Alexander & Baldwin(ALEX) - 2024 Q1 - Quarterly Report

PART I. FINANCIAL INFORMATION Item 1. Financial Statements This section presents the unaudited condensed consolidated financial statements of Alexander & Baldwin, Inc. for the quarter ended March 31, 2024, including balance sheets, statements of operations, comprehensive income (loss), cash flows, and equity, along with detailed notes explaining the company's business, accounting policies, financial instruments, debt, segment results, and recent events Condensed Consolidated Balance Sheets Condensed Consolidated Balance Sheets (in thousands) | Metric | March 31, 2024 (in thousands) | December 31, 2023 (in thousands) | | :-------------------------------- | :----------------------------- | :----------------------------- | | Total assets | $1,636,290 | $1,646,241 | | Total liabilities | $629,964 | $643,230 | | Total shareholders' equity | $1,006,326 | $1,003,011 | - Total assets decreased by approximately $10 million from December 31, 2023, to March 31, 2024, while total liabilities decreased by approximately $13.2 million, and total shareholders' equity increased by approximately $3.3 million[10] Condensed Consolidated Statements of Operations Condensed Consolidated Statements of Operations (in thousands, except per share data) | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | Change (YoY) | | :------------------------------------------ | :--------------------------------------------- | :--------------------------------------------- | :----------- | | Total operating revenue | $61,202 | $50,390 | +21.5% | | Operating Income (Loss) | $23,783 | $14,244 | +67.0% | | Net Income (Loss) | $19,982 | $5,308 | +276.5% | | Net Income (Loss) Attributable to A&B Shareholders | $19,982 | $5,336 | +274.5% | | Basic EPS | $0.28 | $0.07 | +300.0% | | Diluted EPS | $0.28 | $0.07 | +300.0% | - Operating revenue increased by $10.8 million, primarily driven by higher revenues from the Land Operations segment's unimproved and other land sales, as well as the sale of two development parcels at Maui Business Park[101] - Net income significantly increased by $14.67 million, or 3x, primarily due to improved operating income and a substantial reduction in loss from discontinued operations[100] Condensed Consolidated Statements of Comprehensive Income (Loss) Condensed Consolidated Statements of Comprehensive Income (Loss) (in thousands) | Metric | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | | :------------------------------------------ | :--------------------------------------------- | :--------------------------------------------- | | Net Income (Loss) | $19,982 | $5,308 | | Other Comprehensive Income (Loss), net of tax | $729 | $(4,049) | | Comprehensive Income (Loss) Attributable to A&B Shareholders | $20,711 | $1,287 | - Other comprehensive income (loss) saw a positive shift from a loss of $4.05 million in Q1 2023 to a gain of $0.73 million in Q1 2024, mainly due to unrealized interest rate derivative gains[15] Condensed Consolidated Statements of Cash Flows Cash Flow Activity (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2024 (in thousands) | Three Months Ended March 31, 2023 (in thousands) | | :-------------------------------- | :--------------------------------------------- | :--------------------------------------------- | | Net cash provided by (used in) operations | $16,061 | $5,511 | | Net cash provided by (used in) investing activities | $11,325 | $711 | | Net cash provided by (used in) financing activities | $(25,220) | $(27,830) | | Net increase (decrease) in cash, cash equivalents, restricted cash, and cash included in assets held for sale | $2,166 | $(21,608) | | Balance, end of period | $15,919 | $12,801 | - Net cash provided by operations increased significantly from $5.5 million in Q1 2023 to $16.1 million in Q1 2024, primarily due to higher cash proceeds from unimproved land and development sales[18][150] - Investing activities shifted from a net use of cash to a net provision of cash, largely due to $15.0 million from discontinued operations in Q1 2024[18] Condensed Consolidated Statements of Equity and Redeemable Noncontrolling Interest Condensed Consolidated Statements of Equity and Redeemable Noncontrolling Interest (in thousands) | Metric | March 31, 2024 (in thousands) | March 31, 2023 (in thousands) | | :-------------------------------- | :----------------------------- | :----------------------------- | | Total Equity | $1,006,326 | $1,020,004 | | Accumulated Other Comprehensive Income (Loss) | $3,979 | $(2,242) | | Distributions in Excess of Accumulated Earnings | $(805,662) | $(785,364) | | Common Stock Stated Value | $1,808,009 | $1,807,610 | | Shares Outstanding | 72,592 | 72,593 | - Total equity decreased slightly year-over-year, while Accumulated Other Comprehensive Income (Loss) significantly improved from a negative balance to a positive one, reflecting gains from interest rate swaps[21][79] Notes to Condensed Consolidated Financial Statements 1. Background and Basis of Presentation - Alexander & Baldwin, Inc. (A&B) is a fully integrated REIT headquartered in Honolulu, Hawai'i, operating in two segments: Commercial Real Estate (CRE) and Land Operations[23] - As of March 31, 2024, the CRE portfolio includes 22 retail centers, 13 industrial assets, and four office properties, totaling 3.9 million square feet of gross leasable area, plus 142.0 acres of commercial land[23] 2. Significant Accounting Policies - The company is evaluating the impact of new accounting pronouncements ASU 2023-07 (Segment Reporting) and ASU 2023-09 (Income Taxes) on its financial statements, with ASU 2023-06 (Disclosure Improvements) not expected to have a material impact[29][30][31] Interest and Other Income (Expense), Net (in thousands) | Component | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Interest income | $231 | $90 | | Post-retirement benefit (expense) | $(107) | $(176) | | Gain (loss) on fair value adjustments related to interest rate swaps | $3,675 | $0 | | Financing charges | $(2,350) | $0 | | Other income (expense), net | $(182) | $6 | | Total Interest and other income (expense), net | $1,267 | $(80) | 3. Investments in Affiliates - The company accounts for equity investments in limited liability companies where it has significant influence using the equity method[33] Summarized Financial Information of Equity Method Investments (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Revenues | $39,370 | $37,935 | | Operating costs and expenses | $35,399 | $34,434 | | Gross Profit (Loss) | $3,971 | $3,501 | | Income (Loss) from Continuing Operations | $(700) | $(1,291) | | Income (Loss) related to joint ventures | $700 | $400 | | Return on investment operating cash distributions | $700 | $0 | 4. Fair Value Measurements Fair Value of Derivative Financial Instruments (in thousands) | Instrument | Consolidated Balance Sheet Location | March 31, 2024 (Total) | December 31, 2023 (Total) | | :------------------------------------------ | :---------------------------------- | :----------------------- | :----------------------- | | Derivative financial instruments - interest rate swaps (Assets) | Prepaid expenses and other assets | $5,829 | $4,142 | | Derivative financial instruments - interest rate swaps (Liabilities) | Accrued and other liabilities | $0 | $(2,718) | - Interest rate swaps are classified as Level 2 measurements, based on interest rate pricing models and observable inputs[36] - One CRE improved property met the criteria for classification as held for sale, resulting in a $2.2 million impairment charge in 2023, with no additional fair value adjustment in Q1 2024. These are Level 3 measurements[39] 5. Notes Payable and Other Debt Notes Payable and Other Debt (in thousands) | Debt Type | March 31, 2024 (Principal Outstanding) | December 31, 2023 (Principal Outstanding) | | :-------------------------- | :------------------------------------- | :------------------------------------- | | Secured Debt | $188,341 | $189,713 | | Unsecured Debt | $223,375 | $237,400 | | Revolving Credit Facilities | $46,000 | $37,000 | | Total debt (contractual) | $457,716 | $464,113 | | Total debt (carrying value) | $457,574 | $463,964 | - Total contractual debt decreased by approximately $6.4 million from December 31, 2023, to March 31, 2024[44] 6. Derivative Instruments - The company uses interest rate swaps to manage exposure to interest rate risk on variable-rate debt[46] Interest Rate Swap Agreements (in thousands) | Agreement Type | Notional Amount at March 31, 2024 | Asset (Liability) Fair Value at March 31, 2024 | Asset (Liability) Fair Value at December 31, 2023 | | :-------------------------------- | :-------------------------------- | :--------------------------------------------- | :--------------------------------------------- | | Interest Rate Swap | $52,254 | $4,902 | $4,142 | | Forward Interest Rate Swap 1 | $57,000 | $584 | $(1,144) | | Forward Interest Rate Swap 2 | $73,000 | $343 | $(1,574) | - The company re-designated two forward interest rate swaps as cash flow hedges on February 29, 2024, after de-designating them in December 2023, resulting in a $3.7 million gain on valuation adjustment in Q1 2024[49] 7. Commitments and Contingencies - Bonds related to real estate activities totaled $18.7 million as of March 31, 2024, representing commercial bonds issued by third-party sureties[51] - The company is involved in ongoing legal proceedings concerning water licenses in East Maui, with recent developments including a Circuit Court order in January 2024 invalidating the BLNR's decision for 2016 permits and an ICA opinion in April 2024 holding that Sierra Club was not entitled to a contested case hearing for 2021 permits[52][59][60] - Management believes that reasonably possible losses from all legal actions would not have a material effect on the company's consolidated financial statements[65] 8. Revenue and Contract Balances Operating Revenue by Segment (in thousands) | Segment | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Commercial Real Estate | $48,888 | $47,870 | | Land Operations | $12,314 | $2,520 | | Total operating revenue | $61,202 | $50,390 | - Land Operations revenue increased significantly from $2.52 million in Q1 2023 to $12.31 million in Q1 2024, driven by development sales and unimproved/other property sales[68] Contract Balances (in thousands) | Metric | March 31, 2024 | December 31, 2023 | | :-------------------------- | :------------- | :---------------- | | Accounts receivable, net | $3,715 | $4,533 | | Deferred revenue | $72,460 | $70,353 | 9. Leases - The Company as a Lessor Total Rental Income (in thousands) | Component | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Lease payments | $33,612 | $33,094 | | Variable lease payments | $15,649 | $15,644 | | Revenues deemed uncollectible, net | $(216) | $(724) | | Total rental income | $49,045 | $48,014 | Contractual Future Lease Payments to be Received (in thousands) | Year | Amount | | :--- | :----- | | 2024 | $97,815 | | 2025 | $120,052 | | 2026 | $106,642 | | 2027 | $94,345 | | 2028 | $79,135 | | 2029 | $62,174 | | Thereafter | $509,979 | | Total future lease payments to be received | $1,070,142 | 10. Leases - The Company as a Lessee Total Lease Cost (in thousands) | Component | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Operating lease cost | $477 | $596 | | Finance lease cost | $119 | $49 | | Total lease cost - operating and finance leases | $596 | $645 | 11. Share-based Payment Awards - The company granted approximately 310,100 restricted stock unit awards in Q1 2024 with a weighted average grant date fair value of $17.91, compared to 310,200 awards at $22.36 in Q1 2023[73] Share-based Expense (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Time-based and market-based restricted stock units | $1,126 | $1,576 | 12. Income Taxes - The company operates as a REIT for federal income tax purposes and believes it will continue to qualify[75] - Tax years 2020 and later are open to audit, but management does not expect potential audits to have a material adverse effect[75] 13. Earnings Per Share ("EPS") Reconciliation of Income (Loss) to Net Income (Loss) Available to A&B Common Shareholders (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Income (loss) from continuing operations | $20,238 | $9,506 | | Net income (loss) available to A&B common shareholders | $19,974 | $5,306 | Weighted-Average Number of Shares Outstanding (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Denominator for basic EPS | 72,545 | 72,549 | | Denominator for diluted EPS | 72,666 | 72,629 | 14. Accumulated Other Comprehensive Income (Loss) Components of Accumulated Other Comprehensive Income (Loss) (in thousands) | Component | March 31, 2024 | December 31, 2023 | | :-------------------------- | :------------- | :---------------- | | Post-retirement plans | $(133) | $(150) | | Non-qualified benefit plans | $(48) | $(31) | | Interest rate swap | $4,160 | $3,431 | | Total Accumulated other comprehensive income (loss) | $3,979 | $3,250 | - Accumulated other comprehensive income (loss) increased by $729 thousand in Q1 2024, primarily due to unrealized interest rate hedging gains[81] 15. Segment Results Operating Revenue by Segment (in thousands) | Segment | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Commercial Real Estate | $48,888 | $47,870 | | Land Operations | $12,314 | $2,520 | | Total operating revenue | $61,202 | $50,390 | Operating Profit (Loss) by Segment (in thousands) | Segment | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Commercial Real Estate | $21,981 | $20,877 | | Land Operations | $7,931 | $(92) | | Total operating profit (loss) | $29,912 | $20,785 | - Land Operations segment shifted from an operating loss of $92 thousand in Q1 2023 to an operating profit of $7.93 million in Q1 2024[83] 16. Held for Sale and Discontinued Operations - Waipouli Town Center, a retail property, was classified as held for sale as of November 15, 2023, but is not considered discontinued operations as it does not represent a strategic shift or material impact[84] Income (Loss) from Discontinued Operations (in thousands) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Revenue | $0 | $36,849 | | Operating income (loss) from discontinued operations | $(256) | $(4,187) | | Income (loss) from discontinued operations attributable to A&B Shareholders | $(256) | $(4,170) | - Loss from discontinued operations significantly decreased from $4.2 million in Q1 2023 (primarily Grace Disposal Group) to $0.26 million in Q1 2024 (related to former sugar operations cessation expenses)[85][86] 17. Subsequent Events - On April 15, 2024, the company entered into an unsecured note purchase and private shelf facility with Prudential for up to $300.0 million, and issued a $60.0 million Series M Note with a 6.09% coupon rate maturing on April 15, 2032[88] - On April 23, 2024, the Board of Directors declared a cash dividend of $0.2225 per share, payable on July 8, 2024[89] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides a detailed discussion and analysis of Alexander & Baldwin, Inc.'s financial condition, results of operations, and liquidity for the three months ended March 31, 2024, compared to the prior year, covering business segments, consolidated performance, segment-specific results, non-GAAP financial measures, and capital resources, highlighting the company's simplification strategy and operational improvements Introduction and Objective - The MD&A provides material information on the company's business, financial condition, results of operations, liquidity, and accounting policies, to be read with the condensed consolidated financial statements[91][94] Business Overview - The company operates two segments: Commercial Real Estate (CRE), focused on owning, operating, and leasing retail, industrial, and office properties in Hawai'i, and Land Operations, which manages legacy landholdings and assets for monetization[97][98] - A&B has pursued a simplification strategy since 2016, culminating in the sale of Grace Pacific, LLC and quarry land in November 2023, to focus on its Hawai'i commercial real estate portfolio[97] - In Q1 2024, the Land Operations segment completed the sale of approximately 330 acres of land on Maui and Kauai for $9.6 million[97] Consolidated Results of Operations Consolidated Financial Results (in thousands, except per share data) | Metric | Q1 2024 | Q1 2023 | Change ($) | Change (%) | | :------------------------------------------ | :------ | :------ | :--------- | :--------- | | Operating revenue | $61,202 | $50,390 | $10,812 | 21.5% | | Cost of operations | $(30,203) | $(28,534) | $(1,669) | (5.8)% | | Selling, general and administrative | $(7,239) | $(8,729) | $1,490 | 17.1% | | Operating income (loss) | $23,783 | $14,244 | $9,539 | 67.0% | | Net income (loss) attributable to A&B | $19,982 | $5,336 | $14,646 | 3X | | Basic EPS - continuing operations | $0.28 | $0.13 | $0.15 | 115.4% | | Basic EPS - net income (loss) | $0.28 | $0.07 | $0.21 | 3X | | FFO | $29,205 | $18,568 | $10,637 | 57.3% | | Adjusted FFO | $25,530 | $16,012 | $9,518 | 59.4% | - Operating revenue increased by 21.5% due to higher Land Operations sales, while operating income surged by 67.0%[100][101] - Net income attributable to A&B shareholders more than tripled, driven by improved continuing operations and a significant reduction in losses from discontinued operations[100][105] Analysis of Operating Revenue and Profit by Segment Commercial Real Estate Commercial Real Estate Financial Results (in thousands) | Metric | Q1 2024 | Q1 2023 | Change ($) | Change (%) | | :------------------------------------------ | :------ | :------ | :--------- | :--------- | | Operating revenue | $48,888 | $47,870 | $1,018 | 2.1% | | Operating profit (loss) | $21,981 | $20,877 | $1,104 | 5.3% | | Net Operating Income ("NOI") | $31,764 | $30,427 | $1,337 | 4.4% | | Same-Store Net Operating Income ("Same-Store NOI") | $31,547 | $30,313 | $1,234 | 4.1% | - CRE operating revenue and profit increased due to higher rental revenue and lower net bad debt expense[107] - Leasing activity in Q1 2024 included 12 new leases and 32 renewal leases covering 212,000 square feet. Comparable new leases saw an 11.8% average base rent increase, and comparable renewal leases saw a 7.2% increase[109] Occupancy Rates | Occupancy Type | March 31, 2024 | March 31, 2023 | Basis Points Change | | :-------------------------- | :------------- | :------------- | :------------------ | | Leased Occupancy | 94.0% | 93.9% | 10 | | Physical Occupancy | 93.5% | 93.3% | 20 | | Economic Occupancy | 92.3% | 92.4% | (10) | Land Operations - Land Operations revenue of $12.3 million in Q1 2024 was primarily from unimproved and other land sales on Maui and Kauai, and sales of two development parcels at Maui Business Park[124] Land Operations Financial Results (in thousands) | Metric | Q1 2024 | Q1 2023 | | :------------------------------------------ | :------ | :------ | | Development sales revenue | $2,455 | $0 | | Unimproved/other property sales revenue | $9,625 | $850 | | Other operating revenue | $234 | $1,670 | | Total Land Operations operating revenue | $12,314 | $2,520 | | Total Land Operations operating profit (loss) | $7,931 | $(92) | - The segment achieved an operating profit of $7.9 million in Q1 2024, a significant improvement from a $0.1 million loss in Q1 2023, driven by land sales and equity in earnings from an unconsolidated materials company[125][127] Use of Non-GAAP Financial Measures Funds from Operations and Adjusted Funds From Operations - FFO is a non-GAAP measure used to evaluate REIT operating performance, excluding real estate depreciation/amortization, gains/losses from real estate sales, and discontinued operations related to legacy businesses[129][130] - Adjusted FFO further adjusts FFO by excluding share-based compensation, straight-line lease revenue, non-cash adjustments, maintenance capital expenditures, leasing commissions, and other non-comparable/non-operating items[131] FFO and Adjusted FFO Reconciliation (in thousands) | Metric | Q1 2024 | Q1 2023 | | :------------------------------------------ | :------ | :------ | | Net Income (Loss) available to A&B common shareholders | $19,974 | $5,306 | | FFO | $29,205 | $18,568 | | Adjusted FFO | $25,530 | $16,012 | Net Operating Income and Same-Store Net Operating Income - NOI is a non-GAAP measure for evaluating unlevered performance of the Commercial Real Estate portfolio, reflecting contract-based income and cash-based property-level expenses[136][137] - Same-Store NOI includes results from properties owned, operated, and stabilized for the entirety of the prior calendar year and current reporting period, excluding properties under development or acquired/sold[138][139] NOI and Same-Store NOI Reconciliation (in thousands) | Metric | Q1 2024 | Q1 2023 | | :-------------------------- | :------ | :------ | | CRE Operating Profit | $21,981 | $20,877 | | NOI | $31,764 | $30,427 | | Same-Store NOI | $31,547 | $30,313 | Liquidity and Capital Resources - Primary liquidity sources include operating cash flows, available cash, and borrowing capacity under its credit facility. Primary needs are contractual obligations, capital expenditures, shareholder distributions, and working capital[142] - As of March 31, 2024, the company had $411.6 million in fixed-rate debt (4.2% weighted average) and $46.0 million in variable-rate debt (6.5% weighted average), with $163.2 million due in the next twelve months[144] - Operating cash flows from continuing operations increased by $3.8 million to $16.5 million in Q1 2024, driven by higher cash proceeds from land sales[150] Capital Expenditures by Type (in thousands) | Capital Expenditure Type | Q1 2024 | Q1 2023 | | :------------------------------------------ | :------ | :------ | | Ongoing maintenance capital expenditures | $2,018 | $1,312 | | Discretionary capital expenditures | $1,022 | $1,063 | | Capitalized indirect costs | $666 | $617 | | Corporate and other capital expenditures | $40 | $26 | | Total Capital Expenditures | $3,746 | $3,018 | Other Matters - General economic conditions, including market volatility, supply chain/labor constraints, inflation, and natural disasters, can negatively impact operating results[159] - The ultimate impact of these trends on the company's business, financial condition, results of operations, and liquidity is highly uncertain and cannot be reasonably predicted[159] Item 3. Quantitative and Qualitative Disclosures About Market Risk This section refers to the company's most recent annual report on Form 10-K for detailed information on market risk, stating that there have been no material changes since December 31, 2023 - No material changes in quantitative and qualitative disclosures about market risk since December 31, 2023[163] Item 4. Controls and Procedures This section confirms the effectiveness of the company's disclosure controls and procedures as of March 31, 2024, and states that there have been no material changes in internal control over financial reporting during the fiscal first quarter - The company's disclosure controls and procedures were effective as of March 31, 2024[164] - No material changes in internal control over financial reporting occurred during the fiscal first quarter[165] PART II. OTHER INFORMATION Item 1. Legal Proceedings This section incorporates by reference the detailed information on legal proceedings and other contingencies provided in Note 7 of the Condensed Consolidated Financial Statements - Information on legal proceedings is incorporated from Note 7 of the financial statements[168] Item 1A. Risk Factors This section states that there have been no material changes to the risk factors previously disclosed in the company's most recent annual report on Form 10-K - No material changes to risk factors since the most recent annual report on Form 10-K[169] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section confirms that no unregistered equity securities were sold during the reporting period and provides an update on the company's common stock repurchase program, under which no shares were repurchased in Q1 2024 - No equity securities were sold by the company that were not registered under the Securities Act during the period[170] - The Board authorized a $100.0 million common stock repurchase program from January 1, 2024, to December 31, 2025[170] - No shares were repurchased under the program during the quarter ended March 31, 2024, leaving $100.0 million available[171] Item 5. Other Information This section states that none of the company's directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the quarter - No Rule 10b5-1 or non-Rule 10b5-1 trading arrangements were adopted, modified, or terminated by directors or officers during the quarter[172] Item 6. Exhibit Index This section provides a list of exhibits filed with the Form 10-Q, including material contracts, certifications, and XBRL-formatted financial data - Includes the Third Amended and Restated Note Purchase and Private Shelf Agreement dated April 15, 2024[174] - Certifications of the Chief Executive Officer and Chief Financial Officer are included as exhibits[174] - Financial statements are formatted in Inline XBRL[174] Signature This section contains the signatures of authorized officers, including the Executive Vice President, Chief Financial Officer and Treasurer, and the Vice President and Controller, certifying the filing of the report - The report was signed by Clayton K.Y. Chun, Executive Vice President, Chief Financial Officer and Treasurer, and Anthony J. Tommasino, Vice President and Controller, on April 26, 2024[178]