedge loss (a reduction to net interest income) amounted to $2.8 million in 2026, compared to $4.3 million in 2025.”
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Noninterest expenses for the Wealth Management Services segment for the three and six months ended MarchJune 31,30, 2026 totaled $7.7$7.6 million and $15.3 million, respectively, compared to $9.7$8.0 million and $17.7 million, respectively, for the same periodperiods in 2025. Included in the threesix months ended MarchJune 31,30, 2025 was $1.5 million of the total pension plan settlement charge that was allocated to the Wealth Management Services segment. Excluding this item, noninterest expenses for the Wealth Management Services segment for the three and six months ended June 30, 2026 decreased by $451$421 thousand.thousand Thisand included$872 athousand, decreaserespectively, reflecting decreases in outsourced services expense, partially offset by higheran increase in salaries and employee benefits expense. The decrease in outsourced services was attributable to changes in third-party provided services, including software as a service. See additional discussion of salaries and employee benefits expense under the caption “Noninterest Expense” above.
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Paragraph as it now reads, with added and removed wording marked:

Banking noninterest expenses for the three and six months ended MarchJune 31,30, 2026 totaled $30.1$31.0 million and $61.1 million, respectively, compared to $32.5$28.5 million and $61.1 million, respectively, for the same periodperiods in 2025. Included in the threesix months ended MarchJune 31,30, 2025 was $4.9 million of the total pension plan settlement charge that was allocated to the Banking segment. Excluding this item, noninterest expenses for the Banking segment for the three and six months ended June 30, 2026 increased by $2.5 million and $4.9 million, respectively, reflecting increases in salaries and employee benefits expense and outsourced services expense, partially offset by a decrease in FDIC deposit insurance costs. The increase in outsourced services reflected changes in third-party provided services, including software as a service and processing costs. See additional discussion of salaries and employee benefits expense and FDIC deposit insurance costs under the caption “Noninterest Expense” above.
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Reworded

The following discussion should be read in conjunction with the Corporation’s Audited Consolidated Financial Statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2025, and in conjunction with the condensed Unaudited Consolidated Financial Statements and notes thereto included in Item 1 of this report. Operating results for the three and six months ended MarchJune 31,30, 2026 are not necessarily indicative of the results for the full-year ended December 31, 2026 or any future period.

Reworded

•changes in general business and economic conditions (including the impact of ongoing armed conflicts, tariffs, inflation, current or future U.S. government shutdowns, and concerns about liquidity) on a national basis and in the local markets in which we operate;

Added

(1)Recognized in the three months ended March 31, 2025.

Added

(2)Recognized in the three months ended March 31, 2025.

Added

(2)Recognized in the three months ended March 31, 2025.

Reworded

We continue to leverage our strong regional brand to build market share and remain steadfast in our commitment to provide superior service. We believe the key to future growth is providing customers with convenient in-person service and digital banking solutions. We have plans to open two new full-service branches later in 2026; one in Pawtucket and another in Bristol, Rhode Island.

Reworded

Net income totaled $12.6$16.0 million and $28.6 million, respectively, for the three and six months ended MarchJune 31,30, 2026, compared to $12.2$13.2 million and $25.4 million, respectively, reported for the same periodperiods in 2025. TheseThe prior year results included the following infrequent transactions:

Reworded

Excluding these items, adjusted net income (non-GAAP) for the three and six months ended MarchJune 31,30, 2026 was $12.6$16.0 million and $28.6 million, respectively, compared to $11.8$13.2 million and $25.0 million, respectively, for the same periodperiods in 2025, up by $838 thousand, or 7%.2025. These results reflected higher net interest income, as well as growth in wealth management and mortgage banking revenues, partially offset by an elevated provision for credit losses and higher salaries and benefits costs.

Added

Interest income amounts presented in the preceding table include the following adjustments for taxable equivalency:

Reworded

Net interest income, the primary source of our operating income, totaled $40.5$41.8 million and $82.3 million, respectively, for the three and six months ended MarchJune 31,30, 2026, compared to $36.4$37.2 million and $73.6 million, respectively, for the same periodperiods in 2025.

Added

The improvement in net interest income, FTE net interest income and NIM discussed below largely reflected continued benefits from the December 2024 balance sheet repositioning transactions, as well as the cessation of amortization of a deferred loss associated with a previously terminated cash flow hedge. As of May 1, 2026, the remaining deferred loss was fully amortized. As noted in the Unaudited Consolidated Statements of Cash Flows, amortization of the terminated cash flow hedge loss (a reduction to net interest income) amounted to $2.8 million in 2026, compared to $4.3 million in 2025.

Removed

The improvement in net interest income, FTE net interest income and NIM discussed below largely reflected continued benefits from the December 2024 balance sheet repositioning transactions.

Reworded

FTE net interest income for the three and six months ended MarchJune 31,30, 2026 amounted to $40.7$42.0 million and $82.7 million, respectively, up by $4.1$4.6 million and $8.7 million, respectively, from the same periodperiods in 2025. For the three and six months ended MarchJune 31,30, 2026, decreases in average interest-bearing liability balances net of decreases in average interest-earning assets increased net interest income by $793$1.3 thousand.million and $2.0 million, respectively. Decreases in funding costs outpaced decreases in asset yields, increasing net interest income by $3.3 million and $6.7 million, respectively, for the three and six months ended MarchJune 31,30, 2026.

Reworded

NIM was 2.63%2.73% and 2.68%, respectively, for the three and six months ended MarchJune 31,30, 2026, up by 34 basis points from 2.29%2.36% and 2.32%, respectively, for the same periodperiods in 2025.

Reworded

Total average securities for the three and six months ended MarchJune 31,30, 2026 decreased by $20.1$70.5 million and $45.4 million, respectively, from the same periodperiods a year earlier primarily due to routine pay-downs. The FTE rate of return on the securities portfolio for the three and six months ended MarchJune 31,30, 2026 was 3.48%,3.41% upand 3.44%, respectively, down by 56 and 1 basis pointspoints, respectively, from the same periodperiods in 2025.

Reworded

Total average loan balances for the three and six months ended MarchJune 31,30, 2026 decreased by $21.8$116.5 million and $69.4 million, respectively, from the comparable 2025 period, largelyperiods, reflecting a decreasedecreases in the residential and commercial real estate loan portfolio.portfolios. The yield on total loans for the three and six months ended MarchJune 31,30, 2026 was 5.14%,5.20% and 5.17%, respectively, down by 179 and 13 basis pointspoints, respectively, from the same periodperiods in 2025. The decrease reflected the impact of lower market interest rates, partially offset by the benefit from the cessation of deferred loss amortization discussed above.

Reworded

FHLB advances and brokered time deposits are utilized as wholesale funding sources. The average balance of FHLB advances for the three and six months ended MarchJune 31,30, 2026 decreased by $299.2$397.2 million and $348.5 million, respectively, from the comparable periodperiods in 2025. The average rate paid on such advances for the three and six months ended MarchJune 31,30, 2026 was 4.16%,4.10% and 4.13%, respectively, down by 4639 and 43 basis pointspoints, respectively, from the same periodperiods in 2025. There were no wholesale brokered time deposits for the three and six months ended MarchJune 31,30, 2026,2026. This compared to $188.4$8.5 million and $97.9 million, respectively for the three and six months ended MarchJune 31,30, 2025 that had anwith average raterates of 5.05%.4.96% and 5.05%, respectively. The decline in wholesale funding balances reflected the benefits from the balance sheet repositioning transactions mentioned above, as well as increases in the average balances of in-market deposits. Rates paid on wholesale funding have declined from the prior year reflecting lower market interest rates.

Reworded

Average in-market interest-bearing deposits, which excludes wholesale brokered deposits, for the three and six months ended MarchJune 31,30, 2026 increased by $279.1$192.2 million and $235.4 million, respectively, from the same periodperiods in 2025, largely reflecting increases in average balances of savings accounts and interest-bearing demand deposits. The average rate paid on in-market interest-bearing deposits for both the three and six months ended MarchJune 31,30, 2026 was 2.42%,2.41%, down by 3540 and 38 basis pointspoints, respectively, from the same periodperiods in 2025, largely reflecting lower market interest rates. The average balance of noninterest-bearing demand deposits for the three and six months ended MarchJune 31,30, 2026 increased by $6.0 million and decreased by $16.5$5.2 millionmillion, respectively, from the same periodperiods in 2025.

Reworded

The following table presents certain information on an FTE basis regarding changes in our interest income and interest expense for the periodperiods indicated. The net change attributable to both volume and rate has been allocated proportionately.

Reworded

The following table presents the provision for credit losses for the periods indicated:

Reworded

The provision for credit losses for the three and six months ended MarchJune 31,30, 2026,2026 largelyprovided reflectedfor an increase in specific reserves onand twofor CRE office segment loans, which was partially offset by a declinechanges in our loan portfolio balances.portfolio. See additional discussion regarding these two loans under the caption “Nonaccrual Loans.”

Reworded

Net charge-offs totaled $10$55 thousand and $65 thousand, respectively, for the three and six months ended MarchJune 31,30, 2026, compared to $2.3$647 millionthousand and $3.0 million, respectively, for the same periodperiods in 2025. See additional discussion regarding the ACL under the caption “Asset Quality” below.

Reworded

Total noninterest income amounted to $17.3$18.7 million and $36.0 million, respectively, for the three and six months ended MarchJune 31,30, 2026, compared to $22.6$17.1 million and $39.7 million, respectively, for the same periodperiods in 2025. Total noninterest income in the six months ended 2025 was impacted by the gain on sale-leaseback transactions as described under the caption “Summary” above. Excluding the impact of this infrequent transaction, adjusted noninterest income (non-GAAP) for the three and six months ended MarchJune 31,30, 2026 was up by $1.7$1.6 million and $3.2 million, or 11%,respectively, from the same periodperiods in 2025.

Reworded

Wealth management revenues for the three and six months ended MarchJune 31,30, 2026 increased by $756$1.1 thousand,million orand 8%,$1.8 million, respectively, from the same periodperiods in 2025, largely reflecting an increase in asset-based revenues. The increase in asset-based revenues correlated with the change in average AUA balances. The average balance of AUA for the three and six months ended MarchJune 31,30, 2026 increased by 10%13% and 11%, respectively, over the average balancebalances for the same periodperiods in 2025, primarilylargely reflecting net investment appreciation of AUA.

Reworded

For the three and six months ended MarchJune 31,30, 2026, mortgage banking revenues were up by $741$439 thousand,thousand orand 32%,$1.2 million, respectively, compared to the same periodperiods in 2025, largely reflecting an increase in sales volume. Mortgage banking revenues are also impacted by changes in the fair value of mortgage loans held for sale and forward loan commitments, which are primarily based on current market prices in the secondary market and correlate to changes in the size of the mortgage pipeline.

Reworded

Total noninterest expense amounted to $37.8$38.6 million and $76.4 million, respectively, for the three and six months ended MarchJune 31,30, 2026, compared to $42.2$36.5 million and $78.7 million, respectively, for the same periodperiods in 2025. Total noninterest expense in the six months ended 2025 was impacted by the settlement charge associated with termination of the Corporation’s qualified pension plan, as described under the caption “Summary” above. Excluding the impact of this infrequent transaction, adjusted noninterest expense (non-GAAP) for the three and six months ended MarchJune 31,30, 2026, was up by $2.0$2.1 million and $4.1 million, or 6%,respectively, from the same periodperiods in 2025.

Reworded

Salaries and employee benefits expense, the largest component of total noninterest expense, for the three and six months ended MarchJune 31,30, 2026 increased by $1.9$2.3 million and $4.2 million, or 9%,respectively, compared to the same periodperiods in 2025. This primarilyreflected reflectedannual merit increasesand andstaffing increases, including the addition of resources in our commercial banking and wealth management business lines, as well as volume-related increases in mortgage originator commission expense.lines.

Reworded

FDIC insurance costs for the three and six months ended MarchJune 31,30, 2026 decreased by $327$283 thousand and $610 thousand, or 26%,respectively, compared to the same periodperiods in 2025, reflecting a decrease in average assets from a year ago and a lower FDIC deposit assessment rate.

Reworded

The decrease in the effective tax rate in 2026 reflected changes in state tax expense and increased federal tax credit benefits.

Reworded

The Corporation’s net deferred tax assets are reported in other assets and amounted to $36.6$36.3 million at MarchJune 31,30, 2026, downcompared fromto $36.9 million at December 31, 2025. Management believes deferred tax assets, net of the valuation allowance, are more-likely-than-not to be realized.

Reworded

Net interest income for the Banking segment for the three and six months ended MarchJune 31,30, 2026 increased by $4.1$4.6 million and $8.7 million, respectively, from the same periodperiods in 2025. Net interest income benefited from lower rates paid on, and decreases in, average interest-bearing liability balances, which was partially offset by decreases in, and lower yields on, and decreases in, average interest-earning asset balances. See additional discussion under the caption “Net Interest Income” above.

Reworded

The provision for credit losses for the three and six months ended MarchJune 31,30, 2026 increased by $2.8$1.0 million and $3.8 million, respectively, from the same periodperiods in 2025. See additional discussion under the caption “Provision for Credit Losses” above.

Reworded

Noninterest income derived from the Banking segment was $6.4$7.3 million and $13.7 million, respectively, for the three and six months ended MarchJune 31,30, 2026, compared to $12.6$6.7 million and $19.4 million, respectively, for the same periodperiods in 2025. Included in the threesix months ended MarchJune 31,30, 2025 was a $7.0 million net gain recognized on sale-leaseback transactions. Excluding this item, Banking noninterest income for the three and six months ended June 30, 2026 increased by $789$530 thousand,thousand and $1.3 million, respectively, largely reflecting increases in mortgage banking revenues. See additional disclosure under the caption “Noninterest Income” above.

Reworded

Banking noninterest expenses for the three and six months ended MarchJune 31,30, 2026 totaled $30.1$31.0 million and $61.1 million, respectively, compared to $32.5$28.5 million and $61.1 million, respectively, for the same periodperiods in 2025. Included in the threesix months ended MarchJune 31,30, 2025 was $4.9 million of the total pension plan settlement charge that was allocated to the Banking segment. Excluding this item, noninterest expenses for the Banking segment for the three and six months ended June 30, 2026 increased by $2.5 million and $4.9 million, respectively, reflecting increases in salaries and employee benefits expense and outsourced services expense, partially offset by a decrease in FDIC deposit insurance costs. The increase in outsourced services reflected changes in third-party provided services, including software as a service and processing costs. See additional discussion of salaries and employee benefits expense and FDIC deposit insurance costs under the caption “Noninterest Expense” above.

Reworded

Noninterest income derived from the Wealth Management Services segment for the three and six months ended MarchJune 31,30, 2026 increased by $865$1.1 thousandmillion and $1.9 million, respectively, from the same periodperiods in 2025, largely reflecting an increase in asset-based revenues. See further discussion under the caption “Noninterest Income” above.

Reworded

Noninterest expenses for the Wealth Management Services segment for the three and six months ended MarchJune 31,30, 2026 totaled $7.7$7.6 million and $15.3 million, respectively, compared to $9.7$8.0 million and $17.7 million, respectively, for the same periodperiods in 2025. Included in the threesix months ended MarchJune 31,30, 2025 was $1.5 million of the total pension plan settlement charge that was allocated to the Wealth Management Services segment. Excluding this item, noninterest expenses for the Wealth Management Services segment for the three and six months ended June 30, 2026 decreased by $451$421 thousand.thousand Thisand included$872 athousand, decreaserespectively, reflecting decreases in outsourced services expense, partially offset by higheran increase in salaries and employee benefits expense. The decrease in outsourced services was attributable to changes in third-party provided services, including software as a service. See additional discussion of salaries and employee benefits expense under the caption “Noninterest Expense” above.

Reworded

The Corporation uses an independent pricing service to obtain quoted prices. The prices provided by the independent pricing service are generally based on observable market data in active markets. The determination of whether markets are active or inactive is based upon the level of trading activity for a particular security class. Management reviews the independent pricing service’s documentation to gain an understanding of the appropriateness of the pricing methodologies. Management also reviews the prices provided by the independent pricing service for reasonableness based upon current trading levels for similar securities. If the prices appear unusual, they are re-examined and the value is either confirmed or revised. In addition, management periodically performs independent price tests of securities to ensure proper valuation and to verify our understanding of how securities are priced. As of MarchJune 31,30, 2026 and December 31, 2025, management did not make any adjustments to the prices provided by the pricing service.

Reworded

The securities portfolio represented 14% of total assets at both MarchJune 31,30, 2026 and December 31, 2025. The largest component of the securities portfolio is mortgage-backed securities, all of which are issued by U.S. government agencies or U.S. government-sponsored enterprises.

Reworded

The securities portfolio decreased by $28.4$55.0 million, or 3%,6%, from the end of 2025. This2025, largely reflectedreflecting routine pay-downs on mortgage-backed securities.

Reworded

The carrying amounts of available for sale debt securities as of MarchJune 31,30, 2026 and December 31, 2025 included net unrealized losses of $96.6$96.7 million and $94.9 million, respectively. The net unrealized losses were primarily concentrated in obligations of U.S. government agencies and U.S. government-sponsored enterprises, including mortgage-backed securities, and primarily attributable to relative changes in market interest rates since the time of purchase. See Note 3 to the Unaudited Consolidated Financial Statements for additional information.

Reworded

We primarily serve individuals and businesses located in southern New England, and a substantial portion of our loans are secured by properties in southern New England. Total loans amounted to $5.0$5.1 billion at MarchJune 31,30, 2026, down by $119.5$31.3 million, or 2%,1%, from the end of 2025.

Reworded

(1)Includes negative basis adjustments associated with fair value hedges of $923$1.5 thousandmillion and $335 thousand, respectively, at MarchJune 31,30, 2026 and December 31, 2025. See Note 6 to the Unaudited Consolidated Financial Statements for additional disclosure.

Reworded

The commercial loan portfolio represented 53% of total loans at MarchJune 31,30, 2026, compared to 54% at December 31, 2025.

Reworded

In making commercial loans, we may occasionally solicit the participation of other banks. The Bank also participates in commercial loans originated by other banks. In such cases, these loans are individually underwritten by us using standards similar to those employed for our self-originated loans. Our participation in commercial loans originated by other banks amounted to $543.6$528.6 million and $613.5 million, respectively, at MarchJune 31,30, 2026 and December 31, 2025. Our participation in commercial loans originated by other banks also includes sharedSNCs. national credits. Shared national creditsSNCs are defined as participation in loans or loan commitments of at least $100.0 million that are shared by three or more banks.

Reworded

CRE loans totaled $2.1 billion at MarchJune 31,30, 2026, down by $99.2$133.7 million, or 4.5%,6%, from the balance at December 31, 2025. In the first threesix months of 2026, CRE advances and originations amounted to $39.3$147.3 millionmillion, andwhich were more than offset by payments.

Reworded

(1)Does not include unfunded commitments of $144.3$147.4 million and $127.1 million, respectively, as of MarchJune 31,30, 2026 and December 31, 2025.

Reworded

(2)Includes shared national creditsSNC balances of $27.5$27.9 million and $45.6 million, respectively, as of MarchJune 31,30, 2026 and December 31, 2025. There were no classified shared national creditSNC balances as of MarchJune 31,30, 2026 or December 31, 2025.

Reworded

Multi-family, our largest single CRE segment, totaled $640.0$644.2 million as of MarchJune 31,30, 2026, representing 13% of total loans and 31% of the total CRE portfolio. This segment includes non-owner occupied residential properties consisting of four or more units that are rented to tenants. At MarchJune 31,30, 2026, the credit quality of the multi-family segment was 100% pass-rated. Also, there were no nonaccrual loans and all loans were current with respect to payment terms at MarchJune 31,30, 2026 in this segment.

Reworded

There continues to be heightened focus in the banking industry on the CRE office sector, given the continuation of remote work and elevated vacancies across the office market. As of MarchJune 31,30, 2026, Washington Trust’s CRE office loan segment totaled $231.0$212.1 million, or 5%4% of total loans and 11%10% of the total CRE loans. The loans are secured by non-owner occupied office properties, including medical office and lab space, located in our primary lending market area of southern New England - Massachusetts, Connecticut, and Rhode Island. Furthermore, approximately 65%62% of the CRE office segment balance is secured by properties located in suburban areas. As of MarchJune 31,30, 2026, 97% of the CRE office segment was current with respect to payment terms, and 87%86% of the CRE office segment was on accruing status.status and current with respect to payment terms. Additionally, the credit quality of the CRE office loan segment was 71%69% pass-rated, 14%15% special mention-rated, and 15%17% classified as of MarchJune 31,30, 2026.

Reworded

C&I loans amounted to $568.2$665.9 million at MarchJune 31,30, 2026, up by $4.1$101.8 million, or 1%,18%, from the balance at December 31, 2025.2025, largely reflecting growth from our institutional banking team who serve educational, healthcare and non-profit institutions. In the first threesix months of 2026, C&I originations and advances amounted to $19.6$123.7 million and were partially offset by payments.

Reworded

(1)Does not include unfunded commitments of $320.2$304.8 million and $306.9 million, respectively, as of MarchJune 31,30, 2026 and December 31, 2025.

Reworded

(2)Includes shared national creditsSNC balances of $79.3$76.5 million and $72.0 million, respectively, as of MarchJune 31,30, 2026 and December 31, 2025, all of which were pass-rated.

Reworded

Healthcare and social assistance, our largest single C&I segment, totaled $149.3$150.4 million as of MarchJune 31,30, 2026, representing 3% of total loans and 26%23% of the total C&I portfolio. This segment includes specialty medical practices, elder services, and community and mental health centers. At MarchJune 31,30, 2026, the credit quality of the healthcare and social assistance segment was 100% pass-rated. Also, there were no nonaccrual loans and all loans were current with respect to payment terms at MarchJune 31,30, 2026 in this segment.

Reworded

The residential real estate loan portfolio represented 40% of total loans at both MarchJune 31,30, 2026 and December 31, 2025.

Reworded

Residential real estate loans amounted to $2.0 billion at MarchJune 31,30, 2026, down by $21.3$8.0 million, or 1%,0.4%, from the balance at December 31, 2025, as loan originations were more than offset by payments.

Reworded

(1)Includes residential mortgage loans purchased from and serviced by other financial institutions totaling $37.6$35.1 million and $38.5 million, respectively, as of MarchJune 31,30, 2026 and December 31, 2025.

Reworded

Loans are sold with servicing retained or released. Loans sold with servicing rights retained result in the capitalization of servicing rights. Loan servicing rights are included in other assets and are subsequently amortized as an offset to mortgage banking revenues over the estimated period of servicing. The net balance of capitalized servicing rights amounted to $6.3$6.1 million and $6.6 million, respectively, as of MarchJune 31,30, 2026 and December 31, 2025. The balance of residential mortgage loans serviced for others, which are not included in the Unaudited Consolidated Balance Sheets, amounted to $1.3 billion at both MarchJune 31,30, 2026 and December 31, 2025.

Reworded

The consumer loan portfolio represented 7% of total loans at MarchJune 31,30, 2026, compared to 6% at December 31, 2025.

Reworded

Consumer loans include home equity loans and lines of credit and personal installment loans. Home equity lines of credit and home equity loans represented 95% of the total consumer portfolio at MarchJune 31,30, 2026. Our home equity line and home equity loan origination activities are conducted primarily in southern New England. The Bank estimates that approximately 45% of the combined home equity lines of credit and home equity loan balances are first lien positions or subordinate to other Washington Trust mortgages.

Reworded

The consumer loan portfolio totaled $332.8$344.6 million at MarchJune 31,30, 2026, downup by $3.1$8.6 million, or 1%,3%, from December 31, 2025, largely reflecting aan decreaseincrease in home equity lines.lines and loans.

Showing the first 60 of 93 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

WASH insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 3 Form 4 filings (3 insiders, 3 trade dates, 36,801 shares, about $1.1M) and open-market sales in 2 filings (2 insiders, 2 trade dates, 886 shares, about $28.0K). Net open-market shares: 35,915 (purchases minus sales); net value about $1.1M.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-07-28Handy Edward O. Iii
Director, Chairman and CEO
Open-market sale 1$38.94 $3533,453 SEC
2026-04-30Lora Rolando A
EVP Ch Ret Len Off Dir Com Len
Open-market sale 885$31.56 $27.9K11,292 SEC
2026-04-28Wilhelm Jeffrey Mark
Director
Grant/award 1,260— —1,260 SEC
2026-04-28Taveras Angel
Director
Grant/award 1,260— —3,980 SEC
2026-04-28Stanton Lisa M.
Director
Grant/award 1,260— —6,320 SEC
2026-04-28Santos Edwin J
Director
Grant/award 1,260— —10,310 SEC
2026-04-28Ruggieri John T
Director
Grant/award 1,260— —9,077 SEC
2026-04-28Paul Debra M.
Director
Grant/award 1,260— —3,880 SEC
2026-04-28Parrillo Sandra
Director
Grant/award 1,260— —7,400 SEC
2026-04-28Gim Mark K W
Director
Grant/award 1,260— —39,383 SEC
2026-04-28Gencarella Joseph P.
Director
Grant/award 1,260— —5,788 SEC
2026-04-28Dimuccio Robert A
Director
Grant/award 1,260— —25,709 SEC
2026-04-27Handy Edward O. Iii
Director, Chairman and CEO
Open-market purchase 3,195$31.32 $100.1K51,442 SEC
2026-04-24Ohsberg Ronald S.
SEVP, CFO and Treasurer
Open-market purchase 1,606$31.00 $49.8K29,705 SEC
2026-04-24Lora Rolando A
EVP Ch Ret Len Off Dir Com Len
Shares withheld for tax 735$30.81 $22.6K12,177 SEC
2026-04-23Brown James Cannon
SEVP, Chief Comm'l Banking Off
Open-market purchase 20,097$30.97 $622.4K25,377 SEC
2026-04-23Brown James Cannon
SEVP, Chief Comm'l Banking Off
Open-market purchase 11,903$31.51 $375.1K37,280 SEC

Well-known investors holding WASH (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
AQR Capital Management (Cliff Asness) COM2026-06-30461,273$16.8M0.01%Added 104%
Two Sigma Investments COM2026-06-30453,229$16.5M0.01%Added 13%
Citadel Advisors (Ken Griffin) COM2026-06-30166,298$6.1M0.0%Added 4%
Millennium Management (Israel Englander) COM2026-06-30150,202$5.5M0.0%New position
Renaissance Technologies COM2026-06-3077,959$2.6M—Sold out
D. E. Shaw & Co. COM2026-06-306,420$234.2K0.0%New position

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

Coming soon: email alerts when WASH files, watchlists and downloadable comparisons.