ESSA Bancorp(ESSA) - 2021 Q3 - Quarterly Report

Part I. Financial Information Item 1. Financial Statements (unaudited) Presents the company's unaudited consolidated balance sheet, statements of operations, and cash flows Consolidated Balance Sheet Consolidated Balance Sheet Highlights (in thousands): | Metric | June 30, 2021 | September 30, 2020 | | :----- | :------------ | :----------------- | | Total Assets | $1,822,209 | $1,893,515 | | Total Liabilities | $1,622,957 | $1,702,118 | | Total Stockholders' Equity | $199,252 | $191,397 | | Cash and due from banks | $170,623 | $101,447 | | Total cash and cash equivalents | $185,400 | $155,917 | | Investment securities available for sale | $148,170 | $212,484 | | Loans receivable (net) | $1,368,616 | $1,417,974 | | Deposits | $1,590,072 | $1,543,696 | | Short-term borrowings | $0 | $111,713 | | Other borrowings | $0 | $14,164 | - Total assets decreased by $71.3 million, or 3.8%, from September 30, 2020, primarily due to decreases in interest-bearing deposits with other institutions, investment securities available for sale, and loans receivable, partially offset by an increase in cash and due from banks[7][165] - Total liabilities decreased by $79.16 million, or 4.65%, from September 30, 2020, mainly driven by the elimination of short-term and other borrowings[7] Consolidated Statement of Operations Consolidated Statement of Operations Highlights (in thousands, except per share data): | Metric | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Nine Months Ended June 30, 2021 | Nine Months Ended June 30, 2020 | | :----- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Total interest income | $14,403 | $15,853 | $43,978 | $48,710 | | Total interest expense | $1,251 | $3,653 | $4,883 | $12,952 | | Net interest income | $13,152 | $12,200 | $39,095 | $35,758 | | Provision for loan losses | $600 | $1,300 | $2,400 | $2,175 | | Total noninterest income | $2,293 | $2,883 | $8,943 | $8,014 | | Total noninterest expense | $10,018 | $9,130 | $30,631 | $28,717 | | Net income | $4,026 | $3,777 | $12,501 | $10,594 | | Basic EPS | $0.41 | $0.37 | $1.25 | $1.02 | | Diluted EPS | $0.41 | $0.37 | $1.25 | $1.02 | | Dividends per share | $0.12 | $0.11 | $0.35 | $0.33 | - Net income increased by $250,000 (6.6%) for the three months ended June 30, 2021, and by $1.9 million (18.0%) for the nine months ended June 30, 2021, compared to the respective prior-year periods[11][181][190] - Net interest income increased by $952,000 (7.8%) for the three months and $3.3 million (9.3%) for the nine months ended June 30, 2021, driven by a significant decline in interest expense[11][182][191] Consolidated Statement of Comprehensive Income Consolidated Statement of Comprehensive Income (in thousands): | Metric | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Nine Months Ended June 30, 2021 | Nine Months Ended June 30, 2020 | | :----- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net income | $4,026 | $3,777 | $12,501 | $10,594 | | Total other comprehensive income (loss) | $141 | $(911) | $3,419 | $1,365 | | Comprehensive income | $4,167 | $2,866 | $15,920 | $11,959 | - Total other comprehensive income (loss) significantly improved, moving from a loss of $911,000 in the three months ended June 30, 2020, to an income of $141,000 in the same period of 2021, primarily due to changes in derivative and hedging activities[14] Consolidated Statement of Changes in Stockholders' Equity Changes in Stockholders' Equity (in thousands): | Metric | Balance, September 30, 2020 | Balance, June 30, 2021 | | :----- | :-------------------------- | :--------------------- | | Common Stock | $181 | $181 | | Additional Paid In Capital | $181,487 | $181,500 | | Unallocated Common Stock Held by the ESOP | $(7,350) | $(7,019) | | Retained Earnings | $112,612 | $121,603 | | Treasury Stock, at cost | $(91,477) | $(96,376) | | Accumulated Other Comprehensive Loss | $(4,056) | $(637) | | Total Stockholders' Equity | $191,397 | $199,252 | - Total stockholders' equity increased by $7.9 million, or 3.8%, to $199.3 million at June 30, 2021, from $191.4 million at September 30, 2020[19][173] - This increase was primarily driven by net income of $12.5 million, partially offset by an increase in treasury stock due to common stock repurchases and cash dividends[19][173] Consolidated Statement of Cash Flows Consolidated Statement of Cash Flows (in thousands): | Activity | Nine Months Ended June 30, 2021 | Nine Months Ended June 30, 2020 | | :------- | :------------------------------ | :------------------------------ | | Net cash provided by operating activities | $14,080 | $17,115 | | Net cash provided by (used for) investing activities | $96,819 | $(81,316) | | Net cash (used for) provided by financing activities | $(81,416) | $182,803 | | Increase in cash and cash equivalents | $29,483 | $118,602 | | Cash and cash equivalents at end of year | $185,400 | $170,844 | - Net cash provided by investing activities significantly increased to $96.8 million for the nine months ended June 30, 2021, compared to a net cash outflow of $81.3 million in the prior year, primarily reflecting changes in investment securities and loans receivable[21][209] - Net cash used for financing activities was $81.4 million for the nine months ended June 30, 2021, a substantial shift from $182.8 million provided in the prior year, mainly due to a decrease in short-term and other borrowings[21][209] Notes to Consolidated Financial Statements 1. Nature of Operations and Basis of Presentation - ESSA Bancorp, Inc operates as a holding company for ESSA Bank & Trust and its wholly-owned subsidiaries, primarily engaged in taking deposits and granting loans in various Pennsylvania counties[24] - Subsidiaries include ESSACOR Inc (inactive property purchases), Pocono Investments Company (investment management), ESSA Advisory Services, LLC (full-service insurance benefits consulting), Integrated Financial Corporation (inactive investment advisory), and Integrated Abstract Incorporated (inactive title insurance)[25] 2. Earnings per Share Weighted-Average Common Shares for EPS Calculation: | Metric | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Nine Months Ended June 30, 2021 | Nine Months Ended June 30, 2020 | | :----- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Weighted-average common shares for basic EPS | 9,905,725 | 10,260,495 | 10,006,041 | 10,406,357 | | Weighted-average common shares for diluted EPS | 9,907,788 | 10,260,729 | 10,008,729 | 10,406,614 | - Nonvested stock of 23,312 shares at June 30, 2021, and 42,520 shares at June 30, 2020, were excluded from diluted EPS computation as they were anti-dilutive[28] 3. Use of Estimates in the Preparation of Financial Statements - The consolidated financial statements are prepared in accordance with U.S GAAP, requiring management to make estimates and assumptions that affect reported asset and liability amounts and related revenues and expenses[30] 4. Accounting Pronouncements - The Company is evaluating the impact of ASU 2016-13 (CECL) on its financial statements, with an expected one-time cumulative effect adjustment to the allowance for loan losses upon adoption after December 15, 2022[31] - Several other ASUs, including those related to retirement benefits, financial instruments, income taxes, reference rate reform, and leases, are not expected to have a significant impact on the Company's financial statements[32][34][35][36][37][38][40][41][42][43][44][46][47][48][49][50] 5. Investment Securities Investment Securities Available for Sale (in thousands): | Metric | June 30, 2021 | September 30, 2020 | | :----- | :------------ | :----------------- | | Amortized Cost | $145,058 | $208,473 | | Gross Unrealized Gains | $3,628 | $4,871 | | Gross Unrealized Losses | $(516) | $(860) | | Fair Value | $148,170 | $212,484 | Investment Securities Held to Maturity (in thousands): | Metric | June 30, 2021 | September 30, 2020 | | :----- | :------------ | :----------------- | | Amortized Cost | $17,982 | $0 | | Fair Value | $18,012 | $0 | - The Company realized gross gains of $90,000 and gross losses of $48,000 on sales of investment securities for the three months ended June 30, 2021[55] - Management asserts that declines in investment security values are temporary and primarily due to interest rate changes, not expected to result in non-collection of principal and interest[58][59] 6. Loans Receivable, Net and Allowance for Loan Losses Loans Receivable (in thousands): | Loan Type | June 30, 2021 | September 30, 2020 | | :-------- | :------------ | :----------------- | | Residential Real Estate | $584,368 | $610,172 | | Commercial Real Estate | $578,506 | $509,628 | | Commercial | $95,153 | $139,603 | | Total Loans Receivable | $1,386,309 | $1,433,374 | | Less: Allowance for Loan Losses | $17,693 | $15,400 | | Net Loans | $1,368,616 | $1,417,974 | - PPP loans included in commercial loans decreased from $76.8 million at September 30, 2020, to $44.2 million at June 30, 2021, with $2.4 million in fees received for processing[61][62] Allowance for Loan Losses (ALL) (in thousands): | Metric | June 30, 2021 | September 30, 2020 | | :----- | :------------ | :----------------- | | ALL balance | $17,693 | $15,400 | | Provision for loan losses (9 months) | $2,400 | $2,175 | | Charge-offs (9 months) | $(597) | $(924) | | Recoveries (9 months) | $490 | $449 | - Impaired loans totaled $19.3 million at June 30, 2021, compared to $17.2 million at September 30, 2020[69][70][201] - Troubled Debt Restructurings (TDRs) increased to $8.6 million at June 30, 2021, from $2.7 million at September 30, 2020[69][70][201] - As of June 30, 2021, approximately $30.3 million in commercial loans and $1.1 million in mortgage loans had requested payment deferrals or interest-only payments due to COVID-19, which are not considered TDRs under interagency guidance[86][93] 7. Deposits Deposits by Classification (in thousands): | Deposit Type | June 30, 2021 | September 30, 2020 | | :----------- | :------------ | :----------------- | | Non-interest bearing demand accounts | $277,814 | $242,642 | | Interest bearing demand accounts | $473,119 | $274,722 | | Money market accounts | $410,310 | $401,863 | | Savings and club accounts | $187,573 | $160,975 | | Certificates of deposit | $241,256 | $463,494 | | Total Deposits | $1,590,072 | $1,543,696 | - Total deposits increased by $46.4 million, or 3.0%, to $1.59 billion at June 30, 2021, primarily due to increases in interest-bearing demand accounts ($198.4 million) and non-interest bearing demand accounts ($35.2 million), offset by a $222.2 million decrease in certificates of deposit[96][171] 8. Net Periodic Benefit Cost-Defined Benefit Plan Net Periodic Benefit Cost (in thousands): | Metric | Three Months Ended June 30, 2021 | Three Months Ended June 30, 2020 | Nine Months Ended June 30, 2021 | Nine Months Ended June 30, 2020 | | :----- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net periodic benefit cost | $(121) | $(147) | $(363) | $(443) | - The Defined Benefit Plan was frozen effective February 28, 2017, meaning no new participants, additional years of service, or compensation earned after this date will be credited[97] 9. Equity Incentive Plan Share-Based Compensation Expense (in thousands): | Period | 2021 | 2020 | | :----- | :--- | :--- | | Three Months Ended June 30 | $95 | $82 | | Nine Months Ended June 30 | $421 | $415 | - The Company replaced its 2007 Equity Incentive Plan with the 2016 Equity Incentive Plan, which provides for 250,000 shares of common stock for awards[99] - Expected future compensation expense related to restricted shares outstanding at June 30, 2021, is $679,000 over a remaining vesting period of 3.25 years[103] 10. Fair Value Fair Value of Recurring Assets (in thousands) at June 30, 2021: | Asset Type | Level I | Level II | Level III | Total | | :--------- | :------ | :------- | :-------- | :---- | | Total debt securities | $0 | $134,890 | $13,280 | $148,170 | | Equity securities | $32 | $0 | $0 | $32 | | Derivatives and hedging activities | $0 | $2,358 | $0 | $2,358 | Fair Value of Recurring Liabilities (in thousands) at June 30, 2021: | Liability Type | Level I | Level II | Level III | Total | | :------------- | :------ | :------- | :-------- | :---- | | Derivatives and hedging activities | $0 | $1,763 | $0 | $1,763 | Fair Value of Non-Recurring Assets (in thousands) at June 30, 2021: | Asset Type | Level I | Level II | Level III | Total | | :--------- | :------ | :------- | :-------- | :---- | | Foreclosed real estate | $0 | $0 | $373 | $373 | | Impaired loans | $0 | $0 | $18,430 | $18,430 | - The Company uses a three-level hierarchy for fair value measurements, with Level 2 inputs (observable data from independent pricing services) being the most common for available-for-sale securities[111][112] 11. Accumulated Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income (Loss) (in thousands): | Component | Balance at September 30, 2020 | Balance at June 30, 2021 | | :-------- | :---------------------------- | :----------------------- | | Defined Benefit Pension Plan | $(3,432) | $(3,563) | | Unrealized Gains (Losses) on Securities Available for Sale | $3,167 | $2,459 | | Derivatives | $(3,791) | $467 | | Total | $(4,056) | $(637) | - The total accumulated other comprehensive loss improved significantly from $(4,056) thousand at September 30, 2020, to $(637) thousand at June 30, 2021, primarily driven by a positive change in derivatives[124] 12. Derivatives and Hedging Activities Fair Values of Derivative Instruments (in thousands): | Type | June 30, 2021 Fair Value | September 30, 2020 Fair Value | | :--- | :----------------------- | :---------------------------- | | Asset Derivatives | $2,358 | $2,192 | | Liability Derivatives | $1,763 | $7,002 | - The Company uses interest rate swaps as cash flow hedges to manage interest rate risk, with a notional principal amount of $245 million for brokered certificates and $173 million for commercial loans as of June 30, 2021[134] - As of June 30, 2021, the Company had derivatives in a net liability position and was required to post $1.2 million in collateral, a decrease from $7.5 million at September 30, 2020[142] 13. Contingent Liabilities - The Bank is a defendant in two class action lawsuits alleging unearned fees and kickbacks related to previously acquired banks, with the amount of exposure currently not estimable[144][146] 14. Revenue Recognition - Noninterest income sources within the scope of Topic 606 include Trust and Investment Fees, Service Charges on Deposit Accounts, Fees, Exchange, and Other Service Charges, and Insurance Commissions[148][149][150][151] 15. Leases Lease Right-of-Use Assets and Liabilities (in thousands): | Metric | June 30, 2021 | September 30, 2020 | | :----- | :------------ | :----------------- | | Operating lease right-of-use assets | $6,446 | $7,082 | | Operating lease Liabilities | $6,580 | $7,161 | - The weighted-average remaining lease term for operating leases is 13.3 years, with a weighted-average discount rate of 2.42% as of June 30, 2021[157] Net Lease Cost (in thousands): | Period | 2021 | 2020 | | :----- | :--- | :--- | | Three Months Ended June 30 | $334 | $320 | | Nine Months Ended June 30 | $1,004 | $951 | Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Provides management's analysis of financial condition, operating results, liquidity, and capital resources Forward Looking Statements - The report contains forward-looking statements regarding goals, expectations, business plans, asset quality, and future costs/benefits, which are subject to risks and uncertainties[161][162] - The COVID-19 pandemic is identified as an ongoing and dynamic risk that could impact operations and financial results, potentially leading to reduced demand, increased loan delinquencies, and operational disruptions[163] Comparison of Financial Condition at June 30, 2021 and September 30, 2020 Key Financial Condition Changes (in thousands): | Metric | June 30, 2021 | September 30, 2020 | Change ($) | Change (%) | | :----- | :------------ | :----------------- | :--------- | :--------- | | Total Assets | $1,822,209 | $1,893,515 | $(71,306) | (3.8%) | | Total Cash and Cash Equivalents | $185,400 | $155,917 | $29,483 | 18.9% | | Net Loans | $1,368,616 | $1,417,974 | $(49,358) | (3.5%) | | Investment Securities Available for Sale | $148,170 | $212,484 | $(64,314) | (30.3%) | | Investment Securities Held to Maturity | $18,012 | $0 | $18,012 | N/A | | Deposits | $1,590,072 | $1,543,696 | $46,376 | 3.0% | | Borrowed Funds | $0 | $125,877 | $(125,877) | (100.0%) | | Stockholders' Equity | $199,252 | $191,397 | $7,855 | 4.1% | - The Company maintained a strong liquidity position by increasing cash and cash equivalents and limiting investment purchases, while significantly reducing borrowed funds to zero[166][169][172] - Net loans decreased primarily due to repayments and forgiveness of PPP loans and the discontinuation of indirect auto lending, partially offset by an increase in commercial real estate loans[168] Average Balance Sheets for the Three and Nine Months Ended June 30, 2021 and 2020 Average Balance Sheet and Yield/Cost (Three Months Ended June 30): | Metric | 2021 Average Balance (k) | 2021 Yield/Cost (%) | 2020 Average Balance (k) | 2020 Yield/Cost (%) | | :----- | :----------------------- | :------------------ | :----------------------- | :------------------ | | Total interest-earning assets | $1,814,203 | 3.19% | $1,896,702 | 3.36% | | Total interest-bearing liabilities | $1,398,762 | 0.36% | $1,554,526 | 0.94% | | Net interest income | N/A | N/A | N/A | N/A | | Interest rate spread | N/A | 2.83% | N/A | 2.42% | | Net interest margin | N/A | 2.91% | N/A | 2.58% | Average Balance Sheet and Yield/Cost (Nine Months Ended June 30): | Metric | 2021 Average Balance (k) | 2021 Yield/Cost (%) | 2020 Average Balance (k) | 2020 Yield/Cost (%) | | :----- | :----------------------- | :------------------ | :----------------------- | :------------------ | | Total interest-earning assets | $1,802,703 | 3.25% | $1,770,061 | 3.67% | | Total interest-bearing liabilities | $1,413,908 | 0.46% | $1,457,723 | 1.18% | | Net interest income | N/A | N/A | N/A | N/A | | Interest rate spread | N/A | 2.79% | N/A | 2.49% | | Net interest margin | N/A | 2.89% | N/A | 2.69% | - The net interest margin improved for both the three-month (2.91% vs 2.58%) and nine-month (2.89% vs 2.69%) periods ended June 30, 2021, primarily due to a significant reduction in the cost of interest-bearing liabilities[176][178][184][193] Comparison of Operating Results for the Three Months Ended June 30, 2021 and June 30, 2020 Operating Results (Three Months Ended June 30, in thousands): | Metric | 2021 | 2020 | Change ($) | Change (%) | | :----- | :--- | :--- | :--------- | :--------- | | Net Income | $4,026 | $3,777 | $249 | 6.6% | | Net Interest Income | $13,152 | $12,200 | $952 | 7.8% | | Interest Income | $14,403 | $15,853 | $(1,450) | (9.1%) | | Interest Expense | $1,251 | $3,653 | $(2,402) | (65.8%) | | Provision for Loan Losses | $600 | $1,300 | $(700) | (53.8%) | | Non-interest Income | $2,293 | $2,883 | $(590) | (20.5%) | | Non-interest Expense | $10,018 | $9,130 | $888 | 9.7% | | Income Taxes | $801 | $876 | $(75) | (8.6%) | | Effective Tax Rate | 16.6% | 18.8% | N/A | N/A | - The decline in non-interest income was primarily due to decreases in loan swap fees ($626,000) and gains on sales of residential mortgages ($397,000)[186] - Non-interest expense increased due to higher compensation and employee benefits, and Federal Deposit Insurance Corporation premiums[187] Comparison of Operating Results for the Nine Months Ended June 30, 2021 and June 30, 2020 Operating Results (Nine Months Ended June 30, in thousands): | Metric | 2021 | 2020 | Change ($) | Change (%) | | :----- | :--- | :--- | :--------- | :--------- | | Net Income | $12,501 | $10,594 | $1,907 | 18.0% | | Net Interest Income | $39,095 | $35,758 | $3,337 | 9.3% | | Interest Income | $43,978 | $48,710 | $(4,732) | (9.7%) | | Interest Expense | $4,883 | $12,952 | $(8,069) | (62.3%) | | Provision for Loan Losses | $2,400 | $2,175 | $225 | 10.3% | | Non-interest Income | $8,943 | $8,014 | $929 | 11.6% | | Non-interest Expense | $30,631 | $28,717 | $1,914 | 6.7% | | Income Taxes | $2,506 | $2,286 | $220 | 9.6% | | Effective Tax Rate | 16.7% | 17.7% | N/A | N/A | - Non-interest income increased due to $1.7 million in gains on sales of residential mortgages and $120,000 in earnings on bank-owned life insurance[195] Non-Performing Assets (in thousands): | Metric | June 30, 2021 | September 30, 2020 | | :----- | :------------ | :----------------- | | Non-accruing loans | $20,875 | $19,541 | | Non-accruing purchased credit impaired loans | $653 | $789 | | Total non-performing loans | $21,528 | $20,330 | | Foreclosed real estate | $373 | $269 | | Total non-performing assets | $21,901 | $20,599 | | Ratio of non-performing loans to total loans | 1.55% | 1.42% | | Ratio of non-performing assets to total assets | 1.20% | 1.09% | | Ratio of allowance for loan losses to total loans | 1.27% | 1.07% | - Non-performing assets increased by $1.3 million, primarily due to the addition of a $5.6 million non-performing commercial loan relationship[200] Liquidity and Capital Resources - The Company maintains adequate liquid assets, with primary sources including deposits, loan repayments, investment maturities, earnings, and access to FHLB advances (up to $706.6 million)[204][205][207] - As of June 30, 2021, cash and cash equivalents totaled $185.4 million, and loan commitments outstanding were $331.3 million[207][208] - Certificates of deposit due within one year totaled $179.3 million, representing 74.3% of total certificates of deposit, requiring the Company to manage retention or seek alternative funding[208] Critical Accounting Policies - The Allowance for Loan Losses is a critical accounting policy due to the significant judgment and subjectivity involved in estimating credit losses, which are influenced by economic conditions and collateral valuations[210][211][212] - Goodwill and intangible assets are tested for impairment, with no impairment recorded in 2021 or 2020[216][217] - Fair value measurements for assets and liabilities are categorized into three levels based on the observability of inputs, with management maximizing observable inputs[219][220][221] Off-Balance Sheet Arrangements - The Company does not have any off-balance sheet arrangements that are reasonably likely to have a current or future material effect on its financial condition, results of operations, liquidity, capital expenditures, or capital resources[226] Item 3. Quantitative and Qualitative Disclosures About Market Risk Addresses the company's exposure to market risks, primarily interest rate risk, and the strategies employed to manage it - The Company's most significant market risk is interest rate risk, managed through asset/liability management and derivative financial instruments[227] - There have been no material changes in the Company's interest rate risk since September 30, 2020[228] Item 4. Controls and Procedures Confirms the effectiveness of disclosure controls and reports no material changes in internal controls - The Principal Executive Officer and Principal Financial Officer concluded that the Company's disclosure controls and procedures were effective as of the end of the reporting period[229] - No material changes occurred in the Company's internal controls over financial reporting during the period covered by this Quarterly Report[230] Part II. Other Information Item 1. Legal Proceedings Details outstanding legal proceedings, including two class action lawsuits against the company - The Bank is a defendant in two class action lawsuits alleging violations of the Real Estate Settlement Procedures Act and the Sherman Act, with the potential exposure currently not estimable[234][235] - Management believes the resolution of these legal actions is not expected to have a material adverse effect on the Company's results of operations[233] Item 1A. Risk Factors Confirms no material changes to risk factors disclosed in the company's latest Annual Report on Form 10-K - No material changes have occurred in the 'Risk Factors' as disclosed in the Company's Annual Report on Form 10-K for the year ended September 30, 2020[235] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Provides details on the Company's common stock repurchase activities during the quarter ended June 30, 2021 Company Purchases of Common Stock (Quarter Ended June 30, 2021): | Month Ending | Total Shares Purchased | Average Price Paid per Share ($) | Shares Purchased under Publicly Announced Plans | Shares Remaining under Plans | | :----------- | :--------------------- | :------------------------------- | :---------------------------------------------- | :--------------------------- | | April 30, 2021 | 63,834 | 16.14 | 63,834 | 196,650 | | May 31, 2021 | 9,316 | 15.67 | 9,316 | 187,334 | | June 30, 2021 | 87,549 | 16.14 | 87,549 | 99,785 | | Total | 160,699 | 16.11 | 160,699 | N/A | - The Company repurchased 160,699 shares of its common stock at an average price of $16.11 per share during the quarter ended June 30, 2021, under an authorized program[237] Item 3. Defaults Upon Senior Securities States that there are no defaults upon senior securities to report - This item is not applicable, indicating no defaults upon senior securities[239] Item 4. Mine Safety Disclosures States that there are no mine safety disclosures to report - This item is not applicable, indicating no mine safety disclosures[239] Item 5. Other Information States that there is no other information to report - This item is not applicable, indicating no other information to report[239] Item 6. Exhibits Lists the exhibits filed as part of the report, including certifications and interactive data files - Exhibits include Articles of Incorporation, Bylaws, Common Stock Certificate, CEO and CFO certifications (Sections 302 and 906 of Sarbanes-Oxley Act), and Interactive Data Files (Inline XBRL)[241][242] Signature Page Contains the official signatures of the Company's executive officers certifying the report - The report is duly signed by Gary S Olson, President and Chief Executive Officer, and Allan A Muto, Executive Vice President and Chief Financial Officer, on August 5, 2021[246][247]