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As Of Filer Filing For·On·As Docs:Size 3/02/20 Western Alliance Bancorporation 10-K 12/31/19 153:37M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 5.08M
2: EX-4.1 Instrument Defining the Rights of Security Holders HTML 110K
4: EX-10.12 Material Contract HTML 86K
5: EX-10.13 Material Contract HTML 60K
6: EX-10.14 Material Contract HTML 88K
7: EX-10.15 Material Contract HTML 82K
3: EX-10.8 Material Contract HTML 200K
8: EX-21.1 Subsidiaries List HTML 49K
9: EX-23.1 Consent of Experts or Counsel HTML 42K
10: EX-31.1 Certification -- §302 - SOA'02 HTML 50K
11: EX-31.2 Certification -- §302 - SOA'02 HTML 50K
12: EX-32 Certification -- §906 - SOA'02 HTML 46K
68: R1 Document and Entity Information HTML 109K
123: R2 Consolidated Balance Sheets HTML 156K
105: R3 Consolidated Balance Sheets (Parenthetical) HTML 54K
19: R4 Consolidated Statements of Operations HTML 167K
67: R5 Consolidated Statements of Comprehensive Income HTML 100K
122: R6 Consolidated Statements of Comprehensive Income HTML 55K
(Parenthetical)
104: R7 Consolidated Statements of Stockholders' Equity HTML 98K
18: R8 Consolidated Statements of Cash Flows HTML 187K
69: R9 Summary of Significant Accounting Policies HTML 138K
151: R10 Investment Securities HTML 558K
100: R11 Loans, Leases and Allowance for Credit Losses HTML 1.05M
47: R12 Premises and Equipment (Notes) HTML 60K
61: R13 Leases (Notes) HTML 65K
152: R14 Goodwill and Other Intangible Assets Goodwill and HTML 87K
Other Intangible Assets (Notes)
101: R15 Deposits (Notes) HTML 70K
48: R16 Other Borrowings HTML 60K
62: R17 Qualifying Debt Qualifying Debt (Notes) HTML 91K
153: R18 Stockholders' Equity HTML 83K
99: R19 Accumulated Other Comprehensive Income HTML 118K
21: R20 Derivatives and Hedging HTML 167K
70: R21 Earnings per Share (Notes) HTML 62K
120: R22 Income Taxes HTML 155K
102: R23 Commitments and Contingencies HTML 86K
22: R24 Fair Value Accounting HTML 417K
71: R25 Regulatory Capital Requirements HTML 111K
121: R26 Employee Benefit Plan (Notes) HTML 97K
103: R27 Related Parties (Notes) HTML 63K
20: R28 Parent Company (Notes) HTML 151K
72: R29 Segments HTML 569K
66: R30 Quarterly Financial Data (Notes) HTML 132K
50: R31 Summary of Significant Accounting Policies HTML 258K
(Policies)
97: R32 Investment Securities (Tables) HTML 556K
150: R33 Loans, Leases and Allowance for Credit Losses HTML 1.04M
(Tables)
65: R34 Premises and Equipment (Tables) HTML 60K
49: R35 Leases (Tables) HTML 53K
96: R36 Goodwill and Other Intangible Assets (Tables) HTML 105K
149: R37 Deposits (Tables) HTML 66K
63: R38 Other Borrowings (Tables) HTML 53K
51: R39 Qualifying Debt Junior Subordinated Debt Table HTML 83K
(Tables)
78: R40 Stockholders' Equity Schedule of Share-based HTML 64K
Compensation Arrangements by Share-based Payment
Award (Tables)
26: R41 Accumulated Other Comprehensive Income (Tables) HTML 119K
119: R42 Derivatives and Hedging (Tables) HTML 137K
134: R43 Earnings per Share (Tables) HTML 61K
77: R44 Income Taxes Provision Current & Deferred Table HTML 56K
(Tables)
24: R45 Income Taxes Reconciliation between Statutory HTML 70K
Federal Income Tax Rate and Company's Effective
Tax Rate (Tables)
118: R46 Income Taxes Cumulative Tax Effects of Primary HTML 81K
Difference (Tables)
133: R47 Income Taxes Gross Activity of Unrecognized Tax HTML 60K
Benefits Related to Uncertain Tax Positions
(Tables)
73: R48 Commitments and Contingencies (Tables) HTML 78K
27: R49 Fair Value Accounting (Tables) HTML 364K
39: R50 Regulatory Capital Requirements (Tables) HTML 107K
52: R51 Employee Benefit Plan (Tables) HTML 93K
147: R52 Related Parties (Tables) HTML 55K
94: R53 Parent Company (Tables) HTML 125K
40: R54 Segments (Tables) HTML 565K
53: R55 Quarterly Financial Data (Tables) HTML 132K
148: R56 Summary of Significant Accounting Policies - HTML 46K
Additional Information (Detail)
95: R57 Investment Securities - Carrying Amounts and Fair HTML 229K
Values of Investment Securities (Detail)
38: R58 Investment Securities - Additional Information HTML 54K
(Detail)
54: R59 Investment Securities - Unrealized Losses and Fair HTML 108K
Value of Investment Securities in Continuous
Unrealized Loss Position (Detail)
124: R60 Investment Securities - Amortized Cost and Fair HTML 102K
Value of Investment Securities by Contractual
Maturities (Detail)
111: R61 Investment Securities - Investment Securities by HTML 187K
Credit Rating Type (Detail)
30: R62 Investment Securities - Investment Securities by HTML 43K
Credit Rating Type Parenthetical (Detail)
81: R63 Investment Securities - Gross Gains and (Losses) HTML 55K
on Sales of Investments (Detail)
127: R64 Loans, Leases and Allowance for Credit Losses - HTML 74K
Schedule of Held for Investment Loan Portfolio
Composition of Loans, Leases and Allowance for
Credit Losses (Detail)
114: R65 Loans, Leases and Allowance for Credit Losses - HTML 96K
Contractual Aging of Loan Portfolio by Class of
Loans Including Loans Held for Sale and Excluding
Deferred Fees/Costs (Detail)
34: R66 Loans, Leases and Allowance for Credit Losses - HTML 223K
Summary of Recorded Investment in Nonaccrual Loans
and Loans Past Due 90 Days Still Accruing Interest
by Loan Class (Detail)
84: R67 Loans, Leases and Allowance for Credit Losses - HTML 93K
Additional Information (Detail)
131: R68 Loans, Leases and Allowance for Credit Losses - HTML 83K
Loans by Risk Rating (Detail)
109: R69 Loans, Leases and Allowance for Credit Losses - HTML 54K
Recorded Investment in Loans Classified as
Impaired (Detail)
89: R70 Loans, Leases and Allowance for Credit Losses - HTML 66K
Impaired Loans by Loan Class (Detail)
146: R71 Loans, Leases and Allowance for Credit Losses - HTML 47K
Schedule of Average Investment in Impaired Loans
and Income Recognized on Impaired Loans (Detail)
58: R72 Loans, Leases and Allowance for Credit Losses - HTML 69K
Average Investment in Impaired Loans by Loan Class
(Detail)
46: R73 Loans, Leases and Allowance for Credit Losses - HTML 65K
Interest Income on Impaired Loans by Loan Class
(Detail)
86: R74 Loans, Leases and Allowance for Credit Losses - HTML 55K
Tabular Disclosure of Nonperforming Assets
(Detail)
143: R75 Loans, Leases and Allowance for Credit Losses - HTML 63K
Changes in Accretable Discount for Loans Purchased
with Credit Quality Deterioration (Detail)
55: R76 Loans, Leases and Allowance for Credit Losses - HTML 90K
Allowances for Credit Losses (Detail)
43: R77 Loans, Leases and Allowance for Credit Losses - HTML 144K
Summary of Impairment Method Information Related
to Loans and Allowance for Credit Losses (Detail)
91: R78 Loans, Leases and Allowance for Credit Losses - HTML 95K
Troubled Debt Restructured Loans by Loan Class
(Detail)
138: R79 Loans, Leases and Allowance for Credit Losses - HTML 72K
Troubled Debt Restructured Loans by Class for
Which There was Payment Default (Detail)
88: R80 Loans, Leases and Allowance for Credit Losses - HTML 76K
Summary of Aggregate Activity in Loans (Detail)
145: R81 Loans, Leases and Allowance for Credit Losses Loan HTML 59K
Purchases and Sales (Details) (Details)
57: R82 Premises and Equipment (Details) HTML 64K
45: R83 Leases (Details) HTML 84K
87: R84 Goodwill and Other Intangible Assets (Details) HTML 64K
144: R85 Deposits (Details) HTML 78K
56: R86 Other Borrowings - Company's Borrowings (Detail) HTML 60K
44: R87 Other Borrowings - Additional Information (Detail) HTML 57K
90: R88 Qualifying Debt Subordinated Debt Details HTML 60K
(Details)
137: R89 Qualifying Debt Junior Subordinated Debt (Details) HTML 82K
125: R90 Qualifying Debt Supplemental Schedule - Adoption HTML 79K
of ASU 2016-01 (Details)
112: R91 Stockholders' Equity - Additional Information HTML 83K
(Detail)
31: R92 Stockholders' Equity - Summary of Unvested Shares HTML 78K
of Restricted Stock and Changes (Detail)
82: R93 Stockholders' Equity Share-Based Compensation - HTML 64K
Stock Options (Details)
126: R94 Stockholders' Equity Treasury shares (Details) HTML 48K
113: R95 Stockholders' Equity Common Stock Repurchase HTML 53K
(Details)
32: R96 Stockholders' Equity Dividend (Details) HTML 45K
83: R97 Accumulated Other Comprehensive Income - Summary HTML 80K
of Changes in Accumulated Other Comprehensive
Income (Detail)
132: R98 Accumulated Other Comprehensive Income - Schedule HTML 56K
of Reclassifications Out of Accumulated Other
Comprehensive Income (Detail)
110: R99 Derivatives and Hedging Fair Value of Derivative HTML 83K
Contracts (Detail)
129: R100 Derivatives and Hedging Largest Exposure to HTML 57K
Individual Counterparty (Detail)
107: R101 Derivatives and Hedging Additional Information HTML 102K
(Detail)
35: R102 Earnings per Share (Details) HTML 70K
79: R103 Income Taxes Provision for Income Tax (Details) HTML 58K
130: R104 Income Taxes Reconciliation between Statutory HTML 77K
Federal Income Tax and Company's Effective Tax
Rate (Details)
108: R105 Income Taxes - Additional Information (Detail) HTML 70K
36: R106 Income Taxes Income Taxes - Cumulative Tax Effects HTML 101K
of Primary Differences (Details)
80: R107 Income Taxes - Low Income Housing Tax Credit HTML 52K
(Details)
128: R108 Income Taxes Gross Activity of Unrecognized Tax HTML 69K
Benefits Related to Uncertain Tax Positions
(Details)
115: R109 Commitments and Contingencies - Additional HTML 59K
Information (Detail)
93: R110 Commitments and Contingencies - Summary of HTML 66K
Contractual Amounts for Unfunded Commitments and
Letters of Credit (Detail)
140: R111 Commitments and Contingencies - Contractual HTML 63K
Commitments for Lines and Letters of Credit by
Maturity (Detail)
60: R112 Commitments and Contingencies Concentration of HTML 43K
Lending Activities (Details)
42: R113 Fair Value Accounting - Gains and Losses from Fair HTML 50K
Value Changes Included in Consolidated Statement
of Operations (Detail)
92: R114 Fair Value Accounting - Fair Value of Assets and HTML 157K
Liabilities (Detail)
139: R115 Fair Value Accounting - Change in Level 3 HTML 109K
Liabilities Measured at Fair Value on Recurring
Basis (Detail)
59: R116 Fair Value Accounting - Assets Measured at Fair HTML 81K
Value on Nonrecurring Basis (Detail)
41: R117 Fair Value Accounting - Estimated Fair Value of HTML 157K
Financial Instruments (Detail)
85: R118 Fair Value Accounting - Additional Information HTML 84K
(Detail)
141: R119 Fair Value Accounting Additional Details (Details) HTML 44K
75: R120 Regulatory Capital Requirements - Summary of HTML 91K
Actual Capital Amount and Ratio (Detail)
29: R121 Employee Benefit Plan (Details) HTML 60K
117: R122 Employee Benefit Plan Accumulated Benefit HTML 64K
Obligation and Funded Status of SERP (Details)
136: R123 Employee Benefit Plan Net Periodic Benefit Cost HTML 66K
(Details)
74: R124 Related Parties (Details) HTML 66K
28: R125 Parent Company Parent Company Balance Sheet HTML 86K
(Details)
116: R126 Parent Company Parent Company Condensed Income HTML 87K
Statement (Details)
135: R127 Parent Company Parent Company Cash Flows (Details) HTML 110K
76: R128 Segments - Operating Segment Information (Detail) HTML 398K
23: R129 Revenue from Contracts with Customers (Details) HTML 63K
37: R130 Quarterly Financial Data (Details) HTML 92K
64: R9999 Uncategorized Items - wal1231201910-k.htm HTML 56K
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142: EXCEL IDEA Workbook of Financial Reports XLSX 235K
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106: JSON XBRL Instance as JSON Data -- MetaLinks 712± 1.18M
98: ZIP XBRL Zipped Folder -- 0001212545-20-000104-xbrl Zip 960K
| Exhibit |
Re: | Executive Participation Agreement |
Name of Executive: | [NAME] |
Date of Eligibility and Participation: | [DATE] |
1. | Annual Bonus for the Plan Year in Which a Change in Control Occurs. Upon consummation of a Change in Control, regardless of whether the Executive has incurred a Separation from Service in that Plan Year, the Company will pay the Executive (a) any annual bonus that the Executive had earned in the Plan Year prior to the Plan Year in which the Change in Control occurred, but which was unpaid as of the consummation of the Change in Control, and (b) a pro rata amount of the Target Annual Bonus for the Plan Year in which the Change in Control occurs, based on the number of days elapsed in the Plan Year as of the date of the Change in Control. |
2. | Severance
Benefits. Subject to the conditions and limitations of the Plan and this Agreement, if the Executive experiences an Involuntary Termination or Qualified Retirement, in addition to any Accrued Benefits, the Company shall pay or provide to the Executive, within sixty (60) days following the date of such termination, subject to the Executive’s execution of a Release in accordance with Section 3.8 of the Plan, the following payments and benefits (constituting the “Severance Benefits” under Section 3.4(b) of the Plan): |
(a) | Termination for Poor Performance. Upon
an Involuntary Termination under Section 3.2(a) of the Plan, the Company shall make a lump sum cash severance payment to the Executive in an amount equal to nine (9) months of the Executive’s Base Salary in the Plan Year in which the Executive’s Separation from Service occurs. |
(b) | Termination without Cause. Upon an Involuntary Termination under Section 3.2(b) of the Plan: |
(i) | The
Company shall make a lump sum cash severance payment to the Executive in an amount equal to one-and-one-half (1 ½) times the Executive’s Base Salary in the Plan Year in which the Executive’s Separation from Service occurs. |
(ii) | The Company shall make a lump sum payment to the Executive in an amount equal to the sum of (A) any annual bonus that the Executive had earned in the Plan Year prior to the Plan Year in which the Executive’s Separation from Service occurred, but which was unpaid as of the Executive’s Separation from Service, and (B) a pro rata amount of the Executive’s Target Annual Bonus for the Plan Year
in which the Executive’s Separation from Service occurs, based on the number of days elapsed in the Plan Year as of the Executive’s Separation from Service. |
(iii) | To the extent permitted by law, the Company shall pay the Executive a lump sum amount equal to the Company portion of the cost of continuing coverage under the
Company’s group health benefits plan (so-called “COBRA premiums”) for the Executive and the Executive’s family (if the Executive qualifies for and elects that coverage) for a period of up to twenty-four (24) months (“COBRA Premium Period”) following the Executive’s Separation from Service, if the Executive is eligible and elects such continuing coverage, at the same costs (e.g., employee contribution) and coverage levels and under the same general terms and provisions of such plan as apply to active employees after the Executive’s Separation from Service. Nothing in this Agreement shall be construed to extend the period over which COBRA continuation coverage must be provided to the Executive or the Executive’s dependents beyond that mandated by law. To the extent the provision of health benefits to Executive under to this Section
2(b)(iii) extends beyond the period required by COBRA, such benefits will be provided in accordance with the requirements of Code Section 409A and Treasury Regulation §1.409A-3(i)(1)(iv) (or any similar or successor provisions). |
(c) | Certain Involuntary Terminations following a Change in Control. Upon an Involuntary Termination under Section 3.2(c) of the Plan: |
(i) | The
Company shall make a lump sum cash severance payment to the Executive in an amount equal to the sum of (i) two (2) times the Executive’s Base Salary (using the greater of the Executive’s Base Salary for the Plan Year in which the Change in Control occurs or the Plan Year in which the Executive’s Separation from Service occurs), and (ii) two (2) times the Executive’s Target Annual Bonus (using the greater of the Annual Bonus for the Plan Year in which the Change in Control occurs or the Plan Year in which the Executive’s Separation from Service occurs). |
(ii) | The Company shall make a lump sum payment to the Executive
in an amount equal to a pro rata amount of the Executive’s Target Annual Bonus for the Plan Year in which the Executive’s Separation from Service occurs, based on the number of days elapsed in the Plan Year as of the Executive’s Separation from Service; provided, that, if the Executive’s Separation from Service occurs in the same Plan Year as the Change in Control, to the extent the payment made by the Company under Section 1(b) of this Agreement is less than the Executive would have received under this Section 2(b)(ii), Executive will be entitled only to the difference between the amount payable under this Section 2(b)(ii) and the amount previously paid at the time of the Change in Control under Section 1(b) of this Agreement. |
(iii) | The
same payment as is provided under Section 2(b)(iii) of this Agreement, subject to the restrictions set forth in Section 2(b)(iii) and applicable law. |
(d) | Qualified Retirement. Upon a Qualified Retirement under Section 3.3 of the Plan, a pro rata Annual Bonus paid based on the Company’s actual projected performance at the time of retirement. |
3. | State
Unemployment Benefits. For purposes of state unemployment benefits, Severance Benefits under the Plan shall be deemed allocated over nine (9) months for Section 2(a), eighteen (18) months for Section 2(b) and twenty-four (24) months for Section 2(c), respectively, following the Executive’s Separation from Service, even if paid in a single lump sum. |
4. | At Will Employment. Other than the notice requirements set out in Section 3.8 of the Plan, nothing in this Agreement or in the Plan confers upon the Executive any right to continue in employment for any period of specific duration or interfere with or otherwise restrict in any way the rights of the
Company or of the Executive, which rights are hereby expressly reserved by each, terminate the Executive’s employment at any time for any reason. |
5. | Protective Covenants. In consideration for the Executive’s eligibility for Severance Benefits under the Plan, the Executive agrees to the provisions and protective covenants provided for in Article 4 of the Plan, which will apply during and after the Executive’s Separation from Service. |
6. | Recovery
of Severance. If the Executive violates the Protective Covenants set forth in Article 4 of the Plan, the Company shall be entitled to recover, and the Executive shall be obligated to repay, all Severance Benefits paid or provide to the Executive under the Plan and this Agreement. |
7. | Acknowledgement. You acknowledge and agree that you have fully read, understand, and voluntarily enter into this Agreement. You
acknowledge and agree that you have had an opportunity to consult with your personal tax, financial planning advisor, and/or attorney about the tax, financial, and legal consequences of your participation in the Plan before signing this Agreement. |
8. | Counterparts. This Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. |
EXECUTIVE: | WESTERN
ALLIANCE BANCORPORATION | ||
[NAME] | |||
By: | |||
Title:
| |||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/23/23 Western Alliance Bancorporation 10-K 12/31/22 128:29M 2/28/22 Western Alliance Bancorporation 424B5 2:464K Donnelley … Solutions/FA 2/25/22 Western Alliance Bancorporation 10-K 12/31/21 130:28M 9/16/21 Western Alliance Bancorporation 424B5 1:656K Donnelley … Solutions/FA 9/15/21 Western Alliance Bancorporation 424B5 1:663K Donnelley … Solutions/FA 6/04/21 Western Alliance Bancorporation 424B5 1:692K Donnelley … Solutions/FA 6/03/21 Western Alliance Bancorporation 424B5 1:482K Donnelley … Solutions/FA 6/03/21 Western Alliance Bancorporation 424B5 1:693K Donnelley … Solutions/FA 5/14/21 Western Alliance Bancorporation S-3ASR 5/14/21 4:464K Donnelley … Solutions/FA 3/01/21 Western Alliance Bancorporation 424B5 1:405K Donnelley … Solutions/FA 2/25/21 Western Alliance Bancorporation 10-K 12/31/20 136:27M |