UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One) 

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

For the quarterly period ended September 30, 2022

OR

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

 

For the transition period from _____________ to ______________                 

Commission File No. 001-37811

BOK FINANCIAL CORP

(Exact name of registrant as specified in its charter) 

Oklahoma									73-1373454
(State or other jurisdiction of Incorporation or Organization)									(IRS Employer Identification No.)
Bank of Oklahoma Tower
Boston Avenue at Second Street
Tulsa,			Oklahoma						74192
(Address of Principal Executive Offices)									(Zip Code)

 

(918) 588-6000

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.       Yes  ý  No  ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  ý  No  ¨

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

Large accelerated filer  ý       Accelerated filer       ¨            

Non-accelerated filer   ¨    Smaller reporting company ☐

    Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 67,254,383 shares of common stock ($.00006 par value) as of September 30, 2022.

BOK Financial Corporation

Form 10-Q

Quarter Ended September 30, 2022

Index

Part I.  Financial Information
Management’s Discussion and Analysis (Item 2)			1
Market Risk (Item 3)			40
Controls and Procedures (Item 4)			44
Consolidated Financial Statements – Unaudited (Item 1)			46
Quarterly Financial Summary – Unaudited (Item 2)			99
Quarterly Earnings Trend – Unaudited			102
Part II.  Other Information
Item 1.  Legal Proceedings			103
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds			103
Item 6.  Exhibits			103
Signatures			104

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Management’s Discussion and Analysis of Financial Condition and Results of Operations

Performance Summary

BOK Financial Corporation (“the Company”) reported net income of $156.5 million or $2.32 per diluted share for the third quarter of 2022 compared to $132.8 million or $1.96 per diluted share for the second quarter of 2022. Pre-provision net revenue ("PPNR"), a non-GAAP measure, increased $42.2 million to $211.2 million over the second quarter of 2022 as we grew core loans, experienced significant margin expansion and improved fee income.

Highlights of the third quarter of 2022 included:

•Net interest revenue totaled $316.3 million, an increase of $42.3 million compared to the second quarter of 2022. Net interest margin was 3.24 percent for the third quarter of 2022 compared to 2.76 percent for the prior quarter. In response to rising inflation, the Federal Reserve increased the federal funds rate an additional 150 basis points in the third quarter following a 150 basis point increase in the first half of 2022. The resulting impact on market interest rates has increased net interest margin.

•Fees and commissions revenue totaled $192.6 million, an increase of $19.3 million. Brokerage and trading revenue increased $17.0 million, led by higher margins on trading activity and record quarterly investment banking revenue.

•The net cost of the changes in fair value of mortgage servicing rights and related economic hedges was $4.8 million for the third quarter of 2022 compared to a net benefit of $1.9 million for the second quarter of 2022 due to increased market volatility in the third quarter.

•Other operating expense totaled $294.8 million, an increase of $21.1 million. Personnel expense increased $15.4 million, largely driven by higher incentive compensation costs. Non-personnel expense increased $5.7 million, primarily related to an increase in seasonal occupancy expenses and project-related professional fees and services.

•Period-end outstanding loan balances totaled $21.8 billion at September 30, 2022, growing $499 million compared to June 30, 2022, largely due to growth in commercial real estate loans and loans to individuals. Unfunded loan commitments also grew by $1.1 billion during the third quarter. Average loan balances increased $542 million to $21.6 billion.

•A $15.0 million provision for expected credit losses was recorded in the third quarter of 2022, primarily due to loan growth and increased uncertainty in the economic outlook, partially offset by improving credit quality metrics. No provision for expected credit losses was necessary for the second quarter of 2022. The combined allowance for credit losses totaled $298.1 million or 1.37 percent of outstanding loans at September 30, 2022. The combined allowance for credit losses was $283.4 million or 1.33 percent of outstanding loans at June 30, 2022.

•Nonperforming assets not guaranteed by U.S. government agencies increased $25 million compared to June 30, 2022. Potential problem loans decreased $36 million while other loans especially mentioned decreased $13 million. Net charge-offs were $457 thousand or 0.01 percent of average loans on an annualized basis for the third quarter of 2022. Net charge-offs were 0.02 percent of average loans over the last four quarters. Net charge-offs were $799 thousand or 0.02 percent of average loans on an annualized basis for the second quarter of 2022.

•Period-end deposits were $36.4 billion at September 30, 2022, a $2.2 billion decrease compared to June 30, 2022, consistent with industry trends as customers redeploy resources following the savings trend during the height of the pandemic. Average deposits decreased $1.5 billion, including a $1.4 billion decrease in interest-bearing deposits.

•The common equity Tier 1 capital ratio at September 30, 2022 was 11.80 percent. Other regulatory capital ratios included the Tier 1 capital ratio at 11.82 percent, total capital ratio at 12.81 percent, and leverage ratio at 9.76 percent. At June 30, 2022, the common equity Tier 1 capital ratio was 11.61 percent, the Tier 1 capital ratio was 11.63 percent, total capital ratio was 12.59 percent, and leverage ratio was 9.12 percent.

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•The Company repurchased 548,034 shares of common stock at an average price of $91.20 per share in the third quarter of 2022 and 294,084 shares at an average price of $82.98 in the second quarter of 2022. We view share buybacks opportunistically, but within the context of maintaining our strong capital position. On November 1, 2022, the board of directors authorized the Company to purchase up to five million additional common shares, subject to market conditions, securities law and other regulatory compliance limitations. This authorization replaces the existing board authorization for the purchase of five million common shares, under which 4,651,465 shares were repurchased.

•The Company paid a regular cash dividend of $35.7 million or $0.53 per common share during the third quarter of 2022. On November 1, 2022, the board of directors approved a quarterly cash dividend of $0.54 per common share payable on or about November 25, 2022 to shareholders of record as of November 15, 2022.

Highlights of the nine months ended September 30, 2022 included:

•Tax-equivalent net interest revenue totaled $864.9 million for the nine months ended September 30, 2022 and $847.8 million for the nine months ended September 30, 2021. Net interest revenue decreased $13.5 million from changes in earning assets and increased $30.6 million from changes in interest rates. Net interest margin was 2.80 percent compared to 2.63 percent. Average earning assets decreased $3.3 billion to $40.3 billion, primarily due to a reduction in trading securities and loan balances, largely related to PPP loans. In response to rising inflation, the Federal Reserve increased the federal funds rate 300 basis points since the beginning of 2022, which led to a 55 basis point increase in loan yields while funding costs only increased 21 basis points. PPP loan fees totaled $7.0 million for the nine months ended September 30, 2022 and $35.0 million for the nine months ended September 30, 2021. Remaining unaccreted PPP loan fees are not significant.

•Fees and commissions revenue totaled $463.6 million for the nine months ended September 30, 2022, a $58.3 million decrease compared to the nine months ended September 30, 2021. Mortgage banking revenue decreased $45.3 million as rapidly rising mortgage interest rates and continued inventory shortages have adversely affected both loan production volume and margins. A $56.4 million decrease in trading revenue, due to disruption in the fixed income markets related to economic uncertainty, primarily in the first quarter of 2022, was partially offset by a $25.9 million increase in customer hedging revenue and $10.9 million increase in investment banking revenue. Fiduciary and asset management revenue increased $15.0 million, led by growth in mutual fund fees and Cavanal Hill fund fees. Other revenue decreased $19.8 million as a result of lower operating revenue from repossessed oil and gas assets due to the sale of properties in the third quarter of 2021.

•Other gains and losses, net decreased $66.0 million. The prior year included gains on alternative investments and sales of repossessed assets while the current year included the write-down of a repossessed equity interest in a midstream entity and changes in the value of deferred compensation investments, which are held to offset the cost of various employee benefit programs.

•Total operating expense was $846.0 million for the nine months ended September 30, 2022, a decrease of $32.2 million compared to the nine months ended September 30, 2021. Personnel expense decreased $36.4 million, primarily due to lower incentive compensation costs related to reduced cash-based incentives resulting from lower loan and trading volume and deferred compensation expense. Non-personnel expense increased $4.2 million to $361.5 million. Increased data processing, business promotion and occupancy and equipment costs were partially offset by lower mortgage banking expense. Other expense decreased $11.5 million, largely due to lower expenses on repossessed oil and gas assets sold in the third quarter of 2021.

•A $15.0 million provision for credit losses was recorded for the nine months ended September 30, 2022, primarily due to loan growth and increased uncertainty in the economic outlook, partially offset by improving credit quality metrics. An $83.0 million negative provision for credit losses was recorded for the nine months ended September 30, 2021 due to forecasts for improving macroeconomic factors, including stabilizing energy prices, and improving credit quality metrics.

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Results of Operations

Net Interest Revenue and Net Interest Margin

Net interest revenue is the interest earned on debt securities, loans and other interest-earning assets less interest paid for interest-bearing deposits and other borrowings. The net interest margin is calculated by dividing tax-equivalent net interest revenue by average interest-earning assets. Net interest spread is the difference between the average rate earned on interest-earning assets and the average rate paid on interest-bearing liabilities. Net interest margin is typically greater than net interest spread due to interest income earned on assets funded by non-interest bearing liabilities such as demand deposits and equity.

Tax-equivalent net interest revenue totaled $318.5 million for the third quarter of 2022 and $276.1 million for the second quarter of 2022. Compared to the second quarter of 2022, net interest revenue increased $43.9 million from changes in interest rates and decreased $1.5 million from changes in earning assets. Table 1 shows the effect on net interest revenue from changes in average balances and interest rates for various types of earning assets and interest-bearing liabilities.

Average earning assets decreased $534 million compared to the second quarter of 2022. Average trading securities were reduced by $989 million in response to lower origination volumes in the residential mortgage industry driven by increases in interest rates. Average loan balances increased $542 million, largely due to growth in commercial real estate loans and loans to individuals. The average balance of available for sale securities, which consists largely of residential and commercial mortgage-backed securities guaranteed by U.S. government agencies, decreased $2.0 billion while investment securities increased $2.0 billion. This change reflects the full-quarter impact of the transfer of $2.4 billion of U.S. government agency mortgage-backed securities from available for sale to the investment securities portfolio late in the second quarter. We purchase securities to supplement earnings and to manage interest rate risk. Interest-bearing cash and cash equivalents decreased $95 million.

Total average deposits were reduced by $1.5 billion compared to the second quarter of 2022 as customers deploy cash resources into higher yielding alternatives. Funds purchased and repurchase agreements decreased $423 million while other borrowings increased $228 million.

Net interest margin was 3.24 percent compared to 2.76 percent in the second quarter of 2022. In response to rising inflation, the Federal Reserve increased the federal funds rate 150 basis points in the third quarter, bringing the year-to-date total rate increases to 300 basis points. The resulting impact on market interest rates increased net interest margin as our earning assets, led by variable-rate loans, reprice at a higher rate and faster pace than our interest-bearing liabilities. The tax-equivalent yield on earning assets was 3.71 percent, an increase of 75 basis points. Loan yields increased 97 basis points to 4.89 percent. The yield on trading securities was up 72 basis points to 2.72 percent. The available for sale securities portfolio yield increased 37 basis points to 2.21 percent. The yield on investment securities decreased 93 basis points due to the transfer of securities from the available for sale portfolio to the investment portfolio. The yield on interest-bearing cash and cash equivalents increased 104 basis points.

Funding costs were 0.76 percent, a 45 basis point increase. The cost of interest-bearing deposits increased 39 basis points to 0.63 percent. The cost of other borrowings increased 132 basis points to 2.33 percent while the cost of funds purchased and repurchase agreements increased 19 basis points to 0.72 percent. The benefit to net interest margin from assets funded by non-interest liabilities was 29 basis points, an increase of 18 basis points.

Our overall objective is to manage the Company’s balance sheet for changes in interest rates as is further described in the Market Risk section of this report. Approximately 79 percent of our commercial and commercial real estate loan portfolios are either variable rate or fixed rate that will reprice within one year. These loans are funded primarily by deposit accounts that are either non-interest bearing, or that reprice more slowly than the loans. The result is a balance sheet that would be asset sensitive, which means that assets generally reprice more quickly than liabilities. One of the strategies that we use to manage toward a relative rate-neutral position is to purchase fixed rate residential mortgage-backed securities issued primarily by U.S. government agencies and fund them with market-rate-sensitive liabilities. The liability-sensitive nature of this strategy provides an offset to the asset-sensitive characteristics of our loan portfolio. We also may use derivative instruments to manage our interest rate risk. 

The effectiveness of these strategies is reflected in the overall change in net interest revenue due to changes in interest rates as shown in Table 1 and in the interest rate sensitivity projections as shown in the Market Risk section of this report.

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Table 1 -- Volume/Rate Analysis

(In thousands)

						Three Months Ended Sep. 30, 2022 / June 30, 2022																		Nine Months Ended Sep. 30, 2022 / 2021
												Change Due To1																		Change Due To1
						Change						Volume						Yield/Rate						Change						Volume						Yield/Rate
Tax-equivalent interest revenue:
Interest-bearing cash and cash equivalents						$	1,783					$	(314)					$	2,097					$	5,153					$	712					$	4,441
Trading securities						(237)						(7,442)						7,205						(24,855)						(23,326)						(1,529)
Investment securities						5,622						9,026						(3,404)						6,863						23,850						(16,987)
Available for sale securities						262						(10,606)						10,868						984						(7,764)						8,748
Fair value option securities						(151)						(159)						8						(26)						(305)						279
Restricted equity securities						1,319						139						1,180						519						(1,125)						1,644
Residential mortgage loans held for sale						125						(169)						294						414						(1,085)						1,499
Loans						60,303						7,084						53,219						63,187						(25,206)						88,393
Total tax-equivalent interest revenue						69,026						(2,441)						71,467						52,239						(34,249)						86,488
Interest expense:
Transaction deposits						19,812						(1,375)						21,187						31,199						213						30,986
Savings deposits						59						5						54						6						21						(15)
Time deposits						982						89						893						(970)						(2,334)						1,364
Funds purchased and repurchase agreements						(163)						(657)						494						4,959						(2,431)						7,390
Other borrowings						5,702						976						4,726						4,662						(11,882)						16,544
Subordinated debentures						204						8						196						(4,753)						(4,347)						(406)
Total interest expense						26,596						(954)						27,550						35,103						(20,760)						55,863
Tax-equivalent net interest revenue						42,430						(1,487)						43,917						17,136						(13,489)						30,625
Change in tax-equivalent adjustment						123																		(662)
Net interest revenue						$	42,307																	$	17,798

1    Changes attributable to both volume and yield/rate are allocated to both volume and yield/rate on an equal basis.

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Other Operating Revenue

Other operating revenue was $189.7 million for the third quarter of 2022 and $168.6 million for the second quarter of 2022, driven largely by an increase in brokerage and trading revenue related to higher margins on trading activity and growth in investment banking revenue.

Table 2 – Other Operating Revenue 

(In thousands)

						Three Months Ended												Increase (Decrease)						% Increase (Decrease)																								Nine Months Ended												Increase (Decrease)						% Increase (Decrease)
						Sep. 30, 2022						June 30, 2022																											Sep. 30, 2022						Sep. 30, 2021
Brokerage and trading revenue						$	61,006					$	44,043					$	16,963					39		%																						$	77,970					$	98,120					$	(20,150)					(21)		%
Transaction card revenue						25,974						26,940						(966)						(4)		%																						77,130						71,985						5,145						7		%
Fiduciary and asset management revenue						50,190						49,838						352						1		%																						146,427						131,402						15,025						11		%
Deposit service charges and fees						28,703						28,500						203						1		%																						84,207						77,499						6,708						9		%
Mortgage banking revenue						11,282						11,368						(86)						(1)		%																						39,300						84,618						(45,318)						(54)		%
Other revenue						15,479						12,684						2,795						22		%																						38,608						58,364						(19,756)						(34)		%
Total fees and commissions revenue						192,634						173,373						19,261						11		%																						463,642						521,988						(58,346)						(11)		%
Other gains (losses), net						979						(7,639)						8,618						N/A																								(8,304)						57,661						(65,965)						N/A
Loss on derivatives, net						(17,009)						(13,569)						(3,440)						N/A																								(77,559)						(14,590)						(62,969)						N/A
Loss on fair value option securities, net						(4,368)						(2,221)						(2,147)						N/A																								(17,790)						(3,657)						(14,133)						N/A
Change in fair value of mortgage servicing rights						16,570						17,485						(915)						N/A																								83,165						33,778						49,387						N/A
Gain on available for sale securities, net						892						1,188						(296)						N/A																								3,017						3,152						(135)						N/A
Total other operating revenue						$	189,698					$	168,617					$	21,081					13		%																						$	446,171					$	598,332					$	(152,161)					(25)		%

Certain percentage increases (decreases) in non-fees and commissions revenue are not meaningful for comparison purposes based on the nature of the item.

Fees and commissions revenue

Diversified sources of fees and commissions revenue are a significant part of our business strategy and represented 38 percent of total revenue for the third quarter of 2022, excluding provision for credit losses and gains and losses on other assets, securities and derivatives and the change in the fair value of mortgage servicing rights. We believe that a variety of fee revenue sources provides an offset to changes in interest rates, values in the equity markets, commodity prices and consumer spending, all of which can be volatile. Many of the economic factors such as rising interest rates that we expect will result in growth in net interest revenue or fiduciary and asset management revenue may also decrease mortgage banking production volumes and related trading. The velocity of changes in market conditions and interest rates may result in timing differences between when offsetting impacts and benefits are realized. As interest rates are expected to move higher, we expect to experience increased benefits to our net interest margin which provides an offset to reduced mortgage-related fee income. Generally, for operating revenues not as directly related to movement in interest rates, we expect growth to come through offering new products and services and by further development of our presence in other markets. However, current and future economic conditions, including the recent impact of the COVID-19 pandemic, regulatory constraints, increased competition and saturation in our existing markets could affect the rate of future increases.

Brokerage and Trading Revenue

Brokerage and trading revenue, which includes revenues from trading, customer hedging, retail brokerage and investment banking, increased $17.0 million or 39 percent compared to the second quarter of 2022.

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Trading revenue includes net realized and unrealized gains and losses primarily related to residential mortgage-backed securities guaranteed by U.S. government agencies and related derivative instruments that enable our mortgage banking customers to manage their production risk. Trading revenue also includes net realized and unrealized gains and losses on municipal securities and other financial instruments that we sell to institutional customers, along with changes in the fair value of financial instruments we hold as economic hedges against market risk of our trading securities. Trading revenue increased $14.5 million compared to the prior quarter. Higher margins on residential mortgage-backed securities trading activity were driven by favorable market conditions and increased market volatility..

Investment banking, which includes fees earned upon completion of underwriting, financial advisory services and loan syndication fees, totaled $14.3 million for the third quarter of 2022, an increase of $2.4 million compared to the second quarter of 2022, primarily due to growth in the size and number of municipal bond transactions.

Customer hedging revenue is based primarily on realized and unrealized changes in the fair value of derivative contracts held for customer risk management programs. As more fully discussed under Customer Derivative Programs in Note 3 of the Consolidated Financial Statements, we offer commodity, interest rate, foreign exchange and equity derivatives to our customers. Customer hedging revenue totaled $13.2 million for the third quarter of 2022, consistent with the prior quarter. Customer hedging revenue includes credit valuation adjustments of the fair value of derivatives to reflect the risk of counterparty default.

Transaction Card Revenue

Transaction card revenue totaled $26.0 million for the third quarter of 2022, relatively consistent with the second quarter of 2022. , largely due to stimulus measures and the broader reopening of the U.S. economy.

Fiduciary and Asset Management Revenue

Fiduciary and asset management revenue is earned through managing or holding of assets for customers and executing transactions or providing related services. Approximately 90 percent of fiduciary and asset management revenue is primarily based on the fair value of assets. Rates applied to asset values vary based on the nature of the relationship. Fiduciary relationships and managed asset relationships generally have higher fee rates than non-fiduciary and/or managed relationships. Fiduciary and asset management revenue was relatively unchanged compared to the second quarter of 2022. Increased Cavanal Hill money market fund fees and trust business line fees were offset by lower mutual fund fees and seasonal tax preparation fees.

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A distribution of assets under management or administration and related fiduciary and asset management revenue follows:

Table 3 -- Assets Under Management or Administration

(In thousands)

			Three Months Ended
			September 30, 2022																		June 30, 2022
			Balance1						Revenue2						Margin3						Balance1						Revenue2						Margin3
Managed fiduciary assets:
Personal			$	10,107,830					$	26,040					1.03		%				$	10,403,398					$	27,389					1.05		%
Institutional			16,983,268						8,390						0.20		%				16,895,773						7,213						0.17		%
Total managed fiduciary assets			27,091,098						34,430						0.51		%				27,299,171						34,602						0.51		%
Non-managed assets:
Fiduciary			27,623,607						12,343						0.18		%				28,673,413						12,684						0.18		%
Non-fiduciary			18,099,922						3,417						0.08		%				18,582,670						2,552						0.05		%
Safekeeping and brokerage assets under administration			22,587,011						—						—		%				21,426,035						—						—		%
Total non-managed assets			68,310,540						15,760						0.09		%				68,682,118						15,236						0.09		%
Total assets under management or administration			$	95,401,638					$	50,190					0.21		%				$	95,981,289					$	49,838					0.21		%

			Nine Months Ended
			September 30, 2022																		September 30, 2021
			Balance1						Revenue2						Margin3						Balance1						Revenue2						Margin3
Managed fiduciary assets:
Personal			$	10,107,830					$	81,760					1.62		%				$	12,259,320					$	80,418					1.31		%
Institutional			16,983,268						25,598						0.30		%				16,589,660						21,750						0.26		%
Total managed fiduciary assets			27,091,098						107,358						0.79		%				28,848,980						102,168						0.71		%
Non-managed assets:
Fiduciary			27,623,607						30,134						0.22		%				31,648,595						21,999						0.14		%
Non-fiduciary			18,099,922						8,935						0.10		%				19,187,028						7,235						0.08		%
Safekeeping and brokerage assets under administration			22,587,011						—						—		%				19,158,186						—						—		%
Total non-managed assets			68,310,540						39,069						0.11		%				69,993,809						29,234						0.08		%
Total assets under management or administration			$	95,401,638					$	146,427					0.31		%				$	98,842,789					$	131,402					0.27		%

1 Assets under management or administration balance excludes $23 billion in assets under custody held by a sub-custodian where minimal revenue is recognized.

2    Fiduciary and asset management revenue includes asset-based and other fees associated with the assets.

3    Annualized revenue divided by period-end balance.

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A summary of changes in assets under management or administration for the three and nine months ended September 30, 2022 and 2021 follows:

Table 4 -- Changes in Assets Under Management or Administration

(In thousands)

						Three Months Ended September 30,												Nine Months Ended September 30,
						2022						2021						2022						2021
Beginning balance						$	95,981,289					$	96,632,748					$	104,917,721					$	91,592,247
Net inflows (outflows)						639,636						1,551,832						(1,642,712)						1,414,926
Net change in fair value						(1,219,287)						658,209						(7,873,371)						5,835,616
Ending balance						$	95,401,638					$	98,842,789					$	95,401,638					$	98,842,789

Assets under management as of September 30, 2022 consist of 45 percent fixed income, 32 percent equities, 14 percent cash, and 9 percent alternative investments.

Deposit Service Charges and Fees

Deposit service charges and fees were consistent with the second quarter of 2022. Overdraft and non-sufficient funds fees earned primarily on consumer deposit accounts totaled $7.0 million for the third quarter of 2022, largely unchanged from the prior quarter. We are implementing changes in the fourth quarter to eliminate non-sufficient funds fees and reduce consumer overdraft fees, which will result in lower total deposit service charges of approximately $2.5 million per quarter.

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Mortgage Banking Revenue

Mortgage banking was unchanged compared to the second quarter of 2022. Growth in mortgage servicing revenue offset a reduction in mortgage production revenue. Two acquisitions of mortgage servicing rights at the end of the second quarter led to an increase in mortgage servicing revenue of $1.8 million. Mortgage production revenue decreased $1.9 million. Rising mortgage interest rates, low inventory, and home price affordability continue to place pressure on mortgage loan originations. Mortgage production volume decreased $76 million to $230 million. Production revenue as a percentage of production volume, which includes unrealized gains and losses on our mortgage commitment pipeline and related hedges, decreased 89 basis points to (1.05) percent, a result of increased market competition and our securitization of loans previously repurchased from GNMA pools.

Table 5 – Mortgage Banking Revenue 

(In thousands)

						Three Months Ended												Increase (Decrease)						% Increase (Decrease)																								Nine Months Ended												Increase (Decrease)						% Increase (Decrease)
						Sep. 30, 2022						June 30, 2022																											Sep. 30, 2022						Sep. 30, 2021
Mortgage production revenue						$	(2,406)					$	(504)					$	(1,902)					(377)		%																						$	2,145					$	50,694					$	(48,549)					(96)		%
Mortgage loans funded for sale						$	260,210					$	360,237																																			$	1,039,313					$	2,250,282
Add: Current period end outstanding commitments						75,779						106,004																																				75,779						239,066
Less: Prior period end outstanding commitments						106,004						160,260																																				171,412						380,637
Total mortgage production volume						$	229,985					$	305,981					$	(75,996)					(25)		%																						$	943,680					$	2,108,711					$	(1,165,031)					(55)		%
Mortgage loan refinances to mortgage loans funded for sale						10		%				19		%				(900)		bps																												26		%				75		%				(4,900)		bps
Realized margin on funded mortgage loans						(0.41)		%				0.88		%				(129)		bps																												0.86		%				2.80		%				(194)		bps
Production revenue as a percentage of production volume						(1.05)		%				(0.16)		%				(89)		bps																												0.23		%				2.40		%				(217)		bps
Primary mortgage interest rates:
Average						5.62		%				5.27		%				35		bps																												4.90		%				2.92		%				198		bps
Period end						6.70		%				5.70		%				100		bps																												6.70		%				3.01		%				369		bps
Mortgage servicing revenue						$	13,688					$	11,872					$	1,816					15		%																						$	37,155					$	33,924					$	3,231					10		%
Average outstanding principal balance of mortgage loans serviced for others						19,070,221						17,336,596						1,733,625						10		%																						17,520,715						15,229,237						2,291,478						15		%
Average mortgage servicing revenue rates						0.28		%				0.27		%				1		bp																												0.28		%				0.30		%				(2)		bp

Primary rates disclosed in Table 5 above represent rates generally available to borrowers on 30 year conforming mortgage loans.

Net gains on other assets, securities and derivatives

Net gains on other assets were $979 thousand for the third quarter of 2022 compared to net losses of $7.6 million in the second quarter of 2022. The prior quarter included a write-down of a repossessed equity interest in a midstream entity. This, combined with a change in the value of deferred compensation investments, which are held to offset the cost of various employee benefit programs, resulted in the net gain on other assets in the current quarter.

As discussed in the Market Risk section following, the fair value of our mortgage servicing rights ("MSRs") changes in response to changes in primary mortgage loan rates and other assumptions. We attempt to mitigate the earnings volatility caused by changes in the fair value of MSRs by designating certain financial instruments as an economic hedge. Changes in the fair value of these instruments are generally expected to partially offset changes in the fair value of MSRs.

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Table 6 - Gain (Loss) on Mortgage Servicing Rights

(In thousands)

						Three Months Ended																		Nine Months Ended
						Sep. 30, 2022						June 30, 2022												Sep. 30, 2022						Sep. 30, 2021
Loss on mortgage hedge derivative contracts, net						$	(17,027)					$	(13,639)											$	(77,360)					$	(14,770)
Loss on fair value option securities, net						(4,368)						(2,221)												(17,790)						(3,657)
Loss on economic hedge of mortgage servicing rights, net						(21,395)						(15,860)												(95,150)						(18,427)
Gain on change in fair value of mortgage servicing rights						16,570						17,485												83,165						33,778
Gain (loss) on changes in fair value of mortgage servicing rights, net of economic hedges included in other operating revenue						(4,825)						1,625												(11,985)						15,351
Net interest revenue on fair value option securities1						29						275												687						1,020
Total economic benefit (cost) of changes in the fair value of mortgage servicing rights, net of economic hedges						$	(4,796)					$	1,900											$	(11,298)					$	16,371

1    Actual interest earned on fair value option securities less internal transfer-priced cost of funds.

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Other Operating Expense

Other operating expense for the third quarter of 2022 totaled $294.8 million, an increase of $21.1 million compared to the second quarter of 2022.

Table 7 – Other Operating Expense

(In thousands)

						Three Months Ended												Increase (Decrease)						% Increase (Decrease)																								Nine Months Ended												Increase (Decrease)						% Increase (Decrease)
						Sep. 30, 2022						June 30, 2022																											Sep. 30, 2022						Sep. 30, 2021
Regular compensation						$	101,368					$	98,322					$	3,046					3		%																						$	296,164					$	289,100					$	7,064					2		%
Incentive compensation:
Cash-based						44,376						39,480						4,896						12		%																						118,300						142,364						(24,064)						(17)		%
Share-based						3,744						(590)						4,334						735		%																						6,458						6,093						365						6		%
Deferred compensation						(1,005)						(6,970)						5,965						N/A																								(10,099)						7,718						(17,817)						N/A
Total incentive compensation						47,115						31,920						15,195						48		%																						114,659						156,175						(41,516)						(27)		%
Employee benefits						21,865						24,681						(2,816)						(11)		%																						73,676						75,633						(1,957)						(3)		%
Total personnel expense						170,348						154,923						15,425						10		%																						484,499						520,908						(36,409)						(7)		%
Business promotion						6,127						6,325						(198)						(3)		%																						18,965						9,837						9,128						93		%
Charitable contributions to BOKF Foundation						—						—						—						N/A																								—						4,000						(4,000)						N/A
Professional fees and services						14,089						12,475						1,614						13		%																						37,977						36,777						1,200						3		%
Net occupancy and equipment						29,296						27,489						1,807						7		%																						87,640						81,690						5,950						7		%
Insurance						4,306						4,728						(422)						(9)		%																						13,317						11,992						1,325						11		%
Data processing and communications						41,743						41,280						463						1		%																						122,859						112,256						10,603						9		%
Printing, postage and supplies						4,349						3,929						420						11		%																						11,967						11,283						684						6		%
Amortization of intangible assets						3,943						4,049						(106)						(3)		%																						11,956						13,873						(1,917)						(14)		%
Mortgage banking costs						9,504						9,437						67						1		%																						26,818						34,031						(7,213)						(21)		%
Other expense						11,046						9,020						2,026						22		%																						30,026						41,566						(11,540)						(28)		%
Total other operating expense						$	294,751					$	273,655					$	21,096					8		%																						$	846,024					$	878,213					$	(32,189)					(4)		%
Average number of employees (full-time equivalent)						4,773						4,743						30						1		%																						4,748						4,846						(98)						(2)		%

Certain percentage increases (decreases) are not meaningful for comparison purposes.

Personnel expense

Personnel expense increased $15.4 million compared to the second quarter of 2022. Deferred compensation expense, which is largely offset by changes in the value of related deferred compensation investments, increased $6.0 million. Growth in commercial lending, private wealth activity, and wealth municipal underwriting activity led to a $4.9 million increase in cash-based incentive compensation. Share-based compensation expense increased $4.3 million due to the benefit of changes in vesting assumptions in the second quarter. Higher regular compensation expense was offset by a decrease in employee benefit costs.

Non-personnel operating expense

Non-personnel expense totaled $124.4 million for the third quarter of 2022, an increase of $5.7 million compared to the second quarter of 2022. Higher operating costs on leases led to a $1.8 million increase in net occupancy and equipment expenses while project-related professional fees led to a $1.6 million increase in professional fees and services.

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Income Taxes

The effective tax rate was 20.2 percent for the third quarter of 2022 and 21.4 percent for the second quarter of 2022. The effective tax rate for the third quarter of 2022 decreased primarily due to a decrease in uncertain tax positions from lapses of applicable statutes of limitations. The effective tax rates for the nine months ended September 30, 2022 and September 30, 2021 were 20.7 percent and 22.5 percent, respectively. The effective tax rate decreased primarily due to a decrease in forecasted pre-tax income, a decrease in the Oklahoma tax rate, and a decrease in uncertain tax positions.

Lines of Business

We operate three principal lines of business: Commercial Banking, Consumer Banking and Wealth Management. Commercial Banking includes lending, treasury and cash management services and customer risk management products for small businesses, middle market and larger commercial customers. Commercial Banking also includes the TransFund EFT network. Consumer Banking includes retail lending and deposit services, lending and deposit services to small business customers served through our consumer branch network and all mortgage banking activities. Wealth Management provides fiduciary services, private banking services, insurance and investment advisory services in all markets. Wealth Management also underwrites state and municipal securities and engages in brokerage and trading activities.

In addition to our lines of business, we have a Funds Management unit. The primary purpose of this unit is to manage our overall liquidity needs and interest rate risk. Each line of business borrows funds from and provides funds to the Funds Management unit as needed to support their operations. Operating results for Funds Management and other include the effect of interest rate risk positions and risk management activities, securities gains and losses including impairment charges, the provision for credit losses in excess of net loans charged off, tax planning strategies and certain executive compensation costs that are not attributed to the lines of business.

We allocate resources and evaluate the performance of our lines of business using the net direct contribution which includes the allocation of funds and capital costs. Credit costs are attributed to the lines of business based on net loans charged off or recovered. The difference between credit costs attributed to the lines of business and the consolidated provision for credit losses is attributed to Funds Management. In addition, we measure the performance of our business lines after allocations of certain indirect expenses and taxes based on statutory rates.

The cost of funds borrowed from the Funds Management unit by the operating lines of business is transfer priced at rates that approximate market rates for funds with similar repricing and cash flow characteristics. Market rates are generally based on the applicable wholesale borrowing rates or interest rate swap rates, adjusted for prepayment risk and liquidity risk. This method of transfer-pricing funds that support assets of the operating lines of business tends to insulate them from interest rate risk.

The value of funds provided by the operating lines of business to the Funds Management unit is also based on rates that approximate wholesale market rates for funds with similar repricing and cash flow characteristics. Market rates are generally based on a proxy of wholesale borrowing rates or interest rate swap rates. The funds credit formula applied to deposit products with indeterminate maturities is established based on their repricing characteristics reflected in a combination of the short-term wholesale funding rate and a moving average of an intermediate term swap rate, with an appropriate spread applied to both. Shorter duration products are weighted towards the short term wholesale funding rates and longer duration products are weighted towards the intermediate swap rates. The expected duration ranges from 30 days for certain rate-sensitive deposits to five years.

Economic capital is assigned to the business units by a capital allocation model that reflects management’s assessment of risk. This model assigns capital based upon credit, operating, interest rate and other market risk inherent in our business lines and recognizes the diversification benefits among the units. The level of assigned economic capital is a combination of the risk taken by each business line based on its actual exposures and calibrated to its own loss history where possible. Average invested capital includes economic capital and amounts we have invested in the lines of business.

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As shown in Table 8, net income attributable to our lines of business increased $44.4 million compared to the second quarter of 2022. Net interest revenue increased $46.4 million, primarily due to loan growth and changes in interest rates. Net charge-offs increased $1.2 million. Other operating revenue increased $25.1 million, largely due to higher margins on residential mortgage-backed securities trading activity driven by favorable market conditions and increased market volatility. Operating expense increased $9.2 million due to a combination of increased incentive compensation expense largely related to growing commercial lending, private wealth and municipal underwriting activity, and increased project-related professional fees. The decrease in net income attributed to Funds Management and other is largely due to the provision for credit losses in excess of net charge-offs.

Table 8 -- Net Income by Line of Business

(In thousands)

						Three Months Ended												Increase (Decrease)						% Increase (Decrease)																								Nine Months Ended												Increase (Decrease)						% Increase (Decrease)
						Sep. 30, 2022						June 30, 2022																											Sep. 30, 2022						Sep. 30, 2021
Commercial Banking						$	132,941					$	104,813					$	28,128					27		%																						$	320,098					$	245,000					$	75,098					31		%
Consumer Banking						2,970						1,239						1,731						140		%																						(3,109)						21,078						(24,187)						(115)		%
Wealth Management						41,808						27,287						14,521						53		%																						64,573						91,624						(27,051)						(30)		%
Subtotal						177,719						133,339						44,380						33		%																						381,562						357,702						23,860						7		%
Funds Management and other						(21,209)						(493)						(20,716)						N/A																								(29,718)						143,101						(172,819)						N/A
Total						$	156,510					$	132,846					$	23,664					18		%																						$	351,844					$	500,803					$	(148,959)					(30)		%

Certain percentage increases (decreases) in non-fees and commissions revenue are not meaningful for comparison purposes based on the nature of the item.

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Commercial Banking

Commercial Banking contributed $132.9 million to consolidated net income in the third quarter of 2022, an increase of $28.1 million or 27 percent compared to the second quarter of 2022.

Table 9 -- Commercial Banking

(Dollars in thousands)

						Three Months Ended												Increase (Decrease)						% Increase (Decrease)																								Nine Months Ended												Increase (Decrease)						% Increase (Decrease)
						Sep. 30, 2022						June 30, 2022																											Sep. 30, 2022						Sep. 30, 2021
Net interest revenue from external sources						$	224,855					$	172,994					$	51,861					30		%																						$	545,438					$	457,953					$	87,485					19		%
Net interest expense from internal sources						(17,951)						(6,452)						(11,499)						(178)		%																						(34,983)						(62,941)						27,958						44		%
Total net interest revenue						206,904						166,542						40,362						24		%																						510,455						395,012						115,443						29		%
Net loans charged off (recovered)						(526)						(1,502)						976						65		%																						3,316						33,061						(29,745)						(90)		%
Net interest revenue after net loans charged off (recovered)						207,430						168,044						39,386						23		%																						507,139						361,951						145,188						40		%
Fees and commissions revenue						58,147						59,881						(1,734)						(3)		%																						174,992						169,667						5,325						3		%
Other gains, net						2,239						1,807						432						N/A																								4,509						34,691						(30,182)						N/A
Other operating revenue						60,386						61,688						(1,302)						(2)		%																						179,501						204,358						(24,857)						(12)		%
Personnel expense						44,998						42,215						2,783						7		%																						126,139						121,043						5,096						4		%
Non-personnel expense						30,874						27,794						3,080						11		%																						84,856						85,587						(731)						(1)		%
Other operating expense						75,872						70,009						5,863						8		%																						210,995						206,630						4,365						2		%
Net direct contribution						191,944						159,723						32,221						20		%																						475,645						359,679						115,966						32		%
Gain (loss) on financial instruments, net						4						61						(57)						N/A																								(138)						111						(249)						N/A
Gain (loss) on repossessed assets, net						(158)						(4,515)						4,357						N/A																								(2,880)						12,355						(15,235)						N/A
Corporate expense allocations						16,451						16,634						(183)						(1)		%																						49,331						37,015						12,316						33		%
Income before taxes						175,339						138,635						36,704						26		%																						423,296						335,130						88,166						26		%
Federal and state income tax						42,398						33,822						8,576						25		%																						103,198						90,130						13,068						14		%
Net income						$	132,941					$	104,813					$	28,128					27		%																						$	320,098					$	245,000					$	75,098					31		%
Average assets						$	28,890,429					$	29,269,712					$	(379,283)					(1)		%																						$	29,324,596					$	28,228,824					$	1,095,772					4		%
Average loans						17,904,779						17,336,841						567,938						3		%																						17,317,109						17,027,674						289,435						2		%
Average deposits						17,966,661						18,933,766						(967,105)						(5)		%																						18,825,930						17,026,954						1,798,976						11		%
Average invested capital						2,059,149						2,007,878						51,271						3		%																						2,040,038						2,098,060						(58,022)						(3)		%

Certain percentage increases (decreases) in non-fees and commissions revenue are not meaningful for comparison purposes based on the nature of the item.

Net interest revenue increased $40.4 million or 24 percent over the second quarter of 2022, primarily due to loan growth and increased interest rates.

Fees and commissions revenue decreased $1.7 million or 3 percent. Operating expense increased $5.9 million or 8 percent compared to the second quarter of 2022, primarily due to increased incentive compensation costs with growth in loans. The second quarter also included a $5.8 million write-down of a repossessed equity interest in a midstream energy entity. Corporate expense allocations were consistent with the prior quarter.

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Average outstanding balance of loans attributed to Commercial Banking increased $568 million or 3 percent over the second quarter of 2022 to $17.9 billion. See the Loans section of Management’s Discussion and Analysis of Financial Condition following for additional discussion of changes in commercial and commercial real estate loans, which are primarily attributed to the Commercial Banking segment. 

Average deposits attributed to Commercial Banking were $18.0 billion for third quarter of 2022, a $967 million decrease compared to the second quarter of 2022. See Management's Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital for further discussion of changes.

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Consumer Banking

Consumer Banking provides retail banking services through four primary distribution channels: traditional branches, the 24-hour ExpressBank call center, Internet banking and mobile banking. Consumer Banking also conducts mortgage banking activities through offices located outside of our Consumer Banking markets.

Consumer Banking contributed $3.0 million to consolidated net income for the third quarter of 2022, an increase of $1.7 million or 140 percent over the prior quarter. Growth in net interest revenue due to an increase in the spread on deposits sold to our Funds Management unit was partially offset by changes in the fair value of mortgage servicing rights, net of economic hedges.

Table 10 -- Consumer Banking

(Dollars in thousands)

						Three Months Ended												Increase (Decrease)						% Increase (Decrease)																								Nine Months Ended												Increase (Decrease)						% Increase (Decrease)
						Sep. 30, 2022						June 30, 2022																											Sep. 30, 2022						Sep. 30, 2021
Net interest revenue from external sources						$	17,482					$	16,784					$	698					4		%																						$	51,183					$	51,205					$	(22)					—		%
Net interest revenue from internal sources						26,469						17,002						9,467						56		%																						53,764						21,936						31,828						145		%
Total net interest revenue						43,951						33,786						10,165						30		%																						104,947						73,141						31,806						43		%
Net loans charged off						1,408						1,196						212						18		%																						3,716						2,489						1,227						49		%
Net interest revenue after net loans charged off						42,543						32,590						9,953						31		%																						101,231						70,652						30,579						43		%
Fees and commissions revenue						30,230						30,101						129						—		%																						94,308						134,419						(40,111)						(30)		%
Other losses, net						(44)						(12)						(32)						N/A																								(72)						(23)						(49)						N/A
Other operating revenue						30,186						30,089						97						—		%																						94,236						134,396						(40,160)						(30)		%
Personnel expense						22,243						21,510						733						3		%																						64,738						64,300						438						1		%
Non-personnel expense						30,993						31,150						(157)						(1)		%																						89,947						93,258						(3,311)						(4)		%
Total other operating expense						53,236						52,660						576						1		%																						154,685						157,558						(2,873)						(2)		%
Net direct contribution						19,493						10,019						9,474						95		%																						40,782						47,490						(6,708)						(14)		%
Loss on financial instruments, net						(21,395)						(15,860)						(5,535)						N/A																								(95,150)						(18,427)						(76,723)						N/A
Change in fair value of mortgage servicing rights						16,570						17,485						(915)						N/A																								83,165						33,778						49,387						N/A
Gain on repossessed assets, net						—						93						(93)						N/A																								138						41						97						N/A
Corporate expense allocations						10,792						10,120						672						7		%																						32,994						34,590						(1,596)						(5)		%
Income (loss) before taxes						3,876						1,617						2,259						140		%																						(4,059)						28,292						(32,351)						(114)		%
Federal and state income tax						906						378						528						140		%																						(950)						7,214						(8,164)						(113)		%
Net income (loss)						$	2,970					$	1,239					$	1,731					140		%																						$	(3,109)					$	21,078					$	(24,187)					(115)		%
Average assets						$	10,233,401					$	10,338,191					$	(104,790)					(1)		%																						$	10,281,679					$	9,976,742					$	304,937					3		%
Average loans						1,686,498						1,669,830						16,668						1		%																						1,676,276						1,791,006						(114,730)						(6)		%
Average deposits						8,812,884						8,876,469						(63,585)						(1)		%																						8,812,235						8,357,734						454,501						5		%
Average invested capital						250,256						244,188						6,068						2		%																						253,007						249,254						3,753						2		%

Certain percentage increases (decreases) in non-fees and commissions revenue are not meaningful for comparison purposes based on the nature of the item.

Net interest revenue from Consumer Banking activities increased $10.2 million or 30 percent compared to the second quarter of 2022, mainly due to an increase in the spread on deposits sold to our Funds Management unit and increased interest rates.

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Operating revenue and operating expense were consistent with the prior quarter. The net cost of the changes in fair value of mortgage servicing rights and related economic hedges was $4.8 million for the third quarter of 2022 compared to a net benefit of $1.9 million for the second quarter of 2022. Corporate expense allocations were consistent with the second quarter of 2022.

Both average loans and average deposits attributed to the Consumer Banking segment were relatively consistent with the previous quarter.

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Wealth Management

Wealth Management contributed $41.8 million to consolidated net income in the third quarter of 2022, an increase of $14.5 million or 53 percent over the second quarter of 2022, largely due to higher margins on trading activity and record quarterly investment banking revenue.

Table 11 -- Wealth Management

(Dollars in thousands)

						Three Months Ended												Increase (Decrease)						% Increase (Decrease)																								Nine Months Ended												Increase (Decrease)						% Increase (Decrease)
						Sep. 30, 2022						June 30, 2022																											Sep. 30, 2022						Sep. 30, 2021
Net interest revenue from external sources						$	34,746					$	39,412					$	(4,666)					(12)		%																						$	130,389					$	157,217					$	(26,828)					(17)		%
Net interest expense from internal sources						(1,162)						(1,665)						503						30		%																						(3,290)						(1,375)						(1,915)						(139)		%
Total net interest revenue						33,584						37,747						(4,163)						(11)		%																						127,099						155,842						(28,743)						(18)		%
Net loans recovered						(22)						(60)						38						63		%																						(153)						(153)						—						—		%
Net interest revenue after net loans recovered						33,606						37,807						(4,201)						(11)		%																						127,252						155,995						(28,743)						(18)		%
Fees and commissions revenue						113,113						86,771						26,342						30		%																						224,907						242,491						(17,584)						(7)		%
Other gains (losses), net						—						(10)						10						N/A																								(15)						669						(684)						N/A
Other operating revenue						113,113						86,761						26,352						30		%																						224,892						243,160						(18,268)						(8)		%
Personnel expense						56,939						54,787						2,152						4		%																						164,677						182,104						(17,427)						(10)		%
Non-personnel expense						22,212						21,606						606						3		%																						65,489						63,581						1,908						3		%
Other operating expense						79,151						76,393						2,758						4		%																						230,166						245,685						(15,519)						(6)		%
Net direct contribution						67,568						48,175						19,393						40		%																						121,978						153,470						(31,492)						(21)		%
Corporate expense allocations						12,934						12,503						431						3		%																						37,508						30,358						7,150						24		%
Income before taxes						54,634						35,672						18,962						53		%																						84,470						123,112						(38,642)						(31)		%
Federal and state income tax						12,826						8,385						4,441						53		%																						19,897						31,488						(11,591)						(37)		%
Net income						$	41,808					$	27,287					$	14,521					53		%																						$	64,573					$	91,624					$	(27,051)					(30)		%
Average assets						$	13,818,299					$	16,902,721					$	(3,084,422)					(18)		%																						$	17,320,779					$	18,987,236					$	(1,666,457)					(9)		%
Average loans						2,163,975						2,157,771						6,204						—		%																						2,147,007						1,952,818						194,189						10		%
Average deposits						7,999,074						8,482,785						(483,711)						(6)		%																						8,694,459						9,505,207						(810,748)						(9)		%
Average invested capital						284,681						267,189						17,492						7		%																						295,139						311,885						(16,746)						(5)		%

Certain percentage increases (decreases) in non-fees and commissions revenue are not meaningful for comparison purposes based on the nature of the item.

Combined net interest revenue and fee revenue increased $22.2 million or 18 percent. Total revenue from trading activities increased $5.0 million over the second quarter of 2022, primarily due to higher margins on U.S. agency residential mortgage-backed securities trading activity. Investment banking revenue grew $3.2 million due to growth in the size and number of municipal bonds underwritten. Other revenue increased $8.3 million, primarily due to an increase in derivative margin use fees. Operating expense increased $2.8 million or 4 percent, largely due to increased volume-driven incentive compensation costs.

Average outstanding loans attributed to the Wealth Management segment were consistent with the prior quarter. Average Wealth Management deposits decreased $484 million or 6 percent to $8.0 billion. See Management's Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital for further discussion of changes.

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Financial Condition

Securities

We maintain a securities portfolio to enhance profitability, manage interest rate risk, provide liquidity and comply with regulatory requirements. Securities are classified as trading, held for investment, or available for sale. See Note 2 to the Consolidated Financial Statements for the composition of the securities portfolio as of September 30, 2022 and December 31, 2021.

We hold an inventory of trading securities in support of sales to a variety of customers, including banks, corporations, insurance companies, money managers and others. Trading securities decreased $665 million to $2.2 billion during the third quarter of 2022 in response to lower origination volumes in the residential mortgage industry driven by increases in interest rates. As discussed in the Market Risk section of this report, trading activities involve risk of loss from adverse price movement. We mitigate this risk within board-approved limits through the use of derivative contracts, short-sales and other techniques.

At September 30, 2022, the carrying value of investment (held-to-maturity) securities was $2.6 billion, including a $612 thousand allowance for expected credit losses compared to $2.6 billion at June 30, 2022 with a $717 thousand allowance for expected credit losses. The fair value of investment securities was $2.4 billion at September 30, 2022 and $2.6 billion at June 30, 2022. Investment securities consist primarily of residential mortgage-backed securities issued by U.S. government agencies, intermediate and long-term, fixed rate Oklahoma and Texas municipal bonds, and taxable Texas school construction bonds. During the second quarter of 2022, the Company transferred certain U.S. government agency mortgage-backed securities from the available for sale portfolio to the investment securities portfolio to limit the effect of future rate increases on the tangible common equity ratio. No gains or losses were recognized in the Consolidated Statements of Earnings at the time of the transfer. At the time of transfer, the fair value totaled $2.4 billion, amortized cost totaled $2.7 billion and the pretax unrealized loss totaled $268 million. Transfers of debt securities into the investment securities portfolio are made at fair value at the date of transfer. The unrealized holding gain or loss at the date of transfer is retained in Accumulated Other Comprehensive Income and in the carrying value of the investment securities portfolio. Such amounts are amortized over the estimated remaining life of the security as an adjustment to yield, offsetting the related amortization of the premium or accretion of the discount on the transferred securities.

Available for sale securities, which may be sold prior to maturity, are carried at fair value. Unrealized gains or losses, net of deferred taxes, are recorded as accumulated other comprehensive income in shareholders’ equity. The amortized cost of available for sale securities totaled $11.0 billion at September 30, 2022, a $301 million increase compared to June 30, 2022. At September 30, 2022, the available for sale securities portfolio consisted primarily of U.S. government agency residential mortgage-backed securities and U.S. government agency commercial mortgage-backed securities. Both residential and commercial mortgage-backed securities have credit risk from delinquency or default of the underlying loans. We mitigate this risk by primarily investing in securities issued by U.S. government agencies. Principal and interest payments on the underlying loans are fully guaranteed. Commercial mortgage-backed securities have prepayment penalties similar to commercial loans.

A primary risk of holding residential mortgage-backed securities comes from extension during periods of rising interest rates or prepayment during periods of falling interest rates. We evaluate this risk through extensive modeling of risk both before making an investment and throughout the life of the security. Our best estimate of the duration of the combined residential mortgage-backed securities portfolio held in investment and available for sale securities at September 30, 2022 is 3.4 years. Management estimates the duration extends to 3.7 years assuming an immediate 200 basis point upward shock. The estimated duration contracts to 3.2 years assuming a 100 basis point decline in the current low-rate environment. Management also regularly monitors the impact of interest rate risk on the available for sale securities portfolio on our tangible equity ratio under various shock scenarios. Throughout the third quarter of 2022, this exposure was reported and monitored by management, and the portfolio's actual performance remained within expectations.

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Bank-Owned Life Insurance

We have approximately $408 million of bank-owned life insurance at September 30, 2022. This investment is expected to provide a long-term source of earnings to support existing employee benefit programs. Approximately $313 million is held in separate accounts and $95 million represents the cash surrender value of policies held in general accounts and other amounts due from various insurance companies. Our separate account holdings are invested in diversified portfolios of investment-grade fixed income securities and cash equivalents, including U.S. Treasury and Agency securities, residential mortgage-backed securities, corporate debt, asset-backed and commercial mortgage-backed securities. The portfolios are managed by unaffiliated professional managers within parameters established in the portfolio’s investment guidelines. The cash surrender value of certain life insurance policies is further supported by a stable value wrap, which protects against changes in the fair value of the investments. As of September 30, 2022, the fair value of investments held in separate accounts covered by the stable value wrap was approximately $277 million. Since the underlying fair value of the investments held in separate accounts at September 30, 2022 was below the net book value of the investments, $34 million of cash surrender value was supported by the stable value wrap. The remaining $2 million of fair value held in separate accounts is not supported by the stable value wrap. During the third quarter of 2022, the fair value of this portfolio declined, driven by continued increases in interest rates, and exceeded the maximum support from the stable value wrap. A $4.5 million write-down was recognized. Future rate increases may cause additional write-downs in the short-term. Write-downs driven by market interest rate increases are expected to benefit portfolio returns over the life of the program. The stable value wrap is provided by a domestic financial institution. 

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Loans

The aggregate loan portfolio before allowance for loan losses totaled $21.8 billion at September 30, 2022, a $499 million increase over June 30, 2022. Core loans, which exclude paycheck protection program loans, grew by $522 million, primarily due to growth in commercial real estate loans and loans to individuals. Unfunded loan commitments also grew by $1.1 billion during the third quarter.

Table 12 -- Loans

(In thousands)

						Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Commercial:
Healthcare						$	3,826,623					$	3,696,963					$	3,441,732					$	3,414,940					$	3,347,641
Energy						3,371,588						3,393,072						3,197,667						3,006,884						2,814,059
Services						3,280,925						3,421,493						3,351,495						3,367,193						3,323,422
General business						3,128,550						3,067,169						2,892,295						2,717,448						2,690,018
Total commercial						13,607,686						13,578,697						12,883,189						12,506,465						12,175,140
Commercial real estate:
Multifamily						1,126,700						878,565						867,288						786,404						875,586
Industrial						1,103,905						953,626						911,928						766,125						890,316
Office						1,086,615						1,100,115						1,097,516						1,040,963						1,030,755
Retail						635,021						637,304						667,561						679,917						766,402
Residential construction and land development						91,690						111,575						120,506						120,016						118,416
Other commercial real estate						429,980						424,963						436,157						437,900						435,417
Total commercial real estate						4,473,911						4,106,148						4,100,956						3,831,325						4,116,892
Paycheck protection program						20,233						43,140						137,365						276,341						536,052
Loans to individuals:
Residential mortgage						1,851,836						1,784,729						1,723,506						1,722,170						1,747,243
Residential mortgage guaranteed by U.S. government agencies						262,466						293,838						322,581						354,173						376,986
Personal						1,574,325						1,484,596						1,506,832						1,515,206						1,395,623
Total loans to individuals						3,688,627						3,563,163						3,552,919						3,591,549						3,519,852
Total						$	21,790,457					$	21,291,148					$	20,674,429					$	20,205,680					$	20,347,936

Commercial

Commercial loans represent loans for working capital, facilities acquisition or expansion, purchases of equipment and other needs of commercial customers primarily located within our geographical footprint. These loans are underwritten individually and represent ongoing relationships based on a thorough knowledge of the customer, the customer’s industry and market. While commercial loans are generally secured by the customer’s assets including real property, inventory, accounts receivable, operating equipment, interests in mineral rights and other property and may also include personal guarantees of the owners and related parties, the primary source of repayment of the loans is the ongoing cash flow from operations of the customer’s business. In addition, revolving lines of credit are generally governed by a borrowing base. Inherent lending risks are centrally monitored on a continuous basis from underwriting throughout the life of the loan for compliance with commercial lending policies.

Commercial loans totaled $13.6 billion or 62 percent of the loan portfolio at September 30, 2022, largely unchanged compared to June 30, 2022. Growth in healthcare and general business loans were offset by a decrease in services and energy loan balances.

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Approximately 74 percent of loans in this segment are located within our geographic footprint based on collateral location. Loans for which the collateral location is less relevant, such as unsecured loans and reserve-based energy loans are categorized by the borrower's primary operating location. The largest concentration of loans in this segment outside of our footprint is California, totaling 5 percent of the segment.

Supporting the energy industry with loans to producers and other energy-related entities has been a hallmark of the Company since its founding and represents a large portion of our commercial loan portfolio. In addition, energy production and related industries have a significant impact on the economy in our primary markets. Loans collateralized by oil and gas properties are subject to a semi-annual engineering review by our internal staff of petroleum engineers. This review is used as the basis for developing the expected cash flows supporting the loan amount. The projected cash flows are discounted according to risk characteristics of the underlying oil and gas properties. Loans are evaluated to demonstrate with reasonable certainty that crude oil, natural gas and natural gas liquids can be recovered from known oil and gas reservoirs under existing economic and operating conditions at current pricing levels and with existing conventional equipment and operating methods and costs. As part of our evaluation of credit quality, we analyze rigorous stress tests over a range of commodity prices and take proactive steps to mitigate risk when appropriate.

Outstanding energy loans totaled $3.4 billion or 15 percent of total loans at September 30, 2022, a $21 million decrease compared to June 30, 2022. Approximately $2.7 billion of energy loans were to oil and gas producers, a $48 million increase over June 30, 2022. The majority of this portfolio is first lien, senior secured, reserve-based lending, which we believe is the lowest risk form of energy lending. Approximately 72 percent of the committed production loans are secured by properties primarily producing oil, and 28 percent of the committed production loans are secured by properties primarily producing natural gas.

Loans to midstream oil and gas companies totaled $549 million at September 30, 2022, a $90 million decrease compared to June 30, 2022. Loans to borrowers that provide services to the energy industry totaled $139 million at September 30, 2022, an increase of $4.2 million. Loans to other energy borrowers, including those engaged in wholesale or retail energy sales, totaled $25 million, a $17 million increase over the prior quarter.

Unfunded energy loan commitments were $3.5 billion at September 30, 2022, growing $107 million over June 30, 2022.

The healthcare sector of the loan portfolio totaled $3.8 billion or 18 percent of total loans. Healthcare loans increased $130 million over June 30, 2022, primarily due to growth in loans to senior housing facilities and hospital systems. This was partially offset by a decrease in balances to other medical practices compared to the prior quarter. Healthcare sector loans consist primarily of loans for the development and operation of senior housing and care facilities including independent living, assisted living and skilled nursing. Generally we loan to borrowers with a portfolio of multiple facilities that serves to help diversify risks specific to a single facility.

The services sector of the loan portfolio totaled $3.3 billion or 15 percent of total loans, a $141 million decrease compared to the prior quarter. Service sector loans consist of a large number of loans to a variety of businesses including Native American tribal and state and local governments, Native American tribal casino operations, foundations and not-for-profit organizations, educational services and specialty trade contractors. Approximately $1.6 billion of the services category is made up of loans with individual balances of less than $10 million. Services sector loans are generally secured by the assets of the borrower with repayment coming from the cash flows of ongoing operations of the customer’s business. 

General business loans totaled $3.1 billion or 14 percent of total loans, an increase of $61 million over the prior quarter. General business loans consist of $1.8 billion of wholesale/retail loans and $1.3 billion of loans from other commercial industries.

We participate in shared national credits when appropriate to obtain or maintain business relationships with local customers. Shared national credits are defined by banking regulators as credits of $100 million or more and with three or more non-affiliated banks as participants. At September 30, 2022, the outstanding principal balance of these loans totaled $5.0 billion, including $2.3 billion of energy loans. Substantially all of these loans are to borrowers with local market relationships. We serve as the agent lender in approximately 22 percent of our shared national credits, based on dollars committed. We hold shared national credits to the same standard of analysis and perform the same level of review as internally originated credits. Our lending policies generally avoid loans in which we do not have the opportunity to maintain or achieve other business relationships with the customer. In addition to management’s quarterly assessment of credit risk, banking regulators annually review a sample of shared national credits for proper risk grading.

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Commercial Real Estate

Commercial real estate represents loans for the construction of buildings or other improvements to real estate and property held by borrowers for investment purposes generally within our geographical footprint. We require collateral values in excess of the loan amounts, demonstrated cash flows in excess of expected debt service requirements, equity investment in the project and a portion of the project already sold, leased or permanent financing already secured. The expected cash flows from all significant new or renewed income producing property commitments are stress tested to reflect the risks in varying interest rates, vacancy rates and rental rates. As with commercial loans, inherent lending risks are centrally monitored on a continuous basis from underwriting throughout the life of the loan for compliance with applicable lending policies.

The outstanding balance of commercial real estate loans grew by $368 million over June 30, 2022 to $4.5 billion or 21 percent of total loans at September 30, 2022. Multifamily residential loans increased $248 million to $1.1 billion at September 30, 2022. Loans secured by industrial facilities grew by $150 million to $1.1 billion. This growth was partially offset by a $20 million decrease in residential construction and land development loans and a $14 million decrease in loans secured by office buildings.

Approximately 69 percent of loans in this segment are in our geographic footprint based on collateral location. The largest concentration of loans in this segment outside our footprint is Utah, totaling 10 percent of the segment. All other states represent less than 5 percent individually.

Paycheck Protection Program

We actively participated in programs initiated by the Coronavirus Aid, Relief and Economic Security Act ("CARES Act"), including the Small Business Administration's ("SBA") Paycheck Protection Program ("PPP") that began on April 3, 2020. PPP provided fully forgivable loans when utilized for qualified expenditures, including to help small businesses maintain payrolls during the COVID-19 pandemic. The remaining loans in this portfolio generally have a contractual term of five years, though most are expected to be forgiven prior to maturity after completion of a compliance period. Loans are guaranteed and amounts forgiven will be reimbursed to the Company by the SBA. The loans carry a fixed interest rate of 1 percent. Interest plus loan fees, which vary depending on loan size, are accrued over the contractual life of the loan. Remaining unaccreted origination fees were not significant at September 30, 2022.

Loans to Individuals

Loans to individuals include residential mortgage and personal loans. Residential mortgage loans provide funds for our customers to purchase or refinance their primary residence or to borrow against the equity in their home. These loans are secured by a first or second mortgage on the customer's primary residence. Personal loans consist primarily of loans to Wealth Management clients secured by the cash surrender value of insurance policies and marketable securities. Personal loans also include direct loans secured by and for the purchase of automobiles, recreational and marine equipment as well as unsecured loans. These loans are made in accordance with underwriting policies we believe to be conservative and are fully documented. Loans may be individually underwritten or credit scored based on size and other criteria. Credit scoring is assessed based on significant credit characteristics including credit history, residential and employment stability.

In general, we sell the majority of our conforming fixed-rate loan originations in the secondary market and retain the majority of our non-conforming and adjustable-rate mortgage loans. Our mortgage loan portfolio does not include payment option adjustable-rate mortgage loans or adjustable-rate mortgage loans with initial rates that are below market. Home equity loans are primarily first-lien and fully amortizing.

Residential mortgage loans guaranteed by U.S. government agencies have limited credit exposure because of the agency guarantee. This amount includes residential mortgage loans previously sold into GNMA mortgage pools that the Company may repurchase when certain defined delinquency criteria are met. Because of this repurchase right, the Company is deemed to have regained effective control over these loans and must include them on the Consolidated Balance Sheet.

Approximately 91 percent of the loans in this segment are secured by collateral located within our geographical footprint. Loans for which the collateral location is less relevant, such as unsecured loans are categorized by the borrower’s primary location.

The Company secondarily evaluates loan portfolio performance based on the primary geographical market managing the loan. Loans attributed to a geographical market may not represent the location of the borrower or the collateral. All permanent mortgage loans serviced by our mortgage banking unit and held for investment by the Company are centrally managed by the Oklahoma market.

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Table 13-- Loans Managed by Primary Geographical Market

(In thousands)

						Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Texas:
Commercial						$	6,632,610					$	6,631,658					$	6,254,883					$	6,068,700					$	5,815,562
Commercial real estate						1,448,590						1,339,452						1,345,105						1,253,439						1,383,871
Paycheck protection program						12,280						14,040						31,242						81,654						115,623
Loans to individuals						970,459						934,856						957,320						942,982						901,121
Total Texas						9,063,939						8,920,006						8,588,550						8,346,775						8,216,177
Oklahoma:
Commercial						3,104,037						3,125,764						2,883,663						2,633,014						2,590,887
Commercial real estate						608,856						576,458						552,310						546,021						552,184
Paycheck protection program						4,571						13,329						52,867						69,817						192,474
Loans to individuals						2,054,362						1,982,247						1,977,886						2,024,404						2,014,099
Total Oklahoma						5,771,826						5,697,798						5,466,726						5,273,256						5,349,644
Colorado:
Commercial						2,115,883						2,074,455						1,977,773						1,936,149						1,874,613
Commercial real estate						565,057						473,231						480,740						470,937						526,653
Paycheck protection program						1,298						8,233						28,584						82,781						140,470
Loans to individuals						237,981						234,105						236,125						256,533						249,298
Total Colorado						2,920,219						2,790,024						2,723,222						2,746,400						2,791,034
Arizona:
Commercial						1,101,917						1,080,228						1,074,551						1,130,798						1,194,801
Commercial real estate						850,319						766,767						719,970						674,309						734,174
Paycheck protection program						1,083						5,173						11,644						21,594						42,815
Loans to individuals						225,981						212,870						190,746						186,528						182,506
Total Arizona						2,179,300						2,065,038						1,996,911						2,013,229						2,154,296
Kansas/Missouri:
Commercial						307,446						338,337						334,371						338,697						336,414
Commercial real estate						466,955						458,157						436,740						382,761						408,001
Paycheck protection program						10						573						2,595						4,718						6,920
Loans to individuals						125,039						125,584						121,247						110,889						100,920
Total Kansas/Missouri						899,450						922,651						894,953						837,065						852,255
New Mexico:
Commercial						257,763						252,033						262,533						306,964						287,695
Commercial real estate						426,367						431,606						504,632						442,128						437,302
Paycheck protection program						991						1,792						9,713						13,510						31,444
Loans to individuals						68,095						67,026						63,299						63,930						66,651
Total New Mexico						753,216						752,457						840,177						826,532						823,092
Arkansas:
Commercial						88,030						76,222						95,415						92,143						75,168
Commercial real estate						107,767						60,477						61,459						61,730						74,707
Paycheck protection program						—						—						720						2,267						6,306
Loans to individuals						6,710						6,475						6,296						6,283						5,257
Total Arkansas						202,507						143,174						163,890						162,423						161,438
Total BOK Financial loans						$	21,790,457					$	21,291,148					$	20,674,429					$	20,205,680					$	20,347,936

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Off-Balance Sheet Commitments

We enter into certain off-balance sheet arrangements in the normal course of business as shown in Table 14. Loan commitments may be unconditional obligations to provide financing or conditional obligations that depend on the borrower’s financial condition, collateral value or other factors. Standby letters of credit are unconditional commitments to guarantee the performance of our customer to a third party. Since some of these commitments are expected to expire before being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.

We have off-balance sheet commitments related to certain residential mortgage loans sold into mortgage-backed securities as part of our mortgage banking activities. We retain off-balance sheet credit risk related to losses in excess of amounts guaranteed by the U.S. Department of Veterans Affairs ("VA").

We also have off-balance sheet credit risk related to certain residential mortgage loans primarily originated under community development loan programs that were sold to a U.S. government agency with full recourse prior to 2007. We are obligated to repurchase these loans for the life of these loans in the event of foreclosure for the unpaid principal and interest at the time of foreclosure. The majority of our conforming fixed rate loan originations are sold in the secondary market, and we only retain repurchase obligations under standard underwriting representations and warranties.

Table 14 – Off-Balance Sheet Credit Commitments

(In thousands)

						Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Loan commitments						$	14,585,566					$	13,470,286					$	12,490,832					$	12,471,482					$	12,044,695
Standby letters of credit						725,302						700,929						654,185						699,743						638,067
Unpaid principal balance of residential mortgage loans sold with recourse						46,199						48,775						51,459						54,226						57,988
Unpaid principal balance of residential mortgage loans transferred into mortgage-backed securities guaranteed by U.S. Dept. of Veterans Affairs						1,021,504						1,038,317						1,062,197						1,095,877						1,150,124

Customer Derivative Programs

 

We offer programs that permit our customers to hedge various risks, including fluctuations in energy, cattle and other agricultural product prices, interest rates and foreign exchange rates. Each of these programs work essentially the same way. Derivative contracts are executed between the customers and the Company. Offsetting contracts are executed between the Company and selected counterparties to minimize market risk due to changes in commodity prices, interest rates or foreign exchange rates. The counterparty contracts are identical to the customer contracts except for a fixed pricing spread or a fee paid to us as compensation for administrative costs, credit risk and profit.

The customer derivative programs create credit risk for potential amounts due to the Company from our customers and from the counterparties. Customer credit risk is monitored through existing credit policies and procedures. The effects of changes in commodity prices, interest rates or foreign exchange rates are evaluated across a range of possible scenarios to determine the maximum exposure we are willing to have individually to any customer. Customers may also be required to provide cash margin or other collateral in conjunction with our credit agreements to further limit our credit risk.

Counterparty credit risk is evaluated through existing policies and procedures. This evaluation considers the total relationship between BOK Financial and each of the counterparties. Individual limits are established by management, approved by Credit Administration and reviewed by the Asset/Liability Committee. Margin collateral is required if the exposure between the Company and any counterparty exceeds established limits. Based on declines in the counterparties’ credit ratings, these limits may be reduced and additional margin collateral may be required.

A deterioration of the credit standing of one or more of the customers or counterparties to these contracts may result in BOK Financial recognizing a loss as the fair value of the affected contracts may no longer move in tandem with the offsetting contracts. This occurs if the credit standing of the customer or counterparty deteriorates such that either the fair value of underlying collateral no longer supports the contract or the customer or the counterparty’s ability to provide margin collateral becomes impaired. Credit losses on customer derivatives reduce brokerage and trading revenue in the Consolidated Statements of Earnings.

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Derivative contracts are carried at fair value. At September 30, 2022, the net fair values of derivative contracts, before consideration of cash margin, reported as assets under these programs totaled $1.5 billion compared to $2.0 billion at June 30, 2022. At September 30, 2022, the net fair value of our derivative contracts included $1.1 billion for energy contracts, $237 million for foreign exchange contracts and $170 million for interest rate swaps. The aggregate net fair value of derivative contracts, before consideration of cash margin, held under these programs reported as liabilities totaled $1.5 billion at September 30, 2022 and $2.0 billion at June 30, 2022.

At September 30, 2022, total derivative assets were reduced by $148 million of cash collateral received from counterparties and total derivative liabilities were reduced by $1.0 billion of cash collateral paid to counterparties related to instruments executed with the same counterparty under a master netting agreement. Derivative contracts executed with customers may be secured by non-cash collateral in conjunction with a credit agreement with that customer, such as proven producing oil and gas properties. Access to this collateral in event of default is reasonably assured.

A table showing the notional and fair value of derivative assets and liabilities on both a gross and net basis is presented in Note 3 to the Consolidated Financial Statements.

The fair value of derivative contracts reported as assets under these programs, net of cash margin held by the Company, by category of debtor at September 30, 2022 follows in Table 15.

Table 15 -- Fair Value of Derivative Contracts

(In thousands)

Customers						$	1,056,141
Banks and other financial institutions						163,538
Exchanges and clearing organizations						100,816
Fair value of customer risk management program asset derivative contracts, net						$	1,320,495

 

At September 30, 2022, our largest derivative exposure was to an exchange for $83 million of net derivative positions and $56 million of cash margin placed.

Our customer derivative program also introduces liquidity and capital risk. We are required to provide cash margin to certain counterparties when the net negative fair value of the contracts exceeds established limits. Also, changes in commodity prices affect the amount of regulatory capital we are required to hold as support for the fair value of our derivative assets. These risks are modeled as part of the management of these programs. Based on current prices, a decrease in market prices down to an equivalent of $64.86 per barrel of oil would decrease the fair value of derivative assets by $499 million, with lending customers comprising the bulk of the assets. An increase in prices up to an equivalent of $94.12 per barrel of oil would increase the fair value of derivative assets by $613 million as asset values rise faster than margin paid. Liquidity requirements of this program may also be affected by our credit rating. At September 30, 2022, a decrease in our credit rating to below investment grade would increase our obligation to post cash margin on existing contracts by approximately $10 million. The fair value of our to-be-announced residential mortgage-backed securities and interest rate swap derivative contracts is affected by changes in interest rates. Based on our assessment as of September 30, 2022, changes in interest rates would not materially impact regulatory capital or liquidity needed to support this portion of our customer derivative program.

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Summary of Credit Loss Experience

Table 16 -- Summary of Credit Loss Experience

(In thousands)

			Three Months Ended
			Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Allowance for loan losses:
Beginning balance			$	241,114					$	246,473					256,421						276,680						311,890
Loans charged off			(1,766)						(1,368)						(7,805)						(6,558)						(9,584)
Recoveries of loans previously charged off			1,309						2,167						1,824						7,272						1,769
Net loans recovered (charged off)			(457)						799						(5,981)						714						(7,815)
Provision for credit losses			1,111						(6,158)						(3,967)						(20,973)						(27,395)
Ending balance			$	241,768					$	241,114					$	246,473					$	256,421					$	276,680
Accrual for off-balance sheet credit risk from unfunded loan commitments:
Beginning balance			$	42,250					$	36,245					32,977						29,239						24,287
Provision for credit losses			14,060						6,005						3,268						3,738						4,952
Ending balance			$	56,310					$	42,250					$	36,245					$	32,977					$	29,239
Accrual for off-balance sheet credit risk associated with mortgage banking activities:
Beginning balance			$	4,003					$	3,997					3,382						3,264						3,828
Loans charged off			(52)						(63)						(6)						(32)						(30)
Provision for credit losses			(66)						69						621						150						(534)
Ending balance			$	3,885					$	4,003					$	3,997					$	3,382					$	3,264
Allowance for credit losses related to held-to-maturity (investment) securities:
Beginning balance			$	717					$	633					$	555					$	470					$	493
Provision for credit losses			(105)						84						78						85						(23)
Ending balance			$	612					$	717					$	633					$	555					$	470
Total provision for credit losses			$	15,000					$	—					$	—					$	(17,000)					$	(23,000)
Average loans by portfolio segment :
Commercial			$	13,481,961					$	13,382,176					$	12,677,706					$	12,401,935					$	12,231,230
Commercial real estate			4,434,650						4,061,129						4,059,148						3,838,336						4,218,190
Paycheck protection program			26,364						90,312						210,110						404,261						792,728
Loans to individuals			3,656,257						3,524,097						3,516,698						3,598,121						3,606,460
Net charge-offs (annualized) to average loans			0.01		%				(0.02)		%				0.12		%				(0.01)		%				0.15		%
Net charge-offs (annualized) to average loans by portfolio segment:
Commercial			(0.02)		%				(0.05)		%				0.17		%				(0.03)		%				0.20		%
Commercial real estate			—		%				0.01		%				—		%				(0.06)		%				0.11		%
Paycheck protection program			—		%				—		%				—		%				—		%				—		%
Loans to individuals			0.12		%				0.08		%				0.05		%				0.08		%				0.05		%
Recoveries to gross charge-offs			74.12		%				158.41		%				23.37		%				110.89		%				18.46		%
Provision for loan losses (annualized) to average loans			0.02		%				(0.12)		%				(0.08)		%				(0.41)		%				(0.53)		%
Allowance for loan losses to loans outstanding at period-end			1.11		%				1.13		%				1.19		%				1.27		%				1.36		%
Accrual for unfunded loan commitments to loan commitments			0.39		%				0.31		%				0.29		%				0.26		%				0.24		%
Combined allowance for loan losses and accrual for off-balance sheet credit risk from unfunded loan commitments to loans outstanding at period-end			1.37		%				1.33		%				1.37		%				1.43		%				1.50		%

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Allowance for Loan Losses and Accrual for Off-Balance Sheet Credit Risk from Unfunded Loan Commitments

Expected credit losses on assets carried at amortized cost are recognized over their expected lives based on models that measure the probability of default and loss given default over a 12-month reasonable and supportable forecast period. Models incorporate base case, downside and upside macroeconomic variables such as real gross domestic product ("GDP") growth, civilian unemployment rate and West Texas Intermediate ("WTI") oil prices on a probability weighted basis. See Note 4 to the consolidated financial statements for additional discussion of methodology of allowance for loan losses.

A $15.0 million provision for credit losses was necessary for the third quarter of 2022, primarily related to strong loan growth in loans and unfunded commitments during the quarter. The level of uncertainty in the current economic outlook increased, resulting in an increase in the probability weighting of the downside scenario. In addition, the key economic factors were slightly less favorable to economic growth across all scenarios. These changes were offset by a decrease in expected losses on commercial real estate, energy, healthcare and services loans. Credit quality metrics also continued to improve. Non-pass grade loans, including loans especially mentioned, accruing substandard and nonaccruing loans decreased $33 million compared to June 30, 2022. Non-pass grade energy, services and general business loans were partially offset by increased non-pass grade healthcare and commercial real estate loans. A summary of outstanding loan balances by risk grade is included in Note 4 to the Consolidated Financial Statements.

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A summary of macroeconomic variables considered in developing our estimate of expected credit losses at September 30, 2022 follows:

			Base			Downside			Upside
Scenario probability weighting			50%			40%			10%
Economic outlook			The Russia-Ukraine conflict remains isolated and conditions improve by the fourth quarter of 2022. The federal funds rate is increased at Federal Reserve Open Market ("FOMC") meetings through December 2022, which results in a target range of 4.00 percent to 4.25 percent. Inflation peaks in the third quarter of 2022 and begins to slowly normalize thereafter. There are no additional rate increases in 2023. Labor force participants continue to re-enter the job market to meet the record number of job openings. Inflation pressures cause modest declines in real household income compared to pre-pandemic levels resulting in below-trend GDP growth.			The Russia-Ukraine conflict remains isolated, but persists through third quarter of 2023. Higher levels of inflation force the Federal Reserve to adopt a more aggressive monetary policy to combat the inflationary environment. This results in a target range of 4.75 percent to 5.00 percent by September 2023. Inflation peaks in the fourth quarter of 2022 and remains elevated through the third quarter of 2023. This pushes the United States into a recession, with a contraction in economic activity and a sharp increase in the unemployment rate.			The Russia-Ukraine conflict remains isolated and conditions improve in the third quarter 2022. The federal funds rate is increased at FOMC meetings through December 2022, which results in a target range of 3.50 percent to 3.75 percent. Inflation peaks in the third quarter of 2022 and begins to normalize thereafter. There are no additional rate increases in 2023. Labor force participants continue to re-enter the job market to meet the record number of job openings. The increase in employment helps maintain household income above its pre-pandemic trend. This coupled with the drawdown in savings, supports consumer spending and produces GDP growth consistent with pre-pandemic levels.
Macro-economic factors			–GDP is forecasted to grow by 1.4 percent over the next 12 months. –Civilian unemployment rate of 3.9 percent in the fourth quarter of 2022 increases to 4.1 percent by the third quarter of 2023. –WTI oil prices are projected to generally follow the NYMEX forward curve that existed at the end of September 2022 and are expected to average $81.86 per barrel over the next 12 months.			–GDP is forecasted to contract 1.3 percent over the next twelve months. –Civilian unemployment rate of 4.5 percent in the fourth quarter of 2022 increases to 6.4 percent in the third quarter of 2023. –WTI oil prices are projected to average $72.58 over the next 12 months, with a peak of $92.87 in the fourth quarter of 2022 and falling 39% over the following three quarters.			–GDP is forecasted to grow by 1.8 percent over the next 12 months. –Civilian unemployment rate of 3.7 percent in the third quarter of 2022 increases to 3.8 percent by the third quarter of 2023. –WTI oil prices are projected to average $80.04 per barrel over the next 12 months.

The sensitivity to management's economic scenario weighting may be quantified by comparing the results of weighting each

economic scenario at 100%. For example, compared to a 100% Base Case scenario, a 100% Downside case would result in an

additional $135 million in quantitative reserve at September 30, 2022. Such sensitivity calculations do not necessarily reflect the nature and extent of future changes in the related allowance.

At September 30, 2022, the allowance for loan losses totaled $242 million or 1.11 percent of outstanding loans. Excluding residential mortgage loans guaranteed by U.S. government agencies, the allowance for loan losses was 212 percent of nonaccruing loans. The combined allowance for loan losses and accrual for off-balance sheet credit risk from unfunded loan commitments was $298 million or 1.37 percent of outstanding loans and 262 percent of nonaccruing loans at September 30, 2022.

No provision for credit losses was necessary for the second quarter of 2022. At June 30, 2022, the allowance for loan losses was $241 million or 1.13 percent of outstanding loans. Excluding residential mortgage loans guaranteed by U.S. government agencies, the allowance for loan losses was 251 percent of nonaccruing loans. The combined allowance for loan losses and accrual for off-balance sheet credit risk from unfunded loan commitments was $283 million or 1.33 percent of outstanding loans and 295 percent of nonaccruing loans.

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Net Loans Charged Off

Net recoveries of commercial loans were $646 thousand in the third quarter of 2022. Net commercial real estate loan recoveries were $7 thousand and net charge-offs of loans to individuals were $1.1 million. Net charge-offs of loans to individuals include deposit account overdraft losses.

Accrual for Off-Balance Sheet Credit Risk Associated with Mortgage Banking Activities

The accrual for off-balance sheet credit risk associated with mortgage banking activities includes consideration of credit risk related to certain residential mortgage loans sold into mortgage-backed securities in excess of amounts guaranteed by the U.S. Department of Veteran's Affairs ("VA") and mortgage loans originated under community development loan programs that were sold to a U.S. government agency with full recourse.

We use publicly available long-term national data to estimate total loss given default for our off-balance sheet credit risk related to losses in excess of amounts guaranteed by the VA. This result is combined with probability of default output from our mortgage servicing rights model to estimate total expected loss. Then, we estimate the VA's guarantee percentage to determine our portion of the credit risk. Qualitative adjustment may be used, if necessary.

Allowance for Credit Losses Related to Held-to-Maturity (Investment) Securities

The expected credit losses principles apply to all financial assets measured at cost, including our held-to-maturity (investment) debt securities portfolio. Our investment portfolio includes municipal and other tax-exempt securities and other debt securities. Expected credit losses for these assets is based on probability of default and loss given default assumptions that align with similarly graded loans. Qualitative adjustment may be used, if necessary.

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Nonperforming Assets

As more fully described in Note 4 to the Consolidated Financial Statements, loans are generally classified as nonaccruing when it becomes probable that we will not collect the full contractual principal and interest. Accruing renegotiated loans guaranteed by U.S. government agencies represent residential mortgage loans that have been modified in troubled debt restructurings. Interest continues to accrue based on the modified terms of the loan and loans may be sold once they become eligible according to U.S. government agency guidelines. Real estate and other repossessed assets are assets acquired in partial or total forgiveness of loans. The assets are carried at the lower of cost as determined by fair value at the date of foreclosure or current fair value, less estimated selling costs. A summary of nonperforming assets follows in Table 17:

Table 17 -- Nonperforming Assets

(In thousands)

						Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Nonaccruing loans:
Commercial:
Healthcare						$	41,438					$	14,886					$	15,076					$	15,762					$	509
Services						27,315						15,259						16,535						17,170						25,714
Energy						4,164						20,924						24,976						31,091						45,500
General business						2,753						3,539						3,750						10,081						8,951
Total commercial						75,670						54,608						60,337						74,104						80,674
Commercial real estate						7,971						10,939						15,989						14,262						21,223
Loans to individuals:
Residential mortgage						30,066						30,460						30,757						31,574						30,674
Residential mortgage guaranteed by U.S. government agencies						16,957						18,000						16,992						13,861						9,188
Personal						136						132						171						258						188
Total loans to individuals						47,159						48,592						47,920						45,693						40,050
Total nonaccruing loans						130,800						114,139						124,246						134,059						141,947
Accruing renegotiated loans guaranteed by U.S. government agencies						176,022						196,420						204,121						210,618						178,554
Real estate and other repossessed assets						29,676						22,221						24,492						24,589						28,770
Total nonperforming assets						$	336,498					$	332,780					$	352,859					$	369,266					$	349,271
Total nonperforming assets excluding those guaranteed by U.S. government agencies						$	143,519					$	118,360					$	131,746					$	144,787					$	161,529
Allowance for loan losses to nonaccruing loans1						212.37		%				250.80		%				229.80		%				213.33		%				208.41		%
Combined allowance for loan losses and accrual for off-balance sheet credit risk from unfunded loan commitments to nonaccruing loans1						261.83		%				294.74		%				263.60		%				240.77		%				230.43		%
Nonperforming assets to outstanding loans and repossessed assets						1.54		%				1.56		%				1.70		%				1.83		%				1.71		%
Nonperforming assets to outstanding loans and repossessed assets1						0.67		%				0.56		%				0.65		%				0.73		%				0.81		%
Nonaccruing loans to outstanding loans						0.60		%				0.54		%				0.60		%				0.66		%				0.70		%
Nonaccruing commercial loans to outstanding commercial loans						0.56		%				0.40		%				0.47		%				0.59		%				0.66		%
Nonaccruing commercial real estate loans to outstanding commercial real estate loans						0.18		%				0.27		%				0.39		%				0.37		%				0.52		%
Nonaccruing loans to individuals to outstanding loans to individuals1						0.88		%				0.94		%				0.96		%				0.98		%				0.98		%

1     Excludes residential mortgages guaranteed by U.S. government agencies.

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Excluding assets guaranteed by U.S. government agencies, nonperforming assets increased $25 million from June 30, 2022, primarily due to a $27 million increase in nonaccruing healthcare and $12 million increase in nonaccruing services loans, partially offset by a $17 million decrease in nonaccruing energy loans. Newly identified nonaccruing loans totaled $54 million, offset by $24 million of payments, $8.2 million in foreclosures and $1.8 million of charge-offs. The Company generally retains nonperforming assets to maximize potential recovery, which may cause future nonperforming assets to decrease more slowly.

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A rollforward of nonperforming assets for the three and nine months ended September 30, 2022 follows in Table 18.

Table 18 -- Rollforward of Nonperforming Assets

(In thousands)

						Three Months Ended
						September 30, 2022
						Nonaccruing Loans																								Renegotiated Loans						Real Estate and Other Repossessed Assets						Total Nonperforming Assets
						Commercial						Commercial Real Estate						Loan to Individuals						Total
Balance, June 30, 2022						$	54,608					$	10,939					$	48,592					$	114,139					$	196,420					$	22,221					$	332,780
Additions						49,861						—						3,970						53,831						5,852						—						59,683
Payments						(20,961)						(205)						(2,961)						(24,127)						(1,427)						—						(25,554)
Charge-offs						(75)						—						(1,691)						(1,766)						—						—						(1,766)
Net losses and write-downs						—						—						—						—						—						(106)						(106)
Foreclosure of nonperforming loans						(7,960)						—						(274)						(8,234)						—						8,234						—
Foreclosure of loans guaranteed by U.S. government agencies						—						—						(1,194)						(1,194)						(967)						—						(2,161)
Proceeds from sales						—						—						—						—						(23,464)						(673)						(24,137)
Net transfers to nonaccruing loans						—						—						716						716						(716)						—						—
Return to accrual status						197						(2,763)						1						(2,565)						—						—						(2,565)
Other, net						—						—						—						—						324						—						324
Balance, September 30, 2022						$	75,670					$	7,971					$	47,159					$	130,800					$	176,022					$	29,676					$	336,498
						Nine Months Ended
						September 30, 2022
						Nonaccruing Loans																								Renegotiated Loans						Real Estate and Other Repossessed Assets						Total Nonperforming Assets
						Commercial						Commercial Real Estate						Loan to Individuals						Total
Balance, Dec. 31, 2021						$	74,104					$	14,262					$	45,693					$	134,059					$	210,618					$	24,589					$	369,266
Additions						51,322						4,457						14,380						70,159						33,586						—						103,745
Payments						(35,831)						(776)						(9,738)						(46,345)						(5,314)						—						(51,659)
Charge-offs						(6,162)						(269)						(4,508)						(10,939)						—						—						(10,939)
Net losses and write-downs						—						—						—						—						—						(2,247)						(2,247)
Foreclosure of nonperforming loans						(7,960)						(3,956)						(398)						(12,314)						—						12,314						—
Foreclosure of loans guaranteed by U.S. government agencies						—						—						(3,182)						(3,182)						(1,889)						—						(5,071)
Proceeds from sales						—						—						—						—						(56,722)						(4,980)						(61,702)
Net transfers to nonaccruing loans						—						—						5,331						5,331						(5,331)						—						—
Return to accrual status						197						(5,747)						(419)						(5,969)						—						—						(5,969)
Other, net						—						—						—						—						1,074						—						1,074
Balance, September 30, 2022						$	75,670					$	7,971					$	47,159					$	130,800					$	176,022					$	29,676					$	336,498

We foreclose on loans guaranteed by U.S. government agencies in accordance with agency guidelines. Generally these loans are not eligible for modification programs or have failed to comply with modified loan terms. Principal is guaranteed by agencies of the U.S. government, subject to limitations and credit risk is limited. At foreclosure, these amounts are transferred to claims receivable accounts. These properties will be conveyed to the agencies once applicable criteria have been met. 

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Real Estate and Other Repossessed Assets

Real estate and other repossessed assets totaled $30 million at September 30, 2022, composed primarily of $22 million of developed commercial real estate. Real estate and other repossessed assets increased $7.5 million compared to June 30, 2022.

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Liquidity and Capital

Based on the average balances for the third quarter of 2022, approximately 82 percent of our funding was provided by deposit accounts, 5 percent from borrowed funds, less than 1 percent from long-term subordinated debt and 11 percent from equity. Our funding sources, which primarily include deposits and borrowings from the Federal Home Loan Banks and other banks, provide adequate liquidity to meet our operating needs.

Subsidiary Bank

Deposits and borrowed funds are the primary sources of liquidity for BOKF, NA, the wholly owned subsidiary bank of BOK Financial. We compete for retail and commercial deposits by offering a broad range of products and services and focusing on customer convenience. Retail deposit growth is supported through personal and small business checking, online bill paying services, mobile banking services, an extensive network of branch locations and ATMs and our ExpressBank call center. Commercial deposit growth is supported by offering treasury management and lockbox services. We also acquire brokered deposits when the cost of funds is advantageous to other funding sources.

Average deposits for the third quarter of 2022 totaled $37.0 billion, a $1.5 billion decrease compared to the second quarter of 2022. Deposit balances continue to decline, consistent with industry trends, as customers redeploy resources following the savings trend during the height of the pandemic. Interest-bearing transaction account balances decreased $1.5 billion. Demand deposits decreased $97 million. Certificate of deposit balances increased $36 million.

Table 19 - Average Deposits by Line of Business

(In thousands)

			Three Months Ended
			Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Commercial Banking			$	17,966,661					$	18,933,766					$	19,595,260					$	19,537,285					$	17,881,673
Consumer Banking			8,812,884						8,876,469						8,746,622						8,682,437						8,516,942
Wealth Management			7,999,074						8,482,785						9,619,323						9,194,019						9,120,446
Subtotal			34,778,619						36,293,020						37,961,205						37,413,741						35,519,061
Funds Management and other			2,271,157						2,301,400						2,401,002						2,388,347						2,315,325
Total			$	37,049,776					$	38,594,420					$	40,362,207					$	39,802,088					$	37,834,386

Average Commercial Banking deposit balances decreased $967 million compared to the second quarter of 2022. Interest-bearing transaction account balances decreased $757 million and time deposits decreased $76 million. Demand deposit balances decreased $133 million. Commercial deposit balances have decreased as short-term rates move higher, enhancing Commercial customers' investment alternatives.

Average Consumer Banking deposit balances decreased $64 million compared to the prior quarter. Demand deposit balances decreased $53 million while time deposits decreased $20 million. Interest-bearing transaction deposit balances increased $6.4 million and savings account balances increased $3.0 million.

Average Wealth Management deposits decreased $484 million compared to the second quarter of 2022. A $677 million decrease in interest-bearing transaction accounts was partially offset by a $128 million increase in time deposit balances and a $70 million increase in demand deposit balances.

Average time deposits for the third quarter of 2022 included $53 million of brokered deposits, a $3.7 million decrease compared to the second quarter of 2022. Average interest-bearing transaction accounts for the third quarter included $1.8 billion of brokered deposits, a $239 million decrease compared to the second quarter of 2022.

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The distribution of our period end deposit account balances among principal markets follows in Table 20.

Table 20 -- Period End Deposits by Principal Market Area

(In thousands)

						Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Oklahoma:
Demand						$	5,143,405					$	5,422,593					$	5,205,806					$	5,433,405					$	5,080,162
Interest-bearing:
Transaction						9,619,419						10,240,378						11,410,709						12,689,367						11,692,679
Savings						558,256						561,413						558,634						521,439						510,906
Time						776,306						678,127						817,744						978,822						1,039,866
Total interest-bearing						10,953,981						11,479,918						12,787,087						14,189,628						13,243,451
Total Oklahoma						16,097,386						16,902,511						17,992,893						19,623,033						18,323,613
Texas:
Demand						4,609,255						4,670,535						4,552,001						4,552,983						3,987,503
Interest-bearing:
Transaction						4,781,920						5,344,326						4,963,118						5,345,461						4,985,465
Savings						179,049						183,708						182,536						178,458						165,043
Time						343,015						333,038						329,931						337,559						337,389
Total interest-bearing						5,303,984						5,861,072						5,475,585						5,861,478						5,487,897
Total Texas						9,913,239						10,531,607						10,027,586						10,414,461						9,475,400
Colorado:
Demand						2,510,179						2,799,798						2,673,352						2,526,855						2,158,596
Interest-bearing:
Transaction						2,221,796						2,277,563						2,387,304						2,334,371						2,337,354
Savings						80,542						82,976						81,762						78,636						79,873
Time						151,064						160,795						165,401						174,351						184,002
Total interest-bearing						2,453,402						2,521,334						2,634,467						2,587,358						2,601,229
Total Colorado						4,963,581						5,321,132						5,307,819						5,114,213						4,759,825
New Mexico:
Demand						1,296,410						1,347,600						1,271,264						1,196,057						1,222,895
Interest-bearing:
Transaction						717,492						845,442						888,257						858,394						837,630
Savings						113,056						115,660						115,457						107,963						107,615
Time						142,856						148,532						156,140						163,871						168,879
Total interest-bearing						973,404						1,109,634						1,159,854						1,130,228						1,114,124
Total New Mexico						2,269,814						2,457,234						2,431,118						2,326,285						2,337,019

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						Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Arizona:
Demand						903,296						901,543						947,775						934,282						1,110,884
Interest-bearing:
Transaction						788,142						792,269						810,896						834,491						784,614
Savings						18,258						17,999						18,122						16,182						16,468
Time						26,704						28,774						27,259						31,274						30,862
Total interest-bearing						833,104						839,042						856,277						881,947						831,944
Total Arizona						1,736,400						1,740,585						1,804,052						1,816,229						1,942,828
Kansas/Missouri:
Demand						479,459						537,143						553,345						658,342						488,595
Interest-bearing:
Transaction						747,981						913,921						1,107,525						1,086,946						965,757
Savings						19,375						19,943						19,589						18,844						17,303
Time						13,258						13,962						11,527						12,255						13,040
Total interest-bearing						780,614						947,826						1,138,641						1,118,045						996,100
Total Kansas/Missouri						1,260,073						1,484,969						1,691,986						1,776,387						1,484,695
Arkansas:
Demand						43,111						41,084						38,798						42,499						41,594
Interest-bearing:
Transaction						123,273						130,300						122,020						119,543						149,611
Savings						3,098						3,125						3,265						3,213						3,289
Time						5,940						6,371						6,414						6,196						6,677
Total interest-bearing						132,311						139,796						131,699						128,952						159,577
Total Arkansas						175,422						180,880						170,497						171,451						201,171
Total BOK Financial deposits						$	36,415,915					$	38,618,918					$	39,425,951					$	41,242,059					$	38,524,551

In addition to deposits, liquidity is provided primarily by federal funds purchased, securities repurchase agreements and Federal Home Loan Bank borrowings. Federal funds purchased consist primarily of unsecured, overnight funds acquired from other financial institutions. Funds are primarily purchased from bankers’ banks and Federal Home Loan banks from across the country. The Company has no wholesale federal funds purchased at September 30, 2022. Securities repurchase agreements generally mature within 90 days and are secured by certain available for sale and trading securities. Federal Home Loan Bank borrowings are generally short-term and are secured by a blanket pledge of eligible collateral (generally unencumbered U.S. Treasury and agency mortgage-backed securities, 1-4 family residential mortgage loans, multifamily and other qualifying commercial real estate loans). Amounts borrowed from the Federal Home Loan Bank of Topeka averaged $1.5 billion during the quarter, compared to $1.3 billion in the second quarter of 2022.

At September 30, 2022, the estimated unused credit available to BOKF, NA from collateralized sources was approximately $14 billion.

A summary of other borrowings for BOK Financial on a consolidated basis follows in Table 21.

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Table 21 -- Borrowed Funds

(In thousands)

												Three Months Ended September 30, 2022																								Three Months Ended June 30, 2022
						Sep. 30, 2022						Average Balance During the Quarter						Rate						Maximum Outstanding At Any Month End During the Quarter						June 30, 2022						Average Balance During the Quarter						Rate						Maximum Outstanding At Any Month End During the Quarter
Funds purchased						153,413						180,727						1.29		%				153,413						163,961						365,054						1.22		%				307,424
Repurchase agreements						473,539						620,032						0.55		%				502,900						513,069						859,080						0.23		%				595,816
Other borrowings:
Federal Home Loan Bank advances						200,000						1,494,565						2.30		%				2,200,000						—						1,267,033						0.89		%				—
GNMA repurchase liability						7,264						5,852						4.47		%				7,264						5,123						5,150						4.05		%				5,123
Other						27,669						28,470						3.54		%				29,133						30,382						29,175						3.23		%				30,382
Total other borrowings						234,933						1,528,887						2.33		%										35,505						1,301,358						1.01		%
Subordinated debentures1						131,168						131,199						5.07		%				131,203						131,223						131,219						4.50		%				131,223
Total other borrowed funds and subordinated debentures						$	993,053					$	2,460,845					1.95		%										$	843,758					$	2,656,711					0.96		%

1 Parent Company only.

BOKF, NA also has a liability related to the repurchase of certain delinquent residential mortgage loans previously sold in GNMA mortgage pools. Interest is payable monthly at rates contractually due to investors if delinquent loans are not repurchased from the GNMA mortgage pools.

Parent Company

At September 30, 2022, cash and interest-bearing cash and cash equivalents held by the parent company totaled $175 million. The primary sources of liquidity for BOK Financial are cash on hand and dividends from BOKF, NA. Dividends from the bank are limited by various banking regulations to net profits, as defined, for the year plus retained profits for the two preceding years. Dividends are further restricted by minimum capital requirements. At September 30, 2022, based upon the most restrictive limitations as well as management's internal capital policy, BOKF, NA could declare up to $267 million of dividends. Dividend constraints may be alleviated through increases in retained earnings, capital issuances or changes in risk weighted assets. Future losses or increases in required regulatory capital at the bank could affect its ability to pay dividends to the parent company.

Our equity capital at September 30, 2022 was $4.5 billion, a $227 million decrease compared to June 30, 2022. Net income less cash dividends paid increased equity $121 million during the third quarter of 2022. Changes in interest rates resulted in a $302 million decrease in accumulated other comprehensive income compared to June 30, 2022. We also repurchased $50 million of common stock during the third quarter of 2022. Capital is managed to maximize long-term value to the shareholders. Factors considered in managing capital include projections of future earnings including expected benefits from lower federal income tax rates, asset growth and acquisition strategies, and regulatory and debt covenant requirements. Capital management may include subordinated debt or perpetual preferred stock issuance, share repurchase and stock and cash dividends.

On April 30, 2019, the board of directors authorized the Company to purchase up to five million common shares, subject to market conditions, securities law and other regulatory compliance limitations. As of September 30, 2022, 4,651,465 shares have been repurchased under this authorization. The Company repurchased 548,034 shares of common stock at an average price of $91.20 a share in the third quarter of 2022. We view share buybacks opportunistically, but within the context of maintaining our strong capital position.

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On November 1, 2022, the board of directors authorized the Company to purchase up to five million additional common shares, subject to market conditions, securities law and other regulatory compliance limitations. This authorization replaces the existing board authorization for the purchase of five million common shares, under which 4,651,465 shares were repurchased.

BOK Financial and BOKF, NA are subject to various capital requirements administered by federal agencies. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that could have a material impact on operations. These capital requirements include quantitative measures of assets, liabilities and off-balance sheet items. The capital standards are also subject to qualitative judgments by the regulators.

A summary of minimum capital requirements, including a capital conservation buffer follows in Table 22. A bank which falls below these levels, including the capital conservation buffer, would be subject to regulatory restrictions on capital distributions (including, but not limited to, dividends and share repurchases) and executive bonus payments.

In March 2020, in response to the impact on the financial markets by the COVID-19 pandemic, the banking agencies issued an interim final rule permitting banking organizations that implement the current expected credit loss ("CECL") model the option to delay for two years an estimate of the CECL methodology's effect on regulatory capital, followed by a three-year transition period. The estimate includes the implementation date adjustment as of January 1, 2020 plus an estimate of the impact of the change for a two year period following implementation of CECL. We elected to delay the regulatory capital impact of the transition in accordance with the interim final rule. Deferral of the impact of CECL added 9 basis points to the Company's Common equity Tier 1 capital at September 30, 2022.

The capital ratios for BOK Financial on a consolidated basis are presented in Table 22.

Table 22 -- Capital Ratios

						Minimum Capital Requirement						Capital Conservation Buffer						Minimum Capital Requirement Including Capital Conservation Buffer						Sep. 30, 2022						June 30, 2022						Sep. 30, 2021
Risk-based capital:
Common equity Tier 1						4.50		%				2.50		%				7.00		%				11.80		%				11.61		%				12.26		%
Tier 1 capital						6.00		%				2.50		%				8.50		%				11.82		%				11.63		%				12.29		%
Total capital						8.00		%				2.50		%				10.50		%				12.81		%				12.59		%				13.38		%
Tier 1 Leverage						4.00		%				N/A						4.00		%				9.76		%				9.12		%				8.77		%
Average total equity to average assets																								10.58		%				10.01		%				11.00		%
Tangible common equity ratio																								7.96		%				8.16		%				9.28		%

Capital resources of financial institutions are also regularly measured by the tangible common shareholders’ equity ratio. Tangible common shareholders’ equity is shareholders’ equity as defined by generally accepted accounting principles in the United States of America (“GAAP”) less intangible assets and equity which does not benefit common shareholders. Equity that does not benefit common shareholders includes preferred equity. This non-GAAP measure is a valuable indicator of a financial institution’s capital strength since it eliminates intangible assets from shareholders’ equity and retains the effect of unrealized losses on securities and other components of accumulated other comprehensive income in shareholders’ equity.

Table 23 provides a reconciliation of the non-GAAP measures with financial measures defined by GAAP.

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Table 23 -- Non-GAAP Measure

(Dollars in thousands)

						Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Tangible common equity ratio:
Total shareholders' equity						$	4,509,934					$	4,737,339					$	4,849,582					$	5,363,732					$	5,388,973
Less: Goodwill and intangible assets, net						1,124,582						1,128,493						1,132,510						1,136,527						1,140,935
Tangible common equity						3,385,352						3,608,846						3,717,072						4,227,205						4,248,038
Total assets						43,645,446						45,377,072						46,826,507						50,249,431						46,923,409
Less: Goodwill and intangible assets, net						1,124,582						1,128,493						1,132,510						1,136,527						1,140,935
Tangible assets						$	42,520,864					$	44,248,579					$	45,693,997					$	49,112,904					$	45,782,474
Tangible common equity ratio						7.96		%				8.16		%				8.13		%				8.61		%				9.28		%
Pre-provision net revenue:
Net income before taxes						$	196,272					$	168,980					$	78,649					$	152,025					$	241,782
Provision for expected credit losses						15,000						—						—						(17,000)						(23,000)
Net income (loss) attributable to non-controlling interests						81						12						(36)						(129)						(601)
Pre-provision net revenue						$	211,191					$	168,968					$	78,685					$	135,154					$	219,383

Pre-provision net revenue is a measure of revenue less expenses, and is calculated before provision for credit losses and income tax expense. This financial measure is frequently used by investors and analysts to enable them to assess a company's ability to generate earnings to cover credit losses through a credit cycle. It also provides an additional basis for comparing the results of operations between periods by isolating the impact of the provision for credit losses, which can vary significantly between periods.

Off-Balance Sheet Arrangements

See Note 4 to the Consolidated Financial Statements for a discussion of the Company’s significant off-balance sheet commitments.

Market Risk

Market risk is a broad term for the risk of economic loss due to adverse changes in the fair value of a financial instrument. These changes may be the result of various factors, including interest rates, foreign exchange rates, commodity prices or equity prices. Financial instruments that are subject to market risk can be classified either as held for trading or held for purposes other than trading. Market risk excludes changes in fair value due to the credit of the individual issuers of financial instruments.

BOK Financial is subject to market risk primarily through the effect of changes in interest rates on both its assets held for purposes other than trading and trading assets. The effects of other changes, such as foreign exchange rates, commodity prices or equity prices do not pose significant market risk to BOK Financial. BOK Financial has no material investments in assets that are affected by changes in foreign exchange rates or equity prices. Energy and agricultural product derivative contracts, which are affected by changes in commodity prices, are matched against offsetting contracts as previously discussed.

The Asset/Liability Committee is responsible for managing market risk in accordance with policy limits established by the Board of Directors. The Committee monitors projected variation in net interest revenue, net income and economic value of equity due to specified changes in interest rates. These limits also set maximum levels for short-term borrowings, short-term assets, public funds and brokered deposits and establish minimum levels for un-pledged assets, among other things. Further, the Board has approved market risk limits for fixed income trading, mortgage pipeline and mortgage servicing assets inclusive of economic hedge benefits. Exposure is measured daily and compliance is reviewed monthly. Deviations from the Board approved limits, which periodically occur throughout the reporting period, may require management to develop and execute plans to reduce exposure. These plans are subject to escalation to and approval by the Board.

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The simulations used to manage market risk are based on numerous assumptions regarding the effects of changes in interest rates on the timing and extent of repricing characteristics, future cash flows and customer behavior. These assumptions are inherently uncertain and, as a result, models cannot precisely estimate or precisely predict the impact of higher or lower interest rates. Actual results will differ from simulated results due to timing, magnitude and frequency of interest rate changes, market conditions and management strategies, among other factors.

Interest Rate Risk – Other than Trading

 

As previously noted in the Net Interest Revenue section of this report, management has implemented strategies to manage the Company’s balance sheet exposure to changes in interest rates over a twelve-month period within established policy limits. The effectiveness of these strategies in managing the overall interest rate risk is evaluated through the use of an asset/liability model. BOK Financial performs a sensitivity analysis to identify more dynamic interest rate risk exposures, including embedded option positions, on net interest revenue. A simulation model is used to estimate the effect of changes in interest rates on our performance across multiple interest rate scenarios. Our current internal policy limit for net interest revenue variation due to a 200 basis point parallel change in market interest rates over twelve months is a maximum decline of 5 percent. The results of a 200 basis point decrease in interest rates in the current low deposit rate environment are not meaningful. Until such time as it becomes meaningful, we will instead report the effect of a 100 basis point decrease in interest rates. Management also reviews alternative rate changes and time periods.

On March 5, 2021, the U.K. Financial Conduct Authority ("FCA") confirmed that the publication of the principal tenors of the U.S. dollar London Interbank Offered Rate ("LIBOR") will cease immediately following a final publication on June 30, 2023. Further, U.S. regulators released a joint inter-agency statement about their expectations that banks cease entering into new contracts that use USD LIBOR as a reference rate as soon as practicable and in any event by December 31, 2021.

The Bank has ceased production of new LIBOR-based exposure as of December 31, 2021 and now offers floating rate products in various alternative reference rates with the majority of volume being observed thus far in simple or term rate versions of the Secured Overnight Financing Rate (“SOFR”). Key loan provisions have been modified so that new and renewed loans include LIBOR fallback language designed to ensure the smoothest possible transition from LIBOR to the new benchmark when such transition occurs. All existing financial contracts with direct exposure to LIBOR have been inventoried, and the Company has taken action to transition these exposures to an alternative reference rate in advance of the June 30, 2023 deadline.

The Company’s primary interest rate exposures include the Federal Funds rate, which affects short-term borrowings, and the prime lending rate, LIBOR and SOFR, which are the basis for much of the variable rate loan pricing. Additionally, residential mortgage rates directly affect the prepayment speeds for residential mortgage-backed securities and mortgage servicing rights. Derivative financial instruments and other financial instruments used for purposes other than trading are included in this simulation. In addition, the impact on the level and composition of demand deposit accounts and other core deposit balances resulting from a significant increase in short-term market interest rates and the overall interest rate environment is likely to be material. The simulation incorporates assumptions regarding the effects of such changes based on a combination of historical analysis and expected behavior. The impact of planned growth and new business activities is factored into the simulation model.

The interest rate sensitivity in Table 24 indicates management’s estimation of the impact of rate changes on net interest revenue. Should deposit costs be 10 percent more sensitive to changes in rates, the variation in net interest revenue over the next twelve months would be 0.62 percent, or $9.0 million for the 200 basis point increase scenario. Alternatively, should deposit funding costs be 10 percent less sensitive to changes in rates, the variation in net interest revenue over the next twelve months would be 2.73 percent, or $40.0 million for the 200 basis point increase scenario. Additionally, in a flattening yield curve scenario where long-term rates increase by 100 basis points and short-term rates increase by 200 basis points, net interest revenue is neutral.

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Table 24 -- Interest Rate Sensitivity

(Dollars in thousands)

						Sep. 30, 2022																		June 30, 2022
						200 bp Increase						100 bp Increase						100 bp Decrease						200 bp Increase						100 bp Increase						100 bp Decrease
Anticipated impact over the next twelve months on net interest revenue						$	24,230					$	23,920					$	(50,900)					$	66,720					$	47,620					$	(62,104)
						1.65		%				1.63		%				(3.47)		%				5.19		%				3.70		%				(4.83)		%
Anticipated impact over months twelve through twenty-four						$	67,340					$	61,100					$	(140,940)					$	167,107					$	122,239					$	(168,539)
						4.15		%				3.76		%				(8.68)		%				12.14		%				8.88		%				(12.24)		%

BOK Financial is also subjected to market risk through changes in the fair value of mortgage servicing rights. Changes in the fair value of mortgage servicing rights are highly dependent on changes in primary mortgage rates offered to borrowers, intermediate-term interest rates that affect the value of custodial funds, and assumptions about servicing revenues, servicing costs and discount rates. As primary mortgage rates increase, prepayment speeds slow and the value of our mortgage servicing rights increases. As primary mortgage rates fall, prepayment speeds increase and the value of our mortgage servicing rights decreases.

We maintain a portfolio of financial instruments which may include debt securities issued by the U.S. government or its agencies and interest rate derivative contracts, held as an economic hedge of the changes in the fair value of our mortgage servicing rights. Composition of this portfolio will change based on our assessment of market risk. Changes in the fair value of residential mortgage-backed securities are highly dependent on changes in secondary mortgage rates required by investors, and interest rate derivative contracts are highly dependent on changes in other market interest rates. While primary and secondary mortgage rates generally move in the same direction, the spread between them may widen and narrow due to market conditions and government intervention. Changes in the forward-looking spread between the primary and secondary rates can cause significant earnings volatility.

Management performs a stress test to measure market risk due to changes in interest rates inherent in its MSR portfolio and hedges. The stress test shocks applicable interest rates up and down 50 basis points and calculates an estimated change in fair value, net of economic hedging activity, that may result. The Board has approved a $20 million market risk limit for mortgage servicing rights, net of economic hedges.

Table 25 -- MSR Asset and Hedge Sensitivity Analysis

(Dollars in thousands)

						Sep. 30, 2022												June 30, 2022
						Up 50 bp						Down 50 bp						Up 50 bp						Down 50 bp
MSR Asset						$	5,358					$	(7,053)					$	8,502					$	(11,579)
MSR Hedge						(7,646)						7,301						(8,009)						8,080
Net Exposure						(2,288)						248						493						(3,499)

Trading Activities

The Company bears market risk by originating residential mortgages held for sale ("RMHFS"). RMHFS are generally outstanding for 60 to 90 days, which represents the typical period from commitment to originate a loan to sale of the closed loan to an investor. Primary mortgage interest rate changes during this period affect the value of RMHFS commitments and loans. We use forward sale contracts to mitigate market risk on all closed mortgage loans held for sale and on an estimate of mortgage loan commitments that are expected to result in closed loans.

A variety of methods are used to monitor market risk of mortgage origination activities. These methods include daily marking of all positions to market value, independent verification of inventory pricing, and revenue sensitivity limits.

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Management performs a stress test to measure market risk due to changes in interest rates inherent in the mortgage production pipeline. The stress test shocks applicable interest rates up and down 50 basis points and calculates an estimated change in fair value, net of economic hedging activity that may result. The Board has approved a $7 million market risk limit for the mortgage production pipeline, net of forward sale contracts.

Table 26 -- Mortgage Pipeline Sensitivity Analysis

(Dollars in thousands)

						Three Months Ended																																				Nine Months Ended September 30,
						Sep. 30, 2022												June 30, 2022																		2022												2021
						Up 50 bp						Down 50 bp						Up 50 bp						Down 50 bp																		Up 50 bp						Down 50 bp						Up 50 bp						Down 50 bp
Average1						$	(54)					$	(105)					$	(81)					$	(158)																	$	(77)					$	(226)					$	(487)					$	(498)
Low2						381						57						76						91																		381						91						(17)						13
High3						(172)						(452)						(222)						(327)																		(402)						(779)						(1,244)						(1,097)
Period End						(8)						(115)						(87)						(20)																		(8)						(115)						(393)						(449)

1    Average represents the simple average of each daily value observed during the reporting period.

2    Low represents least risk of loss in fair value measured as the smallest negative value or the largest positive value observed daily during the reporting period.

3    High represents the greatest risk of loss in fair value measured as the largest negative value or the smallest positive value observed daily during the reporting period.

BOK Financial enters into trading activities both as an intermediary for customers and for its own account. As an intermediary, we take positions in securities, generally residential mortgage-backed securities, government agency securities and municipal bonds. These securities are purchased for resale to customers, which include individuals, corporations, foundations and financial institutions. On a limited basis, we may also take trading positions in U.S. Treasury securities, residential mortgage-backed securities, and municipal bonds to enhance returns on securities portfolios. Both of these activities involve interest rate risk, liquidity risk and price risk.

A variety of methods are used to monitor and manage the market risk of trading activities. These methods include daily marking of all positions to market value, independent verification of inventory pricing, and position limits for each trading activity. Risk management tools include Value at Risk ("VaR"), stress testing and sensitivity analysis. Economic hedges in either the futures or cash markets may be used to reduce the risk associated with some trading programs. Basis Risk can result when trading asset values and the instruments used to hedge them move at different rates.

VaR measures the potential loss of a given position or portfolio of positions at a specified confidence level and time horizon. BOK Financial utilizes a historical VaR methodology to measure and aggregate risks across its covered trading positions. For Market Risk Rule purposes, the Company calculates VaR using a historical simulation approach and measures the potential trading losses using a 10-day holding period and a 99% confidence level.

Due to inherent limitations of the VaR methodology, including its reliance on past market behavior, which might not be indicative of future market performance, VaR is only one of several tools used to measure and manage market risk. Other tools used to actively manage market risk include stress testing (“Stressed VaR”), and sensitivity analysis.

Stressed VaR is calculated using the same internal models as used for the VaR-based measure. Stressed VaR is calculated over a ten-day holding period at a one-tail, 99% confidence level and employs a historical simulation approach based on a continuous twelve-month historical window selected to reflect a period of significant financial stress for the Company’s trading portfolio.

The trading portfolio’s VaR and Stressed VaR profiles are influenced by a variety of factors, including the size and composition of the portfolio, market volatility, and the correlation between different positions. A portfolio of trading positions is typically less risky than the sum of the risk from each of the individual sub-portfolios because, under normal market conditions, risk within each category partially offsets the exposure to other risk categories. Table 27 below summarizes certain VaR and Stressed VaR based measures for the three months ended September 30, 2022, June 30, 2022, September 30, 2021 and June 30, 2021. In the third quarter of 2022, both VaR measures decreased from the previous quarter. This decrease resulted from a decline in total trading assets and a decrease in basis risk between trading assets and their economic hedges.

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Table 27 -- VaR and SVaR Measures

						Three Months Ended																								Three Months Ended
						Sep. 30, 2022												June 30, 2022												Sep. 30, 2021												June 30, 2021
						10 day 99% VaR						10 day 99% SVaR						10 day 99% VaR						10 day 99% SVaR						10 day 99% VaR						10 day 99% SVaR						10 day 99% VaR						10 day 99% SVaR
Average1						$	2,644					$	7,555					$	6,070					$	12,619					$	9,604					$	19,230					$	11,585					$	19,865
Low						1,044						4,051						2,612						5,820						5,219						9,050						7,151						10,814
High						5,930						14,030						11,583						25,184						16,348						37,807						18,802						38,031
Period End						1,584						5,478						3,386						8,220						5,694						22,203						9,368						20,870

1    Average represents the simple average of each daily value observed during the reporting period.

The Company monitors the accuracy of internal VaR models and modeling processes by back-testing model performance. The Company updates historical data used by the VaR model on a regular basis, and model validators independent of business lines perform regular modeled validations to access model input, processing, and reporting components. These models are required to be independently validated and approved prior to implementation.

Limit Structure

Beyond VaR and SVaR described above, Management also performs a sensitivity analysis to measure market risk from changes in interest rates on its trading portfolio. Applicable interest rates are shocked up and down 50 basis points, calculating an estimated change in fair value, net of economic hedging activity that may result. The Board has approved an $8 million market risk limit for the trading portfolio, net of economic hedges.

Table 28 -- Trading Sensitivity Analysis

(Dollars in thousands)

						Three Months Ended																																				Nine Months Ended September 30,
						Sep. 30, 2022												June 30, 2022																		2022												2021
						Up 50 bp						Down 50 bp						Up 50 bp						Down 50 bp																		Up 50 bp						Down 50 bp						Up 50 bp						Down 50 bp
Average1						$	1,594					$	(1,543)					$	(435)					$	939																	$	571					$	750					$	(1,503)					$	3,983
Low2						6,079						1,113						3,004						4,658																		8,643						12,277						7,271						13,323
High3						(1,221)						(6,325)						(3,672)						(2,779)																		(11,253)						(6,325)						(9,345)						(5,392)
Period End						983						(504)						785						(1,138)																		983						(504)						(1,288)						2,423

1    Average represents the simple average of each daily value observed during the reporting period.

2    Low represents least risk of loss in fair value measured as the smallest negative value or the largest positive value observed daily during the reporting period.

3    High represents the greatest risk of loss in fair value measured as the largest negative value or the smallest positive value observed daily during the reporting period.

Model Risk Governance and Review

BOK Financial has an internal but independent Model Risk Governance and Review ("MRGR") team that validates models to verify they are conceptually sound, computationally accurate, are performing as expected, and are in line with their intended use. MRGR also enforces the Company’s model risk governance program that defines roles and responsibilities, including the authority to levy findings requiring remediation and to restrict model usage.

Model Validation

MRGR is independent of both the developers and users of the models. The team validates models through an evaluation process that assesses the data, theory, implementation, outcomes, and governance of each scenario. MRGR assigns each model a model risk score, which determines the frequency and scope of each validation. Validations comprise an assessment of model performance as well as a model’s potential limitations given its particular assumptions or weaknesses. Based on the results of the review, the team determines the use case for the model. The ultimate validation results may require remediation actions from the business line. MRGR communicates their result as one of the following three outcomes: “Approved for use,” “Approved with findings,” or “Unapproved.”

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Controls and Procedures

 

As required by Rule 13a-15(b), BOK Financial’s management, including the Chief Executive Officer and Chief Financial Officer, conducted an evaluation as of the end of the period covered by their reports, of the effectiveness of the Company’s disclosure controls and procedures as defined in Exchange Act Rule 13a-15(e). Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective as of the end of the period covered by this report. As required by Rule 13a-15(d), BOK Financial’s management, including the Chief Executive Officer and Chief Financial Officer, also conducted an evaluation of the Company’s internal controls over financial reporting to determine whether any changes occurred during the quarter covered by this report that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting. Based on that evaluation, there has been no such change during the quarter covered by this report.

Forward-Looking Statements

This report contains forward-looking statements that are based on management's beliefs, assumptions, current expectations, estimates and projections about BOK Financial Corporation, the financial services industry, the economy generally and the expected or potential impact of the novel coronavirus (COVID-19) pandemic, and the related responses of the government, consumers, and others, on our business, financial condition and results of operations. Words such as “anticipates,” “believes,” “estimates,” “expects,” “forecasts,” “plans,” “projects,” “will,” “intends,” variations of such words and similar expressions are intended to identify such forward-looking statements. Management judgments relating to and discussion of the provision and allowance for credit losses, allowance for uncertain tax positions, accruals for loss contingencies and valuation of mortgage servicing rights involve judgments as to expected events and are inherently forward-looking statements. Assessments that acquisitions and growth endeavors will be profitable are necessary statements of belief as to the outcome of future events based in part on information provided by others which BOK Financial has not independently verified. These various forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions which are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what is expected, implied or forecasted in such forward-looking statements. Internal and external factors that might cause such a difference include, but are not limited to changes in government, consumer or business responses to, and ability to treat or prevent further outbreak of, the COVID-19 pandemic, changes in commodity prices, interest rates and interest rate relationships, inflation, demand for products and services, the degree of competition by traditional and nontraditional competitors, changes in banking regulations, tax laws, prices, levies and assessments, the impact of technological advances, and trends in customer behavior as well as their ability to repay loans. BOK Financial and its affiliates undertake no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events, or otherwise.

Annualized, pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results.

In this report we may sometimes use non-GAAP financial measures. Please note that although non-GAAP financial measures provide useful insight to analysts, investors and regulators, they should not be considered in isolation or relied upon as a substitute for analysis using GAAP measures. If applicable, we provide GAAP reconciliations for non-GAAP financial measures.

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Consolidated Statements of Earnings (Unaudited)
(In thousands, except share and per share data)						Three Months Ended												Nine Months Ended
						September 30,												September 30,
Interest revenue						2022						2021						2022						2021
Loans						$	264,350					$	191,206					$	646,738					$	582,621
Residential mortgage loans held for sale						1,684						1,274						4,637						4,223
Trading securities						22,720						38,941						86,653						111,518
Investment securities						9,108						2,580						14,947						7,914
Available for sale securities						58,779						57,310						175,383						174,827
Fair value option securities						286						342						1,214						1,240
Restricted equity securities						2,703						1,565						5,194						4,675
Interest-bearing cash and cash equivalents						3,520						245						5,730						577
Total interest revenue						363,150						293,463						940,496						887,595
Interest expense
Deposits						34,715						7,665						56,175						25,940
Borrowed funds						10,433						3,066						21,115						11,494
Subordinated debentures						1,677						2,505						4,452						9,205
Total interest expense						46,825						13,236						81,742						46,639
Net interest revenue						316,325						280,227						858,754						840,956
Provision for credit losses						15,000						(23,000)						15,000						(83,000)
Net interest revenue after provision for credit losses						301,325						303,227						843,754						923,956
Other operating revenue
Brokerage and trading revenue						61,006						47,930						77,970						98,120
Transaction card revenue						25,974						24,632						77,130						71,985
Fiduciary and asset management revenue						50,190						45,248						146,427						131,402
Deposit service charges and fees						28,703						27,429						84,207						77,499
Mortgage banking revenue						11,282						26,286						39,300						84,618
Other revenue						15,479						18,896						38,608						58,364
Total fees and commissions						192,634						190,421						463,642						521,988
Other gains (losses), net						979						31,091						(8,304)						57,661
Loss on derivatives, net						(17,009)						(5,760)						(77,559)						(14,590)
Loss on fair value option securities, net						(4,368)						(120)						(17,790)						(3,657)
Change in fair value of mortgage servicing rights						16,570						12,945						83,165						33,778
Gain on available for sale securities, net						892						1,255						3,017						3,152
Total other operating revenue						189,698						229,832						446,171						598,332
Other operating expense
Personnel						170,348						175,863						484,499						520,908
Business promotion						6,127						4,939						18,965						9,837
Charitable contributions to BOKF Foundation						—						—						—						4,000
Professional fees and services						14,089						12,436						37,977						36,777
Net occupancy and equipment						29,296						28,395						87,640						81,690
Insurance						4,306						3,712						13,317						11,992
Data processing and communications						41,743						38,371						122,859						112,256
Printing, postage and supplies						4,349						3,558						11,967						11,283
Amortization of intangible assets						3,943						4,488						11,956						13,873
Mortgage banking costs						9,504						8,962						26,818						34,031
Other expense						11,046						10,553						30,026						41,566
Total other operating expense						294,751						291,277						846,024						878,213
Net income before taxes						196,272						241,782						443,901						644,075
Federal and state income taxes						39,681						54,061						92,000						144,939
Net income						156,591						187,721						351,901						499,136
Net income (loss) attributable to non-controlling interests						81						(601)						57						(1,667)
Net income attributable to BOK Financial Corporation shareholders						$	156,510					$	188,322					$	351,844					$	500,803
Earnings per share:
Basic						$	2.32					$	2.74					$	5.18					$	7.23
Diluted						$	2.32					$	2.74					$	5.18					$	7.23
Average shares used in computation:
Basic						67,003,199						68,359,125						67,409,789						68,768,044
Diluted						67,004,623						68,360,871						67,411,222						68,770,663
Dividends declared per share						$	0.53					$	0.52					$	1.59					$	1.56

See accompanying notes to consolidated financial statements.

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Consolidated Statements of Comprehensive Income (Unaudited)
(In thousands, except share and per share data)
						Three Months Ended												Nine Months Ended
						September 30,												September 30,
						2022						2021						2022						2021
Net income						$	156,591					$	187,721					$	351,901					$	499,136
Other comprehensive income (loss) before income taxes:
Net change in unrealized loss						(412,084)						(74,525)						(1,293,661)						(216,176)
Reclassification adjustments included in earnings:
Interest revenue, Investment securities						21,675						—						24,130						—
Operating expense, Personnel						(3,483)						—						(3,483)						—
Gain on available for sale securities, net						(892)						(1,255)						(3,017)						(3,152)
Other comprehensive loss before income taxes						(394,784)						(75,780)						(1,276,031)						(219,328)
Federal and state income taxes						(92,467)						(18,184)						(298,715)						(52,632)
Other comprehensive loss, net of income taxes						(302,317)						(57,596)						(977,316)						(166,696)
Comprehensive income (loss)						(145,726)						130,125						(625,415)						332,440
Comprehensive income (loss) attributable to non-controlling interests						81						(601)						57						(1,667)
Comprehensive income (loss) attributable to BOK Financial Corp. shareholders						$	(145,807)					$	130,726					$	(625,472)					$	334,107

See accompanying notes to consolidated financial statements.

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Consolidated Balance Sheets

(In thousands, except share data)

						Sep. 30, 2022						Dec. 31, 2021
						(Unaudited)						(Footnote 1)
Assets
Cash and due from banks						$	804,110					$	712,067
Interest-bearing cash and cash equivalents						804,799						2,125,343
Trading securities						2,194,618						9,136,813
Investment securities, net of allowance (fair value: September 30, 2022 – $2,407,766; December 31, 2021 – $231,395)						2,572,360						210,444
Available for sale securities						10,040,894						13,157,817
Fair value option securities						33,966						43,770
Restricted equity securities						100,356						83,113
Residential mortgage loans held for sale						148,121						192,295
Loans						21,790,457						20,205,680
Allowance for loan losses						(241,768)						(256,421)
Loans, net of allowance						21,548,689						19,949,259
Premises and equipment, net						569,379						574,148
Receivables						200,343						223,021
Goodwill						1,044,749						1,044,749
Intangible assets, net						79,833						91,778
Mortgage servicing rights						283,806						163,198
Real estate and other repossessed assets, net of allowance (September 30, 2022 – $10,548; December 31, 2021 –          $6,083)						29,676						24,589
Derivative contracts, net						1,693,742						1,097,297
Cash surrender value of bank-owned life insurance						407,722						405,607
Receivable on unsettled securities sales						49,089						56,172
Other assets						1,039,194						957,951
Total assets						$	43,645,446					$	50,249,431
Liabilities and Equity
Liabilities:
Noninterest-bearing demand deposits						$	14,985,115					$	15,344,423
Interest-bearing deposits:
Transaction						19,000,023						23,268,573
Savings						971,634						924,735
Time						1,459,143						1,704,328
Total deposits						36,415,915						41,242,059
Funds purchased and repurchase agreements						626,952						2,326,449
Other borrowings						234,933						36,753
Subordinated debentures						131,168						131,226
Accrued interest, taxes and expense						212,342						273,041
Derivative contracts, net						821,275						275,625
Due on unsettled securities purchases						205,388						160,686
Other liabilities						483,165						435,221
Total liabilities						39,131,138						44,881,060
Shareholders' equity:
Common stock ($0.00006 par value; 2,500,000,000 shares authorized; shares issued and outstanding: September 30, 2022 – 76,404,688; December 31, 2021 – 76,254,029)						5						5
Capital surplus						1,385,481						1,378,794
Retained earnings						4,691,924						4,447,691
Treasury stock (shares at cost: September 30, 2022 – 9,150,305; December 31, 2021 – 7,786,257)						(662,531)						(535,129)
Accumulated other comprehensive income (loss)						(904,945)						72,371
Total shareholders’ equity						4,509,934						5,363,732
Non-controlling interests						4,374						4,639
Total equity						4,514,308						5,368,371
Total liabilities and equity						$	43,645,446					$	50,249,431

See accompanying notes to consolidated financial statements.

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Consolidated Statements of Changes in Equity (Unaudited)

(In thousands)

						Common Stock												Capital Surplus						Retained Earnings						Treasury Stock												Accumulated Other Comprehensive Income (Loss)						Total Shareholders’ Equity						Non- Controlling Interests						Total Equity
						Shares						Amount																		Shares						Amount
Balance, June 30, 2022						76,408						$	5					$	1,381,676					$	4,570,837					8,602						$	(612,551)					$	(602,628)					$	4,737,339					$	4,203					$	4,741,542
Net income (loss)						—						—						—						156,510						—						—						—						156,510						81						156,591
Other comprehensive loss						—						—						—						—						—						—						(302,317)						(302,317)						—						(302,317)
Repurchase of common stock						—						—						—						—						548						(49,980)						—						(49,980)						—						(49,980)
Share-based compensation plans:
Stock options exercised						—						—						—						—						—						—						—						—						—						—
Non-vested shares awarded,      net						(3)						—						—						—						—						—						—						—						—						—
Vesting of non-vested      shares						—						—						—						—						—						—						—						—						—						—
Share-based compensation						—						—						3,805						—						—						—						—						3,805						—						3,805
Cash dividends on common      stock						—						—						—						(35,423)						—						—						—						(35,423)						—						(35,423)
Capital calls and distributions,      net						—						—						—						—						—						—						—						—						90						90
Balance, September 30, 2022						76,405						$	5					$	1,385,481					$	4,691,924					9,150						$	(662,531)					$	(904,945)					$	4,509,934					$	4,374					$	4,514,308
Balance, December 31, 2021						76,254						$	5					$	1,378,794					$	4,447,691					7,786						$	(535,129)					$	72,371					$	5,363,732					$	4,639					$	5,368,371
Net income (loss)						—						—						—						351,844						—						—						—						351,844						57						351,901
Other comprehensive loss						—						—						—						—						—						—						(977,316)						(977,316)						—						(977,316)
Repurchase of common stock						—						—						—						—						1,318						(122,458)						—						(122,458)						—						(122,458)
Share-based compensation      plans:
Stock options exercised						1						—						37						—						—						—						—						37						—						37
Non-vested shares awarded,      net						150						—						—						—						—						—						—						—						—						—
Vesting of non-vested      shares						—						—						—						—						46						(4,944)						—						(4,944)						—						(4,944)
Share-based compensation						—						—						6,650						—						—						—						—						6,650						—						6,650
Cash dividends on common      stock						—						—						—						(107,611)						—						—						—						(107,611)						—						(107,611)
Capital calls and distributions,      net						—						—						—						—						—						—						—						—						(322)						(322)
Balance, September 30, 2022						76,405						$	5					$	1,385,481					$	4,691,924					9,150						$	(662,531)					$	(904,945)					$	4,509,934					$	4,374					$	4,514,308

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						Common Stock												Capital Surplus						Retained Earnings						Treasury Stock												Accumulated Other Comprehensive Income (Loss)						Total Shareholders’ Equity						Non- Controlling Interests						Total Equity
						Shares						Amount																		Shares						Amount
Balance, June 30, 2021						76,258						$	5					$	1,373,101					$	4,214,130					7,179						$	(481,027)					$	226,768					$	5,332,977					$	21,574					$	5,354,551
Net income (loss)						—						—						—						188,322						—						—						—						188,322						(601)						187,721
Other comprehensive loss						—						—						—						—						—						—						(57,596)						(57,596)						—						(57,596)
Repurchase of common stock						—						—						—						—						478						(40,644)						—						(40,644)						—						(40,644)
Share-based compensation      plans:
Stock options exercised						—						—						—						—						—						—						—						—						—						—
Non-vested shares awarded,      net						(4)						—						—						—						—						—						—						—						—						—
Vesting of non-vested      shares						—						—						—						—						—						—						—						—						—						—
Share-based compensation						—						—						1,587						—						—						—						—						1,587						—						1,587
Cash dividends on common      stock						—						—						—						(35,673)						—						—						—						(35,673)						—						(35,673)
Capital calls and distributions,      net						—						—						—						—						—						—						—						—						(13,498)						(13,498)
Balance, September 30, 2021						76,254						$	5					$	1,374,688					$	4,366,779					7,657						$	(521,671)					$	169,172					$	5,388,973					$	7,475					$	5,396,448
Balance, December 31, 2020						75,995						$	5					$	1,368,062					$	3,973,675					6,358						$	(411,344)					$	335,868					$	5,266,266					$	25,295					$	5,291,561
Net income (loss)						—						—						—						500,803						—						—						—						500,803						(1,667)						499,136
Other comprehensive loss						—						—						—						—						—						—						(166,696)						(166,696)						—						(166,696)
Repurchase of common stock						—						—						—						—						1,231						(104,512)						—						(104,512)						—						(104,512)
Share-based compensation      plans:
Stock options exercised						17						—						949						—						—						—						—						949						—						949
Non-vested shares awarded,      net						242						—						—						—						—						—						—						—						—						—
Vesting of non-vested      shares						—						—						—						—						68						(5,815)						—						(5,815)						—						(5,815)
Share-based compensation						—						—						5,677						—						—						—						—						5,677						—						5,677
Cash dividends on common      stock						—						—						—						(107,699)						—						—						—						(107,699)						—						(107,699)
Capital calls and distributions,      net						—						—						—						—						—						—						—						—						(16,153)						(16,153)
Balance, September 30, 2021						76,254						$	5					$	1,374,688					$	4,366,779					7,657						$	(521,671)					$	169,172					$	5,388,973					$	7,475					$	5,396,448

See accompanying notes to consolidated financial statements.

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Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

						Nine Months Ended
						September 30,
						2022						2021
Cash Flows From Operating Activities:
Net income						$	351,901					$	499,136
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Provision for credit losses						15,000						(83,000)
Change in fair value of mortgage servicing rights due to market assumption changes						(83,165)						(33,778)
Change in the fair value of mortgage servicing rights due to principal payments						24,277						30,949
Net unrealized (gains) losses from derivative contracts						(31,677)						81,667
Share-based compensation						6,650						5,677
Depreciation and amortization						80,215						76,196
Net amortization of discounts and premiums						8,676						14,286
Net losses (gains) on financial instruments and other losses (gains), net						5,285						(57,467)
Net loss (gain) on mortgage loans held for sale						795						(56,423)
Mortgage loans originated for sale						(1,039,313)						(2,250,282)
Proceeds from sale of mortgage loans held for sale						1,085,632						2,376,479
Capitalized mortgage servicing rights						(15,810)						(29,307)
Change in trading and fair value option securities						6,951,932						(782,380)
Change in receivables						41,705						97,430
Change in other assets						9,899						206
Change in other liabilities						(68,084)						27,285
Net cash provided by (used in) operating activities						7,343,918						(83,326)
Cash Flows From Investing Activities:
Proceeds from maturities or redemptions of investment securities						100,418						28,970
Proceeds from maturities or redemptions of available for sale securities						1,827,825						2,682,934
Purchases of investment securities						(10,000)						—
Purchases of available for sale securities						(2,716,590)						(3,704,636)
Proceeds from sales of available for sale securities						242,135						488,274
Change in amount receivable on unsettled available for sale securities transactions						(11,348)						(176,600)
Loans originated, net of principal collected						(1,572,461)						2,690,611
Net payments on derivative asset contracts						(35,198)						33,183
Net change in restricted equity securities						(17,243)						93,849
Proceeds from disposition of assets						17,759						141,006
Purchases of assets						(151,320)						(130,146)
Net cash provided by (used in) investing activities						(2,326,023)						2,147,445
Cash Flows From Financing Activities:
Net change in demand deposits, transaction deposits and savings accounts						(4,580,959)						2,567,084
Net change in time deposits						(245,185)						(186,413)
Net change in other borrowed funds						(1,528,634)						(2,734,198)
Repayment of subordinated debentures						—						(150,000)
Net proceeds on derivative liability contracts						15,215						(32,591)
Net change in derivative margin accounts						271,418						(834,108)
Change in amount due on unsettled available for sale securities transactions						56,725						234,589
Issuance of common and treasury stock, net						(4,907)						(4,866)
Repurchase of common stock						(122,458)						(104,512)
Dividends paid						(107,611)						(107,699)
Net cash provided by (used in) financing activities						(6,246,396)						(1,352,714)
Net increase (decrease) in cash and cash equivalents						(1,228,501)						711,405
Cash and cash equivalents at beginning of period						2,837,410						1,180,573
Cash and cash equivalents at end of period						$	1,608,909					$	1,891,978
Supplemental Cash Flow Information:
Cash paid for interest						$	80,759					$	52,304
Cash paid for taxes						$	67,147					$	120,879
Net loans and bank premises transferred to repossessed real estate and other assets						$	12,314					$	8,175
Transfer of available for sale securities to investment securities						$	2,454,273					$	—
Residential mortgage loans guaranteed by U.S. government agencies that became eligible for repurchase during the period						$	27,317					$	69,541
Conveyance of other real estate owned guaranteed by U.S. government agencies						$	5,882					$	4,956
Right-of-use assets obtained in exchange for operating lease liabilities						$	21,198					$	14,551

See accompanying notes to consolidated financial statements.

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Notes to Consolidated Financial Statements (Unaudited)

(1) Significant Accounting Policies

Basis of Presentation

The accompanying unaudited consolidated financial statements of BOK Financial Corporation (“BOK Financial” or “the Company”) have been prepared in accordance with accounting principles for interim financial information generally accepted in the United States and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.

The unaudited consolidated financial statements include accounts of BOK Financial and its subsidiaries, principally BOKF, NA (“the Bank”), BOK Financial Securities, Inc., and BOK Financial Private Wealth, Inc. Operating divisions of the Bank include Bank of Albuquerque, Bank of Oklahoma, Bank of Texas, BOK Financial in Arizona, Arkansas, Colorado and Kansas/Missouri, BOK Financial Mortgage and the TransFund electronic funds network.

Certain reclassifications have been made to conform to the current period presentation.

The financial information should be read in conjunction with BOK Financial’s 2021 Form 10-K filed with the Securities and Exchange Commission, which contains audited financial statements. Amounts presented as of December 31, 2021 have been derived from the audited financial statements included in BOK Financial’s 2021 Form 10-K but do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. Operating results for the nine-month period ended September 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022.

Newly Adopted and Pending Accounting Policies

Financial Accounting Standards Board (“FASB”)

FASB Accounting Standards Update No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04")

On March 12, 2020, the FASB issued ASU 2020-04 which provides optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships that reference LIBOR or another reference rate expected to be discontinued, subject to meeting certain criteria. Under the new guidance, an entity can elect by accounting topic or industry subtopic to account for the modification of a contract affected by reference rate reform as a continuation of the existing contract, if certain conditions are met. In addition, the new guidance allows an entity to elect on a hedge-by-hedge basis to continue to apply hedge accounting for hedging relationships in which the critical terms change due to reference rate reform, if certain conditions are met. A one-time election to sell and/or transfer held-to-maturity debt securities that reference a rate affected by reference rate reform is also allowed. ASU 2020-04 became effective for all entities as of March 12, 2020 and will apply to all LIBOR reference rate modifications through December 31, 2022. Adoption of ASU 2020-04 did not have a material impact on the Company's financial statements.

FASB Accounting Standards Update No. 2021-01, Reference Rate Reform (Topic 848): Scope ("ASU 2021-01")

On January 7, 2021, the FASB issued ASU 2021-01 which clarifies that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. The amendments in this update are elective and apply to all entities that have derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform. The amendments also optionally apply to all entities that designate receive-variable rate, pay-variable-rate cross-currency interest rate swaps as hedging instruments in net investment hedges that are modified as a result of reference rate reform. ASU 2021-01 is effective immediately for all entities and amendments may be applied on a full retrospective basis as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020. Adoption of ASU 2021-01 did not have a material impact on the Company's financial statements.

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FASB Accounting Standards Update No. 2022-01, Derivatives and Hedging (Topic 815), Fair Value Hedging - Portfolio Layer Method ("ASU 2022-01")

On March 28, 2022, the FASB issued ASU 2022-01 which clarifies existing guidance around fair value hedge accounting of interest rate risk for portfolios of financial assets. Under existing guidance, the "last-of-layer" method (now known as the "portfolio layer" method) enables an entity to apply fair value hedging to a stated amount of a closed portfolio of prepayable financial assets without having to consider prepayment risk or credit risk when measuring those assets. ASU 2022-01 expands the scope of this guidance to allow entities to apply the portfolio layer method to portfolios of all financial assets, including both prepayable and non-prepayable financial assets. ASU 2022-01 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Adoption of ASU 2022-01 is not expected to have a material impact on the Company's financial statements as we do not currently apply hedge accounting to our financial assets.

FASB Accounting Standards Update No. 2022-02, Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures ("ASU 2022-02")

On March 31, 2022, the FASB issued ASU 2022-02 which eliminates the accounting guidance on troubled debt restructurings ("TDRs") for creditors in ASC 310-40, while also no longer requiring an entity to consider renewals, modifications, and extensions that result from reasonably expected TDRs in their calculation of the allowance for credit losses. For receivables for which there has been a modification in their contractual cash flows, ASU 2022-02 requires disclosure, by class of financing receivable, of the types of modifications, the financial effects of those modifications, and the performance of these modified receivables, along with receivables that had a payment default during the current period and had modifications to the contractual cash flows within 12 months prior to the default. Further, ASU 2022-02 requires entities to disclose gross write-offs recorded in the current period by year of origination in the vintage disclosures on a year-to-date basis. ASU 2022-02 is effective for fiscal years beginning after December 15, 2022 and amendments related to TDR recognition and measurement may be applied using either a prospective or modified retrospective transition method, while amendments on TDR and vintage disclosures are to be adopted prospectively. Management is currently evaluating the impact of ASU 2022-02 on the Company's financial statements.

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(2) Securities

Trading Securities

 

The fair value and net unrealized gain (loss) included in trading securities are as follows (in thousands):

 

						September 30, 2022												December 31, 2021
						Fair Value						Net Unrealized Gain (Loss)						Fair Value						Net Unrealized Gain (Loss)
U.S. government securities						$	8,757					$	—					$	23,610					$	40
Residential agency mortgage-backed securities						2,138,527						(68,373)						9,068,900						(9,338)
Municipal securities						22,611						(427)						25,783						34
Other trading securities						24,723						(500)						18,520						(26)
Total trading securities						$	2,194,618					$	(69,300)					$	9,136,813					$	(9,290)

Investment Securities

 

The amortized cost and fair values of investment securities are as follows (in thousands):

						September 30, 2022
						Amortized						Carrying						Fair						Gross Unrealized
						Cost						Value1						Value						Gain						Loss
Municipal securities						$	173,113					$	173,113					$	176,990					$	5,138					$	(1,261)
Mortgage-backed securities:
Residential agency						2,614,691						2,373,039						2,205,333						167						(167,873)
Commercial agency						17,260						15,532						14,437						—						(1,095)
Other debt securities						11,288						11,288						11,006						—						(282)
Total investment securities						2,816,352						2,572,972						2,407,766						5,305						(170,511)
Allowance for credit losses						(612)						(612)
Investment securities, net of allowance						$	2,815,740					$	2,572,360					$	2,407,766					$	5,305					$	(170,511)

1    Carrying value includes $243 million of net unrealized loss which remains in Accumulated other comprehensive income ("AOCI") in the Consolidated Balance Sheets related to certain securities transferred during the second quarter of 2022 from the Available for Sale securities portfolio to the Investment securities portfolio as discussed in greater detail following.

						December 31, 2021
						Amortized						Carrying						Fair						Gross Unrealized
						Cost						Value						Value						Gain						Loss
Municipal securities						$	203,772					$	203,772					$	223,609					$	19,851					$	(14)
Mortgage-backed securities:
Residential agency						6,939						6,939						7,500						561						—
Other debt securities						288						288						286						—						(2)
Total investment securities						210,999						210,999						231,395						20,412						(16)
Allowance for credit losses						(555)						(555)
Investment securities, net of allowance						$	210,444					$	210,444					$	231,395					$	20,412					$	(16)

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The amortized cost and fair values of investment securities at September 30, 2022, by contractual maturity, are as shown in the following table (dollars in thousands):

						Less than One Year						One to Five Years						Six to Ten Years						Over Ten Years						Total						Weighted Average Maturity1
Fixed maturity debt securities:
Carrying value						$	23,919					$	102,100					$	68,921					$	4,993					$	199,933					4.57
Fair value						24,075						106,695						66,693						4,970						202,433
Residential mortgage-backed securities:
Carrying value																														$	2,373,039					2
Fair value																														2,205,333
Total investment securities:
Carrying value																														$	2,572,972
Fair value																														2,407,766

1Expected maturities may differ from contractual maturities, because borrowers may have the right to call or prepay obligations with or without penalty.

2The average expected lives of residential mortgage-backed securities were 5.5 years years based upon current prepayment assumptions.

Temporarily Impaired Investment Securities

(dollars in thousands):

						September 30, 2022
						Number of Securities						Less Than 12 Months												12 Months or Longer												Total
												Fair Value						Unrealized Loss						Fair Value						Unrealized Loss						Fair Value						Unrealized Loss
Investment:
Municipal securities						58						$	39,774					$	1,178					$	519					$	83					$	40,293					$	1,261
Mortgage-backed securities:
Residential agency						116						2,204,036						167,873						—						—						2,204,036						167,873
Commercial agency						2						14,437						1,095						—						—						14,437						1,095
Other debt securities						3						9,734						266						259						16						9,993						282
Total investment securities						179						$	2,267,981					$	170,412					$	778					$	99					$	2,268,759					$	170,511

						December 31, 2021
						Number of Securities						Less Than 12 Months												12 Months or Longer												Total
												Fair Value						Unrealized Loss						Fair Value						Unrealized Loss						Fair Value						Unrealized Loss
Investment:
Municipal securities						1						$	—					$	—					$	587					$	14					$	587					$	14
Other debt securities						2						273						2						—						—						273						2
Total investment securities						3						$	273					$	2					$	587					$	14					$	860					$	16

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Available for Sale Securities 

The amortized cost and fair value of available for sale securities are as follows (in thousands):

						September 30, 2022
						Amortized						Fair						Gross Unrealized
						Cost						Value						Gain						Loss
U.S. Treasury						$	1,000					$	890					$	—					$	(110)
Municipal securities						689,779						619,349						—						(70,430)
Mortgage-backed securities:
Residential agency						5,286,454						4,894,569						221						(392,106)
Residential non-agency						545,094						506,394						10,532						(49,232)
Commercial agency						4,453,855						4,019,220						—						(434,635)
Other debt securities						500						472						—						(28)
Total available for sale securities						$	10,976,682					$	10,040,894					$	10,753					$	(946,541)

						December 31, 2021
						Amortized						Fair						Gross Unrealized
						Cost						Value						Gain						Loss
U.S. Treasury						$	1,001					$	1,000					$	—					$	(1)
Municipal securities						515,551						508,365						1,302						(8,488)
Mortgage-backed securities:
Residential agency						7,908,587						8,006,616						155,477						(57,448)
Residential non-agency						10,625						24,339						13,714						—
Commercial agency						4,628,172						4,617,025						36,868						(48,015)
Other debt securities						500						472						—						(28)
Total available for sale securities						$	13,064,436					$	13,157,817					$	207,361					$	(113,980)

The amortized cost and fair values of available for sale securities at September 30, 2022, by contractual maturity, are as shown in the following table (dollars in thousands):

			Less than One Year						One to Five Years						Six to Ten Years						Over Ten Years						Total						Weighted Average Maturity1
Fixed maturity debt securities:
Amortized cost			$	122,091					$	2,162,215					$	2,420,097					$	440,731					$	5,145,134					6.15
Fair value			120,736						2,007,747						2,108,706						402,742						4,639,931
Residential mortgage-backed securities:
Amortized cost																											$	5,831,548					2
Fair value																											5,400,963
Total available for sale securities:
Amortized cost																											$	10,976,682
Fair value																											10,040,894

1Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without penalty.

2The average expected lives of residential mortgage-backed securities were 4.4 years years based upon current prepayment assumptions.

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Sales of available for sale securities resulted in gains and losses as follows (in thousands):

			Three Months Ended September 30,												Nine Months Ended September 30,
			2022						2021						2022						2021
Proceeds			$	30,834					$	94,128					$	242,135					$	488,274
Gross realized gains			1,116						1,572						4,510						3,812
Gross realized losses			(224)						(317)						(1,493)						(660)
Related federal and state income tax expense			209						301						706						756

The fair value of debt securities pledged as collateral for repurchase agreements, public trust funds on deposit and for other purposes, as required by law was $8.9 billion at September 30, 2022 and $10.2 billion at December 31, 2021. The secured parties do not have the right to sell or repledge these securities.

Temporarily Impaired Available for Sale Securities

(dollars in thousands)

						September 30, 2022
						Number of Securities						Less Than 12 Months												12 Months or Longer												Total
												Fair Value						Unrealized Loss						Fair Value						Unrealized Loss						Fair Value						Unrealized Loss
Available for sale:
U.S. Treasury						1						$	890					$	110					$	—					$	—					$	890					$	110
Municipal securities						238						275,952						20,417						343,396						50,013						619,348						70,430
Mortgage-backed securities:
Residential agency						621						4,761,363						381,057						105,816						11,049						4,867,179						392,106
Residential non-agency						25						489,067						49,232						—						—						489,067						49,232
Commercial agency						281						1,866,226						114,850						2,152,994						319,785						4,019,220						434,635
Other debt securities						1						—						—						472						28						472						28
Total available for sale securities						1,167						$	7,393,498					$	565,666					$	2,602,678					$	380,875					$	9,996,176					$	946,541

						December 31, 2021
						Number of Securities						Less Than 12 Months												12 Months or Longer												Total
												Fair Value						Unrealized Loss						Fair Value						Unrealized Loss						Fair Value						Unrealized Loss
Available for sale:
U.S. Treasury						1						$	1,000					$	1					$	—					$	—					$	1,000					$	1
Municipal securities						175						423,575						7,762						22,476						726						446,051						8,488
Mortgage-backed securities:
Residential agency						120						2,382,094						37,121						750,044						20,327						3,132,138						57,448
Commercial agency						165						2,104,689						35,488						703,216						12,527						2,807,905						48,015
Other debt securities						1						—						—						472						28						472						28
Total available for sale securities						462						$	4,911,358					$	80,372					$	1,476,208					$	33,608					$	6,387,566					$	113,980

Based on evaluations of impaired securities as of September 30, 2022, the Company does not intend to sell any impaired available for sale debt securities before fair value recovers to the current amortized cost, and it is more-likely-than-not that the Company will not be required to sell impaired securities before fair value recovers, which may be maturity.

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Fair Value Option Securities

 

Fair value option securities represent securities which the Company has elected to carry at fair value and are separately identified on the Consolidated Balance Sheets. Changes in the fair value are recognized in earnings as they occur. Certain securities are held as an economic hedge of the mortgage servicing rights. 

The fair value and net unrealized gain (loss) included in fair value option securities is as follows (in thousands):

						September 30, 2022												December 31, 2021
						Fair Value						Net Unrealized Gain (Loss)						Fair Value						Net Unrealized Gain (Loss)
Residential agency mortgage-backed securities						$	33,966					$	(3,767)					$	43,770					$	1,591

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(3) Derivatives

 

Derivative instruments may be used by the Company as part of its internal risk management programs or may be offered to customers. All derivative instruments are carried at fair value, and changes in fair value are reported in earnings as they occur. Credit risk is also considered in determining fair value. Deterioration in the credit rating of customer or other counterparties reduce the fair value of asset contracts. Deterioration of our credit rating could decrease the fair value of our derivative liabilities.

When bilateral netting agreements or similar arrangements exist between the Company and its counterparties that create a single legal claim or obligation to pay or receive the net amount in settlement of the individual derivative contracts, the Company reports derivative assets and liabilities on a net by derivative contract type by counterparty basis.

Derivative contracts may require the Company to provide or receive cash margin as collateral for derivative assets and liabilities. Derivative assets and liabilities are reported net of cash margin when certain conditions are met. In addition, derivative contracts executed with customers under Customer Risk Management Programs may be secured by non-cash collateral in conjunction with a credit agreement with that customer. Access to collateral in the event of default is reasonably assured.

 

None of these derivative contracts have been designated as hedging instruments for accounting purposes.

Customer Risk Management Programs

 

BOK Financial offers programs to permit its customers to manage various risks, including fluctuations in energy, cattle and other agricultural products, interest rates and foreign exchange rates with derivative contracts. Customers may also manage interest rate risk through interest rate swaps used by borrowers to modify interest rate terms of their loans. Derivative contracts are executed between the customers and BOK Financial. Offsetting contracts are executed between BOK Financial and other selected counterparties to minimize the risk of changes in commodity prices, interest rates or foreign exchange rates. The counterparty contracts are identical to customer contracts, except for a fixed pricing spread or fee paid to BOK Financial as profit and compensation for administrative costs and credit risk which is recognized over the life of the contracts and included in Other operating revenue – Brokerage and trading revenue in the Consolidated Statements of Earnings.

 

Trading

BOK Financial may offer derivative instruments such as to-be-announced securities to mortgage banking customers to enable them to manage their market risk or to mitigate the Company's market risk of holding trading securities. Changes in the fair value of derivative instruments for trading purposes or used to mitigate the market risk of holding trading securities are included in Other operating revenue – Brokerage and trading revenue.

Internal Risk Management Programs

 

BOK Financial may use derivative contracts in managing its interest rate sensitivity, as part of its economic hedge of the change in the fair value of mortgage servicing rights. Changes in the fair value of derivative instruments used in managing interest rate sensitivity and as part of the economic hedge of changes in the fair value of mortgage servicing rights are included in Other operating revenue – Gain (loss) on derivatives, net in the Consolidated Statements of Earnings.

As discussed in Note 5, certain derivative contracts not designated as hedging instruments related to mortgage loan commitments and forward sales contracts are included in Residential mortgage loans held for sale on the Consolidated Balance Sheets. See Note 5 for additional discussion of notional, fair value and impact on earnings of these contracts.

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The following table summarizes the fair values of derivative contracts recorded as “derivative contracts” assets and liabilities in the balance sheet at September 30, 2022 (in thousands):

						Assets
						Notional1						Gross Fair Value						Netting Adjustments						Net Fair Value Before Cash Collateral						Cash Collateral						Fair Value Net of Cash Collateral
Customer risk management programs:
Interest rate contracts						$	2,679,510					$	170,252					$	—					$	170,252					$	(109,758)					$	60,494
Energy contracts						8,408,274						1,826,832						(766,029)						1,060,803						(35,907)						1,024,896
Foreign exchange contracts						243,059						237,031						—						237,031						(2,023)						235,008
Equity option contracts						31,237						188						—						188						(91)						97
Total customer risk management programs						11,362,080						2,234,303						(766,029)						1,468,274						(147,779)						1,320,495
Trading						20,478,198						588,982						(217,095)						371,887						(349)						371,538
Internal risk management programs						85,000						3,094						(1,385)						1,709						—						1,709
Total derivative contracts						$	31,925,278					$	2,826,379					$	(984,509)					$	1,841,870					$	(148,128)					$	1,693,742
						Liabilities
						Notional1						Gross Fair Value						Netting Adjustments						Net Fair Value Before Cash Collateral						Cash Collateral						Fair Value Net of Cash Collateral
Customer risk management programs:
Interest rate contracts						$	2,679,510					$	170,252					$	—					$	170,252					$	—					$	170,252
Energy contracts						8,735,189						1,860,112						(766,029)						1,094,083						(984,924)						109,159
Foreign exchange contracts						241,984						235,653						—						235,653						—						235,653
Equity option contracts						31,237						188						—						188						—						188
Total customer risk management programs						11,687,920						2,266,205						(766,029)						1,500,176						(984,924)						515,252
Trading						18,089,890						537,052						(217,095)						319,957						(24,358)						295,599
Internal risk management programs						393,595						11,809						(1,385)						10,424						—						10,424
Total derivative contracts						$	30,171,405					$	2,815,066					$	(984,509)					$	1,830,557					$	(1,009,282)					$	821,275

1    Notional amounts for commodity contracts are converted into dollar-equivalent amounts based on dollar prices at the inception of the contract.

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The following table summarizes the fair values of derivative contracts recorded as “derivative contracts” assets and liabilities in the balance sheet at December 31, 2021 (in thousands):

						Assets
						Notional 1						Gross Fair Value						Netting Adjustments						Net Fair Value Before Cash Collateral						Cash Collateral						Fair Value Net of Cash Collateral
Customer risk management programs:
Interest rate contracts						$	2,614,162					$	53,881					$	(10,101)					$	43,780					$	—					$	43,780
Energy contracts						6,360,095						1,168,363						(375,624)						792,739						—						792,739
Foreign exchange contracts						216,272						215,148						—						215,148						—						215,148
Equity option contracts						42,136						755						—						755						(242)						513
Total customer risk management programs						9,232,665						1,438,147						(385,725)						1,052,422						(242)						1,052,180
Trading						35,592,751						139,694						(104,326)						35,368						(721)						34,647
Internal risk management programs						869,506						10,687						(217)						10,470						—						10,470
Total derivative contracts						$	45,694,922					$	1,588,528					$	(490,268)					$	1,098,260					$	(963)					$	1,097,297
						Liabilities
						Notional 1						Gross Fair Value						Netting Adjustments						Net Fair Value Before Cash Collateral						Cash Collateral						Fair Value Net of Cash Collateral
Customer risk management programs:
Interest rate contracts						$	2,614,162					$	54,062					$	(10,101)					$	43,961					$	(33,870)					$	10,091
Energy contracts						6,480,840						1,210,946						(375,624)						835,322						(803,102)						32,220
Foreign exchange contracts						208,381						207,119						—						207,119						(447)						206,672
Equity option contracts						42,136						755						—						755						—						755
Total customer risk management programs						9,345,519						1,472,882						(385,725)						1,087,157						(837,419)						249,738
Trading						41,285,649						152,947						(104,326)						48,621						(24,074)						24,547
Internal risk management programs						298,832						1,557						(217)						1,340						—						1,340
Total derivative contracts						$	50,930,000					$	1,627,386					$	(490,268)					$	1,137,118					$	(861,493)					$	275,625

1    Notional amounts for commodity contracts are converted into dollar-equivalent amounts based on dollar prices at the inception of the contract.

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The following summarizes the pre-tax net gains (losses) on derivative instruments and where they are recorded in the income statement (in thousands):

						Three Months Ended
						September 30, 2022												September 30, 2021
						Brokerage and Trading Revenue						Gain (Loss) on Derivatives, Net						Brokerage and Trading Revenue						Gain (Loss) on Derivatives, Net
Customer risk management programs:
Interest rate contracts						$	2,677					$	—					$	1,283					$	—
Energy contracts						10,386						—						5,528						—
Agricultural contracts						—						—						(1)						—
Foreign exchange contracts						116						—						120						—
Equity option contracts						—						—						—						—
Total customer risk management programs						13,179						—						6,930						—
Trading1						52,373						—						9,952						—
Internal risk management programs						—						(17,009)						—						(5,760)
Total derivative contracts						$	65,552					$	(17,009)					$	16,882					$	(5,760)

1    Represents changes in fair value of to-be-announced securities and other derivative instruments held to mitigate market risk of trading securities portfolio, which is offset by changes in fair value of trading securities also included in Brokerage and Trading Revenue in the Consolidated Statements of Earnings.

						Nine Months Ended
						September 30, 2022												September 30, 2021
						Brokerage and Trading Revenue						Gain (Loss) on Derivatives, Net						Brokerage and Trading Revenue						Gain (Loss) on Derivatives, Net
Customer risk management programs:
Interest rate contracts						9,958						—						3,687						—
Energy contracts						26,870						—						7,142						—
Agricultural contracts						—						—						27						—
Foreign exchange contracts						422						—						471						—
Equity option contracts						—						—						—						—
Total customer risk management programs						37,250						—						11,327						—
Trading1						68,071						—						(1,976)						—
Internal risk management programs						—						(77,559)						—						(14,590)
Total derivative contracts						$	105,321					$	(77,559)					$	9,351					$	(14,590)

1    Represents changes in fair value of to-be-announced securities and other derivative instruments held to mitigate market risk of trading securities portfolio, which is offset by changes in fair value of trading securities also included in Brokerage and Trading Revenue in the Consolidated Statements of Earnings.

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(4) Loans and Allowances for Credit Losses

Loans

Loans are either secured or unsecured based on the type of loan and the financial condition of the borrower. Repayment is generally expected from cash flow or proceeds from the sale of selected assets of the borrower. BOK Financial is exposed to risk of loss on loans due to the borrower’s difficulties, which may arise from any number of factors, including problems within the respective industry or local economic conditions. Access to collateral, in the event of borrower default, is reasonably assured through adherence to applicable lending laws and through sound lending standards and credit review procedures. Accounting policies for all loans, excluding residential mortgage loans guaranteed by U.S. government agencies, are as follows.

Interest is accrued at the applicable interest rate on the principal amount outstanding. Loans are placed on nonaccruing status when, in the opinion of management, full collection of principal or interest is uncertain. Internally risk graded loans are individually evaluated for nonaccruing status quarterly. Non-risk graded loans are generally placed on nonaccruing status when more than 90 days past due or within 60 days of being notified of the borrower's bankruptcy filing. Interest previously accrued but not collected is charged against interest income when the loan is placed on nonaccruing status. Accrued but not paid interest receivable is included in Receivables in the Consolidated Balance Sheets. Payments on nonaccruing loans are applied to principal or recognized as interest income, according to management’s judgment as to the collectability of principal. Loans may be returned to accruing status when, in the opinion of management, full collection of principal and interest, including principal previously charged off, is probable based on improvements in the borrower’s financial condition or a sustained period of performance.

For loans acquired with no evidence of credit deterioration, discounts are accreted on either an individual basis for loans with unique characteristics or on a pool basis for groups of homogeneous loans. Accretion is discontinued when a loan with an individually attributed discount is placed on nonaccruing status.

Loans to borrowers experiencing financial difficulties may be modified in TDRs. Primarily all TDRs are classified as nonaccruing, excluding loans guaranteed by U.S. government agencies. Modifications generally consist of extension of payment terms or interest rate concessions and may result either voluntarily through negotiations with the borrower or involuntarily through court order. Payment deferrals up to six months are generally considered to be short-term modifications. Generally, principal and accrued but unpaid interest is not voluntarily forgiven.

Performing loans may be renewed under the current collateral value, debt service ratio and other underwriting standards. Nonaccruing loans may be renewed and will remain classified as nonaccruing. 

Occasionally, loans, other than residential mortgage loans, may be held for sale in order to manage credit concentration. These loans are carried at the lower of cost or fair value with gains or losses recognized in Other gains (losses), net in the Consolidated Statements of Earnings.

All loans are charged off when the loan balance or a portion of the loan balance is no longer supported by the paying capacity of the borrower or when the required cash flow is reduced in a TDR. The charge-off amount is determined through a quarterly evaluation of available cash resources and collateral values. Internally risk graded loans are evaluated quarterly, and charge-offs are taken in the quarter in which the loss is identified. Non-risk graded loans that are past due between 60 days and 180 days, based on the loan product type, are charged off. Loans to borrowers whose personal obligation has been discharged through Chapter 7 bankruptcy proceedings are charged off within 60 days of notice of the bankruptcy filing, regardless of payment status.

Loan origination and commitment fees and direct loan acquisition and origination costs are deferred and amortized as an adjustment to yield over the life of the loan or over the commitment period, as applicable. Amortization does not anticipate loan prepayments. Net unamortized fees are recognized in full at time of payoff.

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Qualifying residential mortgage loans guaranteed by U.S. government agencies have been sold into GNMA pools. Under certain performance conditions specified in government programs, the Company may have the right, but not the obligation to repurchase loans from GNMA pools. These loans no longer qualify for sale accounting and are recognized in the Consolidated Balance Sheets. We do not expect to receive all principal and interest based on the loan's contractual terms. A portion of the principal balance continues to be guaranteed; however, interest accrues at a curtailed rate as specified in the programs. The carrying value of these loans is reduced based on an estimate of the expected cash flows discounted at the original note rate plus a liquidity spread. Guaranteed loans may be modified in TDRs in accordance with U.S. government agency guidelines. Interest continues to accrue based on the modified rate. Guaranteed loans may either be resold into GNMA pools after a performance period specified by the programs or foreclosed and conveyed to the guarantors.

Loans are disaggregated into portfolio segments and further disaggregated into classes. The portfolio segment is the level at which the Company develops and documents a systematic method for determining its allowance for credit losses. Classes are a further disaggregation of portfolio segments based on the risk characteristics of the loans and the Company’s method for monitoring and assessing credit risk. 

Portfolio segments of the loan portfolio are as follows (in thousands):

						September 30, 2022																								December 31, 2021
						Fixed Rate						Variable Rate						Non-accrual						Total						Fixed Rate						Variable Rate						Non-accrual						Total
Commercial						$	3,333,460					$	10,198,556					$	75,670					$	13,607,686					$	3,360,117					$	9,072,244					$	74,104					$	12,506,465
Commercial real estate						888,066						3,577,874						7,971						4,473,911						929,015						2,888,048						14,262						3,831,325
Paycheck protection program						20,233						—						—						20,233						276,341						—						—						276,341
Loans to individuals						2,055,244						1,586,224						47,159						3,688,627						2,037,792						1,508,064						45,693						3,591,549
Total						$	6,297,003					$	15,362,654					$	130,800					$	21,790,457					$	6,603,265					$	13,468,356					$	134,059					$	20,205,680

Credit Commitments

 

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of conditions established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. At September 30, 2022, outstanding commitments totaled $14.6 billion. Because some commitments are expected to expire before being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. BOK Financial uses the same credit policies in making commitments as it does loans.

The amount of collateral obtained, if deemed necessary, is based upon management’s credit evaluation of the borrower.

Standby letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. Because the credit risk involved in issuing standby letters of credit is essentially the same as that involved in extending loan commitments, BOK Financial uses the same credit policies in evaluating the creditworthiness of the customer. Additionally, BOK Financial uses the same evaluation process in obtaining collateral on standby letters of credit as it does for loan commitments. The term of these standby letters of credit is defined in each commitment and typically corresponds with the underlying loan commitment. At September 30, 2022, outstanding standby letters of credit totaled $725 million. 

Allowances for Credit Losses and Accrual for Off-balance Sheet Credit Risk from Unfunded Loans Commitments

The allowance for loan losses and accrual for off-balance sheet credit risk from unfunded loan commitments represent the portion of the amortized cost basis of loans that we do not expect to collect over the asset’s contractual life, considering past events, current conditions, and reasonable and supportable forecasts of future economic conditions. The appropriateness of the allowance for credit losses, including industry and product adjustments, is assessed quarterly by a senior management Allowance Committee. This review is based on an on-going evaluation of the estimated expected credit losses in the portfolio and on unused commitments to provide financing. A well-documented methodology has been developed and is applied by an independent Credit Administration department to assure consistency across the Company.

The allowance for loan losses consists of specific allowances attributed to certain individual loans, generally nonaccruing loans, with dissimilar risk characteristics that have not yet been charged down to amounts we expect to recover and general allowances for estimated credit losses on pools of loans that share similar risk characteristics.

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When full collection of principal or interest is uncertain, the loan’s risk characteristics have changed, and we exclude the loan from the general allowance pool, typically designating it as nonaccruing. For these loans, a specific allowance reflects the expected credit loss.

We measure specific allowances for loans excluded from the general allowance pool by an evaluation of estimated future cash flows discounted at the loan's initial effective interest rate or the fair value of collateral for certain collateral dependent loans. For a non-collateral dependent loan, the specific allowance is the amount by which the loan’s amortized cost basis exceeds its net realizable value. We measure the specific allowance for collateral dependent loans as the amount by which the loan’s amortized cost basis exceeds its fair value. When repayment is expected to be provided substantially through the sale of collateral, we deduct estimated selling costs from the collateral’s fair value. Generally, for real property held as collateral for loans, third party appraisals that conform to Uniform Standards of Professional Appraisal Practice serve as the basis for the fair value of real property held as collateral. These appraised values are on an “as-is” basis and generally are not adjusted by the Company. We obtain updated appraisals at least annually or more frequently if market conditions indicate collateral values may have declined. For energy loans, our internal staff of engineers generally determines collateral value of mineral rights based on projected cash flows from proven oil and gas reserves under existing economic and operating conditions. For real property held as collateral for other loans, third party appraisals that conform to Uniform Standards of Professional Appraisal Practice generally serve as the basis for the fair value. These appraised values are on an “as-is” basis and generally are not adjusted by the Company. We obtain updated appraisals at least annually or more frequently if market conditions indicate collateral values may have declined. Our special assets staff generally determines the value of other collateral based on projected liquidation cash flows under current market conditions. We evaluate collateral values and available cash resources quarterly. Historical statistics may be used to estimate specific allowances in limited situations, such as when a collateral dependent loan is removed from the general allowance pool near the end of a reporting period until an appraisal of collateral value is received or a full assessment of future cash flows is completed.

General allowances estimate expected credit losses on pools of loans sharing similar risk characteristics that are expected to occur over the loan’s estimated remaining life. The loan’s estimated remaining life represents the contractual term adjusted for amortization, estimates of prepayments, and borrower-owned extension options. Approximately 90 percent of the committed dollars in the loan portfolio is risk graded loans with general allowance model inputs that include probability of default, loss given default, and exposure at default. Probability of default is based on the migration of loans from performing to nonperforming using historical life of loan analysis periods. Loss given default is based on the aggregate losses incurred, net of estimated recoveries. Exposure at default represents an estimate of the outstanding amount of credit exposure at the time a default may occur.

Charge-off migration is used to calculate the general allowance for the majority of non-risk graded loans to individuals. The expected credit loss on less than 10 percent of the committed dollars in the portfolio is calculated using charge-off migration.

The expected credit loss on approximately 1 percent of the committed dollars in the portfolio is calculated using a non-modeled approach. Specifically, the calculation applies a long-term net charge-off rate to the loan balances, adjusted for the weighted average remaining maturity of each portfolio.

    

In estimating the expected credit losses for general allowances on performing risk-graded loans, each portfolio class is assigned relevant economic loss drivers which best explain variations in portfolio net loss rates. The probability of default estimates for each portfolio class are adjusted for current and forecasted economic conditions. The result is applied to the exposure at default and loss given default to calculate the lifetime expected credit loss estimate. Selection of relevant economic loss drivers is re-evaluated periodically and involves statistical analysis as well as management judgment. The unemployment rate factors significantly in the allowance for loan losses calculation, affecting commercial and loans to individuals segments. Other primary factors impacting the commercial portfolio include BBB corporate spreads, real gross domestic product growth rate, and energy commodity prices. The primary commercial real estate variables are vacancy rate and BBB corporate spreads. In addition to the unemployment rate, the forecast for loans to individuals is tied to a home price index. The forecasts may include regional economic factors when localized conditions diverge from national conditions.

An Economic Forecast Committee, consisting of senior management with members largely independent of the allowance process develops a twelve-month forward-looking forecast for the relevant economic loss drivers. Management develops these forecasts based on external data as well as a view of future economic conditions which may include adjustments for regional conditions. The forecast includes three economic scenarios and probability weights for each scenario. The base forecast represents management's view of the most likely outcome, while the downside forecast reflects reasonably possible worsening economic conditions, and the upside forecast projects reasonably possible improving conditions.

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At the end of the one-year reasonable and supportable forecast period, we transition from shorter-term expected losses to long-term loss averages for the loan’s estimated remaining life. The difference between short-term loss forecasts and long-term loss averages is run-off over the reversion horizon, up to three years, depending on the forecasted economic scenarios.

General allowances also consider the estimated impact of factors that are not captured in the modeled results or historical experience. These factors may increase or decrease modeled results by amounts determined by the Allowance Committee. Factors not captured in modeled results or historical experience may include for example, new lines of business, market conditions that have not been previously encountered, observed changes in credit risk that are not yet reflected in macro-economic factors, or economic conditions that impact loss given default assumptions.

The accrual for off-balance sheet credit risk is maintained at a level that is appropriate to cover estimated losses associated with credit instruments that are not currently recognized as assets such as loan commitments, standby letters of credit or guarantees that are not unconditionally cancelable by the bank. This accrual is included in other liabilities in the Consolidated Balance Sheets. The appropriateness of the accrual is determined in the same manner as the allowance for loan losses, with the added consideration of commitment usage over the remaining life for those loans that the bank can not unconditionally cancel.

A provision for credit losses is charged against or credited to earnings in amounts necessary to maintain an appropriate Allowance for Credit Losses. Recoveries of loans previously charged off are added to the allowance when received.

The activity in the allowance for loan losses and the allowance for off-balance sheet credit losses related to loan commitments and standby letters of credit is summarized as follows (in thousands):

						Three Months Ended
						September 30, 2022
						Commercial						Commercial Real Estate						Paycheck Protection Program						Loans to Individuals												Total
Allowance for loan losses:
Beginning balance						$	137,562					$	62,997					$	—					$	40,555											$	241,114
Provision for loan losses						3,158						(4,415)						—						2,368												1,111
Loans charged off						(75)						—						—						(1,691)												(1,766)
Recoveries of loans previously charged off						721						7						—						581												1,309
Ending balance						$	141,366					$	58,589					$	—					$	41,813											$	241,768
Allowance for off-balance sheet credit risk from unfunded loan commitments:
Beginning balance						$	15,839					$	24,670					$	—					$	1,741											$	42,250
Provision for off-balance sheet credit risk						939						12,826						—						295												14,060
Ending balance						$	16,778					$	37,496					$	—					$	2,036											$	56,310

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						Nine Months Ended
						September 30, 2022
						Commercial						Commercial Real Estate						Paycheck Protection Program						Loans to Individuals												Total
Allowance for loan losses:
Beginning balance						$	162,056					$	58,553					$	—					$	35,812											$	256,421
Provision for loan losses						(17,428)						138						—						8,276												(9,014)
Loans charged off						(6,162)						(269)						—						(4,508)												(10,939)
Recoveries						2,900						167						—						2,233												5,300
Ending balance						$	141,366					$	58,589					$	—					$	41,813											$	241,768
Allowance for off-balance sheet credit risk from unfunded loan commitments:
Beginning balance						$	13,812					$	17,442					$	—					$	1,723											$	32,977
Provision for off-balance sheet credit losses						2,966						20,054						—						313												23,333
Ending balance						$	16,778					$	37,496					$	—					$	2,036											$	56,310

						Three Months Ended
						September 30, 2021
						Commercial						Commercial Real Estate						Paycheck Protection Program						Loans to Individuals												Total
Allowance for loan losses:
Beginning balance						$	198,303					$	70,540					$	—					$	43,047											$	311,890
Provision for loan losses						(15,996)						(9,418)						—						(1,981)												(27,395)
Loans charged off						(6,979)						(1,422)						—						(1,183)												(9,584)
Recoveries of loans previously charged off						832						228						—						709												1,769
Ending balance						$	176,160					$	59,928					$	—					$	40,592											$	276,680
Allowance for off-balance sheet credit risk from unfunded loan commitments:
Beginning balance						$	10,094					$	12,348					$	—					$	1,845											$	24,287
Provision for off-balance sheet credit risk						2,772						2,294						—						(114)												4,952
Ending balance						$	12,866					$	14,642					$	—					$	1,731											$	29,239

						Nine Months Ended
						September 30, 2021
						Commercial						Commercial Real Estate						Paycheck Protection Program						Loans to Individuals												Total
Allowance for loan losses:
Beginning balance						$	254,934					$	86,558					$	—					$	47,148											$	388,640
Provision for loan losses						(44,331)						(24,579)						—						(5,319)												(74,229)
Loans charged off						(38,826)						(2,485)						—						(3,482)												(44,793)
Recoveries of loans previously charged off						4,383						434						—						2,245												7,062
Ending balance						$	176,160					$	59,928					$	—					$	40,592											$	276,680
Allowance for off-balance sheet credit risk from unfunded loan commitments:
Beginning balance						$	14,422					$	20,571					$	—					$	1,928											$	36,921
Provision for off-balance sheet credit risk						(1,556)						(5,929)						—						(197)												(7,682)
Ending balance						$	12,866					$	14,642					$	—					$	1,731											$	29,239

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A $15.0 million provision for credit losses was necessary for the third quarter of 2022, primarily related to strong loan growth in loans and unfunded commitments during the quarter. The level of uncertainty in the current economic outlook increased, resulting in an increase in the probability weighting of the downside scenario and key economic factors were slightly less favorable to economic growth across all scenarios. These changes were offset by a decrease in expected losses on commercial real estate, energy, healthcare and services loans and continued improvement in credit quality metrics.

The allowance for loan losses and recorded investment of the related loans by portfolio segment for each measurement method at September 30, 2022 is as follows (in thousands):

						Collectively Measured for General Allowances												Individually Measured for Specific Allowances												Total
						Recorded Investment						Related Allowance						Recorded Investment						Related Allowance						Recorded Investment						Related Allowance
Commercial						$	13,532,016					$	125,253					$	75,670					$	16,113					$	13,607,686					$	141,366
Commercial real estate						4,465,940						57,654						7,971						935						4,473,911						58,589
Paycheck protection program						20,233						—						—						—						20,233						—
Loans to individuals						3,641,468						41,813						47,159						—						3,688,627						41,813
Total						$	21,659,657					$	224,720					$	130,800					$	17,048					$	21,790,457					$	241,768

The allowance for loan losses and recorded investment of the related loans by portfolio segment for each measurement method at December 31, 2021 is as follows (in thousands):

						Collectively Measured for General Allowances												Individually Measured for Specific Allowances												Total
						Recorded Investment						Related Allowance						Recorded Investment						Related Allowance						Recorded Investment						Related Allowance
Commercial						$	12,432,361					$	158,063					$	74,104					$	3,993					$	12,506,465					$	162,056
Commercial real estate						3,817,063						56,204						14,262						2,349						3,831,325						58,553
Paycheck protection program						276,341						—						—						—						276,341						—
Loans to individuals						3,545,856						35,812						45,693						—						3,591,549						35,812
Total						$	20,071,621					$	250,079					$	134,059					$	6,342					$	20,205,680					$	256,421

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Credit Quality Indicators

The Company utilizes risk grading as primary credit quality indicators as it influences the probability of default which is a key attribute in the expected credit losses calculation. Substantially all commercial as well as commercial real estate loans and certain loans to individuals are risk graded based on a quarterly evaluation of the borrowers’ ability to repay the loans. Certain commercial loans and most loans to individuals are small, homogeneous pools that are not risk-graded. The credit quality of these loans is based on past due days in accordance with regulatory guidelines.

We have included in the credit quality indicator “pass” loans that are in compliance with the original terms of the agreement and currently exhibit no factors that cause management to have doubts about the borrowers’ ability to remain in compliance with the original terms of the agreement, which is consistent with the regulatory guideline of “pass.” This also includes past due residential mortgages that are guaranteed by agencies of the U.S. government that continue to accrue interest based on criteria of the guarantors’ programs.

Other loans especially mentioned ("Special Mention") are currently performing in compliance with the original terms of the agreement but may have a potential weakness that deserves management’s close attention, consistent with regulatory guidelines. Non-graded loans 30 to 59 days past due are categorized as Special Mention.

The risk grading process identifies certain loans that have a well-defined weakness (for example, inadequate debt service coverage or liquidity or marginal capitalization; repayment may depend on collateral or other risk mitigation) that may jeopardize liquidation of the debt and represent a greater risk due to deterioration in the financial condition of the borrower. This is consistent with the regulatory guideline for “substandard.” Because the borrowers are still performing in accordance with the original terms of the loan agreements, these loans remain on accruing status. Non-graded loans 60 to 89 days past due are categorized as Accruing Substandard.

Nonaccruing loans represent loans for which full collection of principal and interest is uncertain. This includes certain loans considered “substandard” and all loans considered “doubtful” by regulatory guidelines. Non-graded loans 90 or more days past due are categorized as Nonaccrual.

Probability of default is lowest for pass graded loans and increases for each credit quality indicator, Special Mention, and Accruing Substandard.

Vintage represents the year of origination, except for revolving loans which are considered in aggregate. Loans that were once revolving but have converted to term loans without additional underwriting appear in a separate vintage column.

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The following table summarizes the Company’s loan portfolio at September 30, 2022 by the risk grade categories and vintage (in thousands): 

			Origination Year
			2022			2021			2020			2019			2018			Prior			Revolving Loans			Revolving Loans Converted to Term Loans			Total
Commercial:
Energy
Pass			$	165,547		$	87,788		$	31,140		$	13,509		$	6,153		$	5,091		$	3,023,546		$	—		$	3,332,774
Accruing Substandard			—			—			—			1,046			482			688			22,909			9,525			34,650
Nonaccrual			—			—			—			—			—			292			3,872			—			4,164
Total energy			165,547			87,788			31,140			14,555			6,635			6,071			3,050,327			9,525			3,371,588
Healthcare
Pass			734,327			603,595			515,393			462,765			464,154			748,312			229,326			22			3,757,894
Special Mention			—			—			—			—			—			20,452			4			—			20,456
Accruing Substandard			—			—			—			—			—			6,835			—			—			6,835
Nonaccrual			—			—			—			26,652			6,488			8,298			—			—			41,438
Total healthcare			734,327			603,595			515,393			489,417			470,642			783,897			229,330			22			3,826,623
Services
Pass			600,374			512,773			300,490			199,238			161,527			754,204			689,197			683			3,218,486
Special Mention			313			396			295			769			940			39			999			—			3,751
Accruing Substandard			—			—			—			2,636			50			2,867			25,666			154			31,373
Nonaccrual			—			2,172			—			—			—			4,059			21,084			—			27,315
Total services			600,687			515,341			300,785			202,643			162,517			761,169			736,946			837			3,280,925
General business
Pass			579,329			433,284			205,796			197,961			143,995			306,131			1,227,059			1,883			3,095,438
Special Mention			—			878			—			—			1,889			1,153			8,314			—			12,234
Accruing Substandard			—			2,024			75			4,269			2,365			9,265			88			39			18,125
Nonaccrual			—			—			1,073			14			953			7			677			29			2,753
Total general business			579,329			436,186			206,944			202,244			149,202			316,556			1,236,138			1,951			3,128,550
Total commercial			2,079,890			1,642,910			1,054,262			908,859			788,996			1,867,693			5,252,741			12,335			13,607,686
Commercial real estate:
Pass			854,039			1,146,736			616,509			717,579			276,614			686,543			138,168			—			4,436,188
Special Mention			—			—			—			—			—			26,652			—			—			26,652
Accruing Substandard			—			—			—			—			—			3,100			—			—			3,100
Nonaccrual			—			—			—			7,571			—			400			—			—			7,971
Total commercial real estate			854,039			1,146,736			616,509			725,150			276,614			716,695			138,168			—			4,473,911

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			Origination Year
			2022			2021			2020			2019			2018			Prior			Revolving Loans			Revolving Loans Converted to Term Loans			Total
Paycheck protection program:
Pass			—			9,042			11,191			—			—			—			—			—			20,233
Total paycheck protection program			—			9,042			11,191			—			—			—			—			—			20,233
Loans to individuals:
Residential mortgage
Pass			280,323			376,110			402,088			67,906			42,603			278,129			350,036			23,185			1,820,380
Special Mention			—			59			189			16			11			261			629			37			1,202
Accruing Substandard			—			—			—			17			—			81			51			39			188
Nonaccrual			33			1,557			2,750			358			1,936			20,564			2,049			819			30,066
Total residential mortgage			280,356			377,726			405,027			68,297			44,550			299,035			352,765			24,080			1,851,836
Residential mortgage guaranteed by U.S. government agencies
Pass			—			2,235			8,876			11,995			18,851			203,552			—			—			245,509
Nonaccrual			—			—			299			1,467			2,631			12,560			—			—			16,957
Total residential mortgage guaranteed by U.S. government agencies			—			2,235			9,175			13,462			21,482			216,112			—			—			262,466
Personal:
Pass			181,102			208,625			156,718			170,232			71,133			206,780			578,456			357			1,573,403
Special Mention			26			129			25			6			12			4			1			—			203
Accruing Substandard			—			423			—			160			—			—			—			—			583
Nonaccrual			10			37			14			23			7			20			25			—			136
Total personal			181,138			209,214			156,757			170,421			71,152			206,804			578,482			357			1,574,325
Total loans to individuals			461,494			589,175			570,959			252,180			137,184			721,951			931,247			24,437			3,688,627
Total loans			$	3,395,423		$	3,387,863		$	2,252,921		$	1,886,189		$	1,202,794		$	3,306,339		$	6,322,156		$	36,772		$	21,790,457

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The following table summarizes the Company’s loan portfolio at December 31, 2021 by the risk grade categories and vintage (in thousands): 

			Origination Year
			2021			2020			2019			2018			2017			Prior			Revolving Loans			Revolving Loans Converted to Term Loans			Total
Commercial:
Energy
Pass			$	252,133		$	29,556		$	15,914		$	13,548		$	4,741		$	6,765		$	2,540,525		$	—		$	2,863,182
Special Mention			558			771			—			—			—			—			750			—			2,079
Accruing Substandard			10,650			22,611			1,185			814			—			716			74,556			—			110,532
Nonaccrual			—			20,487			—			—			—			714			9,890			—			31,091
Total energy			263,341			73,425			17,099			14,362			4,741			8,195			2,625,721			—			3,006,884
Healthcare
Pass			563,800			589,193			516,558			498,998			319,096			688,136			160,154			26			3,335,961
Special Mention			6,835			—			15,583			—			11,135			—			5			—			33,558
Accruing Substandard			—			—			27,135			543			—			1,981			—			—			29,659
Nonaccrual			—			—			—			6,542			—			8,711			509			—			15,762
Total healthcare			570,635			589,193			559,276			506,083			330,231			698,828			160,668			26			3,414,940
Services
Pass			696,149			405,057			289,375			275,010			225,404			795,029			607,958			375			3,294,357
Special Mention			434			405			1,830			1,047			3,290			47			17,210			192			24,455
Accruing Substandard			43			530			4,166			10,714			1,785			2,366			11,607			—			31,211
Nonaccrual			—			—			—			230			13,918			2,519			503			—			17,170
Total services			696,626			405,992			295,371			287,001			244,397			799,961			637,278			567			3,367,193
General business
Pass			584,438			211,892			264,462			177,384			168,977			215,014			1,047,420			2,284			2,671,871
Special Mention			218			223			60			1,435			3,842			—			5,875			—			11,653
Accruing Substandard			265			1,066			1,634			7,697			8,336			3,024			1,821			—			23,843
Nonaccrual			—			2,444			4,562			1,046			762			518			730			19			10,081
Total general business			584,921			215,625			270,718			187,562			181,917			218,556			1,055,846			2,303			2,717,448
Total commercial			2,115,523			1,284,235			1,142,464			995,008			761,286			1,725,540			4,479,513			2,896			12,506,465
Commercial real estate:
Pass			717,400			711,231			871,283			403,115			279,058			664,684			117,847			31			3,764,649
Special Mention			—			—			—			6,660			10,898			9,244			—			—			26,802
Accruing Substandard			—			—			—			13,352			4,480			7,780			—			—			25,612
Nonaccrual			—			—			8,076			—			—			6,186			—			—			14,262
Total commercial real estate			717,400			711,231			879,359			423,127			294,436			687,894			117,847			31			3,831,325

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			Origination Year
			2021			2020			2019			2018			2017			Prior			Revolving Loans			Revolving Loans Converted to Term Loans			Total
Paycheck protection program:
Pass			237,357			38,984			—			—			—			—			—			—			276,341
Total paycheck protection program			237,357			38,984			—			—			—			—			—			—			276,341
Loans to individuals:
Residential mortgage
Pass			386,092			452,537			84,001			60,390			68,150			295,632			320,638			21,463			1,688,903
Special Mention			—			—			156			—			19			411			282			159			1,027
Accruing Substandard			98			—			—			—			127			41			400			—			666
Nonaccrual			1,516			1,809			383			1,968			629			22,289			2,177			803			31,574
Total residential mortgage			387,706			454,346			84,540			62,358			68,925			318,373			323,497			22,425			1,722,170
Residential mortgage guaranteed by U.S. government agencies
Pass			699			11,380			20,650			27,970			32,742			246,871			—			—			340,312
Nonaccrual			—			—			1,259			821			635			11,146			—			—			13,861
Total residential mortgage guaranteed by U.S. government agencies			699			11,380			21,909			28,791			33,377			258,017			—			—			354,173
Personal:
Pass			218,960			180,577			177,389			70,249			92,592			135,041			638,713			728			1,514,249
Special Mention			—			9			34			3			—			47			—			—			93
Accruing Substandard			435			5			165			—			—			1			—			—			606
Nonaccrual			110			14			10			24			35			40			25			—			258
Total personal			219,505			180,605			177,598			70,276			92,627			135,129			638,738			728			1,515,206
Total loans to individuals			607,910			646,331			284,047			161,425			194,929			711,519			962,235			23,153			3,591,549
Total loans			$	3,678,190		$	2,680,781		$	2,305,870		$	1,579,560		$	1,250,651		$	3,124,953		$	5,559,595		$	26,080		$	20,205,680

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Nonaccruing Loans

A summary of nonaccruing loans at September 30, 2022 follows (in thousands): 

			As of September 30, 2022
			Total						With No Allowance						With Allowance						Related Allowance
Commercial:
Energy			$	4,164					$	4,164					$	—					$	—
Healthcare			41,438						34,951						6,487						946
Services			27,315						1,307						26,008						15,167
General business			2,753						2,753						—						—
Total commercial			75,670						43,175						32,495						16,113
Commercial real estate			7,971						400						7,571						935
Loans to individuals:
Residential mortgage			30,066						30,066						—						—
Residential mortgage guaranteed by U.S. government agencies			16,957						16,957						—						—
Personal			136						136						—						—
Total loans to individuals			47,159						47,159						—						—
Total			$	130,800					$	90,734					$	40,066					$	17,048

A summary of nonaccruing loans at December 31, 2021 follows (in thousands): 

			As of December 31, 2021
			Total						With No Allowance						With Allowance						Related Allowance
Commercial:
Energy			$	31,091					$	31,091					$	—					$	—
Healthcare			15,762						9,679						6,083						53
Services			17,170						13,686						3,484						2,584
General business			10,081						7,690						2,391						1,357
Total commercial			74,104						62,146						11,958						3,994
Commercial real estate			14,262						6,186						8,076						2,349
Loans to individuals:
Residential mortgage			31,574						31,574						—						—
Residential mortgage guaranteed by U.S. government agencies			13,861						13,861						—						—
Personal			258						258						—						—
Total loans to individuals			45,693						45,693						—						—
Total			$	134,059					$	114,025					$	20,034					$	6,343

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Troubled Debt Restructurings

At September 30, 2022 the Company had $240 million in TDRs, of which $176 million were accruing residential mortgage loans guaranteed by U.S. government agencies and $20 million were nonaccruing residential mortgage loans with no specific allowance necessary. Of the approximately $127 million of TDRs that are performing in accordance with the modified terms, $84 million are government guaranteed loans.

At December 31, 2021, the Company had $284 million in TDRs, of which $211 million were accruing residential mortgage loans guaranteed by U.S. government agencies. Of the approximately $152 million of TDRs that were performing in accordance with the modified terms, $84 million are government guaranteed loans.

TDRs generally consist of interest rate concessions, payment stream concessions or a combination of concessions to distressed borrowers. During the three and nine months ended September 30, 2022, $5.4 million and $32 million of loans were restructured and $22 thousand and $101 thousand of loans designated as TDRs were charged off. During the three and nine months ended September 30, 2021, $18 million and $81 million of loans were restructured and $712 thousand and $994 thousand of loans designated as TDRs were charged off.

Past Due Loans

Past due status for all loan classes is based on the actual number of days since the last payment was due according to the contractual terms of the loans, as modified for short-term payment deferral forbearance.

A summary of loans currently performing and past due as of September 30, 2022 is as follows (in thousands):

												Past Due																								Past Due 90 Days or More and Accruing
						Current						30 to 59 Days						60 to 89 Days						90 Days or More						Total
Commercial:
Energy						$	3,371,588					$	—					$	—					$	—					$	3,371,588					$	—
Healthcare						3,811,313						524						—						14,786						3,826,623						—
Services						3,277,632						1,832						154						1,307						3,280,925						—
General business						3,127,305						590						547						108						3,128,550						—
Total commercial						13,587,838						2,946						701						16,201						13,607,686						—
Commercial real estate						4,473,593						—						—						318						4,473,911						101
Paycheck protection program						20,211						—						3						19						20,233						19
Loans to individuals:
Residential mortgage						1,840,017						5,203						1,397						5,219						1,851,836						—
Residential mortgage guaranteed by U.S. government agencies						121,966						40,778						18,248						81,474						262,466						73,028
Personal						1,572,650						1,649						—						26						1,574,325						—
Total loans to individuals						3,534,633						47,630						19,645						86,719						3,688,627						73,028
Total						$	21,616,275					$	50,576					$	20,349					$	103,257					$	21,790,457					$	73,148

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A summary of loans currently performing and past due as of December 31, 2021 is as follows (in thousands):

												Past Due																								Past Due 90 Days or More and Accruing
						Current						30 to 59 Days						60 to 89 Days						90 Days or More						Total
Commercial:
Energy						$	3,002,623					$	545					$	3,716					$	—					$	3,006,884					$	—
Healthcare						3,412,072						2,359						—						509						3,414,940						—
Services						3,352,639						920						4,620						9,014						3,367,193						—
General business						2,705,596						6,080						997						4,775						2,717,448						199
Total commercial						12,472,930						9,904						9,333						14,298						12,506,465						199
Commercial real estate						3,827,962						—						206						3,157						3,831,325						—
Paycheck protection program						276,341						—						—						—						276,341						74
Loans to individuals:
Residential mortgage						1,707,654						6,263						1,556						6,697						1,722,170						—
Residential mortgage guaranteed by U.S. government agencies						181,022						26,869						16,751						129,531						354,173						118,819
Personal						1,514,938						66						24						178						1,515,206						40
Total loans to individuals						3,403,614						33,198						18,331						136,406						3,591,549						118,859
Total						$	19,980,847					$	43,102					$	27,870					$	153,861					$	20,205,680					$	119,132

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(5) Mortgage Banking Activities

Residential Mortgage Loan Production

The Company originates, markets and services conventional and government-sponsored residential mortgage loans. Generally, conforming fixed rate residential mortgage loans are held for sale in the secondary market, and non-conforming and adjustable-rate residential mortgage loans are retained for investment. Residential mortgage loans originated for sale by the Company are carried at fair value based on sales commitments and market quotes. Changes in the fair value of mortgage loans held for sale are included in Other operating revenue – Mortgage banking revenue. Residential mortgage loans held for sale also includes the fair value of residential mortgage loan commitments and forward sales commitments, which are considered derivative contracts that have not been designated as hedging instruments for accounting purposes. The volume of mortgage loans originated for sale and secondary market prices are the primary drivers of originating and marketing revenue.

Residential mortgage loan commitments are generally outstanding for 60 to 90 days, which represents the typical period from commitment to originate a residential mortgage loan to when the closed loan is sold to an investor. Residential mortgage loan commitments are subject to both credit and interest rate risk. Credit risk is managed through underwriting policies and procedures, including collateral requirements, which are generally accepted by the secondary loan markets. Exposure to interest rate fluctuations is partially managed through forward sales of residential mortgage-backed securities and forward sales contracts. These latter contracts set the price for loans that will be delivered in the next 60 to 90 days.

The unpaid principal balance of residential mortgage loans held for sale, notional amounts of derivative contracts related to residential mortgage loan commitments and forward contract sales and their related fair values included in Mortgage loans held for sale on the Consolidated Balance Sheets were (in thousands):

						September 30, 2022												December 31, 2021
						Unpaid Principal Balance/ Notional						Fair Value						Unpaid Principal Balance/ Notional						Fair Value
Residential mortgage loans held for sale						$	145,360					$	139,061					$	182,710					$	186,175
Residential mortgage loan commitments						75,779						693						171,412						6,167
Forward sales contracts						210,000						8,367						328,433						(47)
												$	148,121											$	192,295

No residential mortgage loans held for sale were 90 days or more past due or considered impaired as of September 30, 2022 or December 31, 2021. No credit losses were recognized on residential mortgage loans held for sale for the nine month period ended September 30, 2022 and 2021.

Mortgage banking revenue was as follows (in thousands):

						Three Months Ended September 30,												Nine Months Ended September 30,
						2022						2021						2022						2021
Production revenue:
Net realized gains (losses) on sale of mortgage loans						$	(1,072)					$	16,177					$	8,969					$	62,960
Net change in unrealized gain (loss) on mortgage loans held for sale						(6,244)						(1,365)						(9,764)						(6,537)
Net change in the fair value of mortgage loan commitments						(3,174)						(1,953)						(5,474)						(12,186)
Net change in the fair value of forward sales contracts						8,084						2,544						8,414						6,457
Total production revenue						(2,406)						15,403						2,145						50,694
Servicing revenue						13,688						10,883						37,155						33,924
Total mortgage banking revenue						$	11,282					$	26,286					$	39,300					$	84,618

Production revenue includes gain (loss) on residential mortgage loans held for sale and changes in the fair value of derivative contracts not designated as hedging instruments for accounting purposes related to residential mortgage loan commitments and forward sales contracts. Servicing revenue includes servicing fee income and late charges on loans serviced for others.

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Residential Mortgage Servicing

Mortgage servicing rights may be originated or purchased. Both originated and purchased mortgage servicing rights are initially recognized at fair value. The Company has elected to carry all mortgage servicing rights at fair value. Changes in the fair value are recognized in earnings as they occur. The unpaid principal balance of loans serviced for others is the primary driver of servicing revenue.

The following represents a summary of mortgage servicing rights (dollars in thousands):

						September 30, 2022						December 31, 2021
Number of residential mortgage loans serviced for others						111,441						102,008
Outstanding principal balance of residential mortgage loans serviced for others						$	19,023,295					$	16,442,446
Weighted average interest rate						3.55		%				3.58		%
Remaining term (in months)						284						281

The following represents activity in capitalized mortgage servicing rights (in thousands):

						Three Months Ended September 30,												Nine Months Ended September 30,
						2022						2021						2022						2021
Beginning Balance						$	270,312					$	117,629					$	163,198					$	101,172
Additions						4,841						11,540						15,810						29,307
Acquisitions						1,043						—						45,910						—
Change in fair value due to principal payments						(8,960)						(8,806)						(24,277)						(30,949)
Change in fair value due to market assumption changes						16,570						12,945						83,165						33,778
Ending Balance						$	283,806					$	133,308					$	283,806					$	133,308

Changes in the fair value of mortgage servicing rights due to market assumption changes are included in Other operating revenue in the Consolidated Statements of Earnings. Changes in fair value due to principal payments are included in Mortgage banking costs. 

Mortgage servicing rights are not traded in active markets. Fair value is determined by discounting the projected net cash flows. Significant market assumptions used to determine fair value based on significant unobservable inputs were as follows:

						September 30, 2022						December 31, 2021
Discount rate – risk-free rate plus a market premium						9.52%						8.39%
Prepayment rate - based upon loan interest rate, original term and loan type						7.49%						12.11%
Loan servicing costs – annually per loan based upon loan type:
Performing loans						$69 - $94						$69 - $94
Delinquent loans						$150 - $500						$150 - $500
Loans in foreclosure						$875 - $8,000						$1,000 - $4,000
Escrow earnings rate – indexed to rates paid on deposit accounts with comparable average life						4.09%						1.32%
Primary/secondary mortgage rate spread						105 bps						105 bps
Delinquency rate						1.92%						2.05%

Changes in primary residential mortgage interest rates directly affect the prepayment speeds used in valuing our mortgage servicing rights. A separate third party model is used to estimate prepayment speeds based on interest rates, housing turnover rates, estimated loan curtailment, anticipated defaults and other relevant factors. The prepayment model is updated periodically for changes in market conditions and adjusted to better correlate with actual performance of BOK Financial’s servicing portfolio.

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(6) Commitments and Contingent Liabilities

Litigation Contingencies

On June 24, 2015, BOKF, NA received a complaint that an employee had colluded with a bond issuer and an individual in misusing revenues pledged to municipal bonds for which BOKF, NA served as trustee under the bond indenture. The Company conducted an investigation and concluded that employees in one of its Corporate Trust offices had, with respect to a single group of affiliated bond issuances, violated Company policies and procedures. The relationship manager was terminated. The Company reported the circumstances to, and cooperated with an investigation by, the Securities and Exchange Commission ("SEC"). On September 7, 2016, BOKF, NA agreed to, and the SEC entered, a consent order finding that BOKF, NA had violated Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act and required BOKF, NA to disgorge $1,067,721 of fees and pay a civil penalty of $600,000. BOKF, NA disgorged the fees and paid the penalty. On August 26, 2016, BOKF, NA was sued in the United States District Court for New Jersey by two bondholders in a putative class action alleging BOKF, NA participated in the fraudulent sale of securities by the principals. The action remains stayed with no current deadlines pending. On September 14, 2016, BOKF, NA was sued in the District Court of Tulsa County, Oklahoma by 19 bondholders also alleging BOKF, NA participated in the fraudulent sale of securities by the principals. The Tulsa County District Court recently granted in part and denied in part BOKF, NA’s motion to dismiss the plaintiffs’ Third Amended Petition and BOKF is preparing to respond. Management is advised by counsel that, in the Tulsa County District Court action, a loss is not probable and that the loss, if any, cannot be reasonably estimated.

On December 28, 2015, in an action brought by the SEC, the New Jersey District Court entered a judgment against the principals involved in issuing the bonds. On January 8, 2020, the Court entered judgment against the principal individual and his wife for $36,805,051 in principal amount and $10,937,831 in pre-judgment interest. The SEC continues to aggressively pursue collection of the judgment. If the individual principal and his wife cannot pay the bonds, a bondholder loss could become probable. Management has been advised by counsel that BOKF, NA has valid defenses to claims of bondholders and that no loss to the Company is probable. No provision for losses has been made at this time. BOKF, NA estimates that, upon sale of all remaining collateral securing payment of the bonds, approximately $25 million will remain outstanding. A reasonable estimate cannot be made of the amount of any bondholder loss, though the amount of bondholder loss could be material to the Company in the event a loss to the Company becomes probable.

As previously reported, the United States Courts of Appeals for the Fifth and the Tenth Circuits have each affirmed dismissals of putative class actions in which the plaintiffs alleged that an extended overdraft fee charged by BOKF, NA was impermissible interest. The time within which any appeals of such dismissals may be filed has expired. The Tenth Circuit plaintiff petitioned the Supreme Court of the United States for certiorari which the Supreme Court denied. Both the Fifth and Tenth Circuit Actions are closed.

On March 7, 2020, three former employees sued BOKF, NA, the Plan Committee of the BOKF, NA 401k Plan, and Cavanal Hill Investment Management, Inc., a subsidiary of BOKF, NA, alleging that the defendants included proprietary investment products as investment options in the BOKF, NA 401k Plan, whose fees were too high and performance too low, for the purpose of earning fees. The action is brought as a putative class action on behalf of all Plan Participants. The action was settled pursuant to the offer and acceptance of the judgment for $30,000.

In 2019, a limited liability partnership sued BOKF, NA in Colorado District Court alleging that the Bank breached various fiduciary duties as trustee of a trust that was a co-general partner of the partnership and claiming in excess of $60 million in damages. From 2000 to 2009, BOKF was serving as personal representative of the estate of the creator of the trust. In 2009, BOKF moved to close the probate of the estate in the Colorado Probate Court. The members of the partnership who now sue BOKF objected to the closing of the estate and made the same allegations in the 2009 probate hearing as they now make in the 2019 Colorado District Court action. In 2009, the Colorado Probate Court entered summary judgment against the beneficiaries, and the estate was closed. The Court has denied pending motions for summary judgment, but motions to disqualify plaintiff's experts are pending. The matter is proceeding to trial. Management is advised by counsel that a loss is not probable and that the loss, if any, cannot be reasonably estimated.

In the ordinary course of business, BOK Financial and its subsidiaries are subject to legal actions and complaints. Management believes, based upon the opinion of counsel, that the actions and liability or loss, if any, resulting from the final outcomes of the proceedings, will not have a material effect on the Company’s financial condition, results of operations or cash flows.

Alternative Investment Commitments

The Company sponsors a private equity fund and invests in several tax credit entities and other funds as permitted by banking regulations. Consolidation of these investments is based on the variable interest model.

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At September 30, 2022, the Company has $392 million in interests in various alternative investments generally consisting of unconsolidated limited partnership interests in entities for which investment return is in the form of low income housing tax credits or other investments in merchant banking activities. This investment balance also includes $103 million of unfunded commitments included in Other liabilities on the Consolidated Balance Sheets.

(7) Shareholders' Equity

On November 1, 2022, the Company declared a quarterly cash dividend of $0.54 per common share payable on or about November 25, 2022 to shareholders of record as of November 15, 2022.

Dividends declared were $0.53 and $1.59 per share during the three and nine months ended September 30, 2022 and $0.52 and $1.56 per share during the three and nine months ended September 30, 2021.

Accumulated Other Comprehensive Income (Loss)

AOCI includes unrealized gains and losses on available for sale ("AFS") securities. AOCI also includes unrealized losses on AFS securities that were transferred from AFS to investment securities in the second quarter of 2022. Such amounts are being amortized over the estimated remaining life of the security as an adjustment to yield, offsetting the related amortization of premium on the transferred securities. Gains and losses in AOCI are net of deferred income taxes.

A rollforward of the components of accumulated other comprehensive income (loss) is included as follows (in thousands):

						Unrealized Gain (Loss) on
						Available for Sale Securities						Investment Securities Transferred from AFS						Employee Benefit Plans												Total
Balance, Dec. 31, 2020						$	335,032					$	—					$	836											$	335,868
Net change in unrealized gain (loss)						(216,176)						—						—												(216,176)
Reclassification adjustments included in earnings:
Gain on available for sale securities, net						(3,152)						—						—												(3,152)
Other comprehensive loss, before income taxes						(219,328)						—						—												(219,328)
Federal and state income taxes						(52,632)						—						—												(52,632)
Other comprehensive loss, net of income taxes						(166,696)						—						—												(166,696)
Balance, September 30, 2021						$	168,336					$	—					$	836											$	169,172
Balance, Dec. 31, 2021						$	69,775					$	—					$	2,596											$	72,371
Net change in unrealized gain (loss)						(1,293,661)						—						—												(1,293,661)
Transfer of net unrealized loss from AFS to investment securities						267,509						(267,509)						—												—
Reclassification adjustments included in earnings:
Interest revenue, Investment securities						—						24,130						—												24,130
Operating expense, Personnel						—						—						(3,483)												(3,483)
Gain on available for sale securities, net						(3,017)						—						—												(3,017)
Other comprehensive loss, before income taxes						(1,029,169)						(243,379)						(3,483)												(1,276,031)
Federal and state income taxes						(240,868)						(56,960)						(887)												(298,715)
Other comprehensive loss, net of income taxes						(788,301)						(186,419)						(2,596)												(977,316)
Balance, September 30, 2022						$	(718,526)					$	(186,419)					$	—											$	(904,945)

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(8) Earnings Per Share

 

(In thousands, except share and per share amounts)						Three Months Ended September 30,												Nine Months Ended September 30,
						2022						2021						2022						2021
Numerator:
Net income attributable to BOK Financial Corp. shareholders						$	156,510					$	188,322					$	351,844					$	500,803
Less: Earnings allocated to participating securities						1,161						1,351						2,562						3,458
Numerator for basic earnings per share – income available to common shareholders						155,349						186,971						349,282						497,345
Effect of reallocating undistributed earnings of participating securities						—						—						—						—
Numerator for diluted earnings per share – income available to common shareholders						$	155,349					$	186,971					$	349,282					$	497,345
Denominator:
Weighted average shares outstanding						67,503,041						68,852,688						67,902,592						69,243,562
Less:  Participating securities included in weighted average shares outstanding						499,842						493,563						492,803						475,518
Denominator for basic earnings per common share						67,003,199						68,359,125						67,409,789						68,768,044
Dilutive effect of employee stock compensation plans						1,424						1,746						1,433						2,619
Denominator for diluted earnings per common share						67,004,623						68,360,871						67,411,222						68,770,663
Basic earnings per share						$	2.32					$	2.74					$	5.18					$	7.23
Diluted earnings per share						$	2.32					$	2.74					$	5.18					$	7.23

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(9) Reportable Segments

Reportable segments reconciliation to the Consolidated Financial Statements for the three months ended September 30, 2022 is as follows (in thousands):

						Commercial						Consumer						Wealth Management						Funds Management and Other						BOK Financial Consolidated
Net interest revenue from external sources						$	224,855					$	17,482					$	34,746					$	39,242					$	316,325
Net interest revenue (expense) from internal sources						(17,951)						26,469						(1,162)						(7,356)						—
Net interest revenue						206,904						43,951						33,584						31,886						316,325
Net loans charged off and provision for credit losses						(526)						1,408						(22)						14,140						15,000
Net interest revenue after provision for credit losses						207,430						42,543						33,606						17,746						301,325
Other operating revenue						60,386						30,186						113,113						(13,987)						189,698
Other operating expense						75,872						53,236						79,151						86,492						294,751
Net direct contribution						191,944						19,493						67,568						(82,733)						196,272
Gain (loss) on financial instruments, net						4						(21,395)						—						21,391						—
Change in fair value of mortgage servicing rights						—						16,570						—						(16,570)						—
Gain (loss) on repossessed assets, net						(158)						—						—						158						—
Corporate expense allocations						16,451						10,792						12,934						(40,177)						—
Net income (loss) before taxes						175,339						3,876						54,634						(37,577)						196,272
Federal and state income taxes						42,398						906						12,826						(16,449)						39,681
Net income (loss)						132,941						2,970						41,808						(21,128)						156,591
Net income attributable to non-controlling interests						—						—						—						81						81
Net income (loss) attributable to BOK Financial Corp. shareholders						$	132,941					$	2,970					$	41,808					$	(21,209)					$	156,510
Average assets						$	28,890,429					$	10,233,401					$	13,818,299					$	(7,822,927)					$	45,119,202

Reportable segments reconciliation to the Consolidated Financial Statements for the nine months ended September 30, 2022 is as follows (in thousands):

						Commercial						Consumer						Wealth Management						Funds Management and Other						BOK Financial Consolidated
Net interest revenue from external sources						$	545,438					$	51,183					$	130,389					$	131,744					$	858,754
Net interest revenue (expense) from internal sources						(34,983)						53,764						(3,290)						(15,491)						—
Net interest revenue						510,455						104,947						127,099						116,253						858,754
Net loans charged off and provision for credit losses						3,316						3,716						(153)						8,121						15,000
Net interest revenue after provision for credit losses						507,139						101,231						127,252						108,132						843,754
Other operating revenue						179,501						94,236						224,892						(52,458)						446,171
Other operating expense						210,995						154,685						230,166						250,178						846,024
Net direct contribution						475,645						40,782						121,978						(194,504)						443,901
Gain (loss) on financial instruments, net						(138)						(95,150)						—						95,288						—
Change in fair value of mortgage servicing rights						—						83,165						—						(83,165)						—
Gain (loss) on repossessed assets, net						(2,880)						138						—						2,742						—
Corporate expense allocations						49,331						32,994						37,508						(119,833)						—
Net income (loss) before taxes						423,296						(4,059)						84,470						(59,806)						443,901
Federal and state income taxes						103,198						(950)						19,897						(30,145)						92,000
Net income (loss)						320,098						(3,109)						64,573						(29,661)						351,901
Net income attributable to non-controlling interests						—						—						—						57						57
Net income (loss) attributable to BOK Financial Corp. shareholders						$	320,098					$	(3,109)					$	64,573					$	(29,718)					$	351,844
Average assets						$	29,324,596					$	10,281,679					$	17,320,779					$	(9,290,763)					$	47,636,291

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Reportable segments reconciliation to the Consolidated Financial Statements for the three months ended September 30, 2021 is as follows (in thousands):

						Commercial						Consumer						Wealth Management						Funds Management and Other						BOK Financial Consolidated
Net interest revenue from external sources						$	150,211					$	16,967					$	55,697					$	57,352					$	280,227
Net interest revenue (expense) from internal sources						(16,107)						10,255						(501)						6,353						—
Net interest revenue						134,104						27,222						55,196						63,705						280,227
Net loans charged off and provision for credit losses						2,807						928						(70)						(26,665)						(23,000)
Net interest revenue after provision for credit losses						131,297						26,294						55,266						90,370						303,227
Other operating revenue						92,511						44,401						97,888						(4,968)						229,832
Other operating expense						68,301						49,483						87,498						85,995						291,277
Net direct contribution						155,507						21,212						65,656						(593)						241,782
Gain (loss) on financial instruments, net						44						(5,949)						—						5,905						—
Change in fair value of mortgage servicing rights						—						12,945						—						(12,945)						—
Gain (loss) on repossessed assets, net						(3,945)						—						—						3,945						—
Corporate expense allocations						11,769						11,516						10,110						(33,395)						—
Net income before taxes						139,837						16,692						55,546						29,707						241,782
Federal and state income taxes						37,143						4,260						14,207						(1,549)						54,061
Net income						102,694						12,432						41,339						31,256						187,721
Net loss attributable to non-controlling interests						—						—						—						(601)						(601)
Net income attributable to BOK Financial Corp. shareholders						$	102,694					$	12,432					$	41,339					$	31,857					$	188,322
Average assets						$	28,474,132					$	10,083,593					$	19,109,704					$	(8,168,280)					$	49,499,149

Reportable segments reconciliation to the Consolidated Financial Statements for the nine months ended September 30, 2021 is as follows (in thousands):

						Commercial						Consumer						Wealth Management						Funds Management and Other						BOK Financial Consolidated
Net interest revenue from external sources						$	457,953					$	51,205					$	157,217					$	174,581					$	840,956
Net interest revenue (expense) from internal sources						(62,941)						21,936						(1,375)						42,380						—
Net interest revenue						395,012						73,141						155,842						216,961						840,956
Net loans charged off and provision for credit losses						33,061						2,489						(153)						(118,397)						(83,000)
Net interest revenue after provision for credit losses						361,951						70,652						155,995						335,358						923,956
Other operating revenue						204,358						134,396						243,160						16,418						598,332
Other operating expense						206,630						157,558						245,685						268,340						878,213
Net direct contribution						359,679						47,490						153,470						83,436						644,075
Gain (loss) on financial instruments, net						111						(18,427)						—						18,316						—
Change in fair value of mortgage servicing rights						—						33,778						—						(33,778)						—
Gain (loss) on repossessed assets, net						12,355						41						—						(12,396)						—
Corporate expense allocations						37,015						34,590						30,358						(101,963)						—
Net income before taxes						335,130						28,292						123,112						157,541						644,075
Federal and state income taxes						90,130						7,214						31,488						16,107						144,939
Net income						245,000						21,078						91,624						141,434						499,136
Net loss attributable to non-controlling interests						—						—						—						(1,667)						(1,667)
Net income attributable to BOK Financial Corp. shareholders						$	245,000					$	21,078					$	91,624					$	143,101					$	500,803
Average assets						$	28,228,824					$	9,976,742					$	18,987,236					$	(7,193,540)					$	49,999,262

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(10) Fees and Commissions Revenue

Fees and commissions revenue is generated through the sales of products, consisting primarily of financial instruments, and the performance of services for customers under contractual obligations. Revenue from providing services for customers is recognized at the time services are provided in an amount that reflects the consideration we expect to be entitled to for those services. Revenue is recognized based on the application of five steps:

•Identify the contract with a customer

•Identify the performance obligations in the contract

•Determine the transaction price

•Allocate the transaction price to the performance obligations in the contract

•Recognize revenue when (or as) the Company satisfies a performance obligation

For contracts with multiple performance obligations, individual performance obligations are accounted for separately if the customer can benefit from the good or service on its own or with other resources readily available to the customer, and the promise to transfer goods and services to the customer is separately identifiable in the contract. The transaction price is allocated to the performance obligations based on relative standalone selling prices.

Revenue is recognized on a gross basis whenever we have primary responsibility and risk in providing the services or products to our customers and have discretion in establishing the price for the services or products. Revenue is recognized on a net basis whenever we act as an agent for products or services of others.

 

Brokerage and trading revenue includes revenues from trading, customer hedging, retail brokerage and investment banking. Trading revenue includes net realized and unrealized gains primarily related to sales of securities to institutional customers and related derivative contracts. Customer hedging revenue includes realized and unrealized changes in the fair value of derivative contracts held for customer risk management programs including credit valuation adjustments, as necessary. We offer commodity, interest rate, foreign exchange and equity derivatives to our customers. These customer contracts are offset with contracts with selected counterparties and exchanges to minimize changes in market risk from changes in commodity prices, interest rates or foreign exchange rates. Retail brokerage revenue represents fees and commissions earned on sales of fixed income securities, annuities, mutual funds and other financial instruments to retail customers. Investment banking revenue includes fees earned upon completion of underwriting and financial advisory services. Investment banking revenue also includes fees earned in conjunction with loan syndications. Insurance brokerage revenues represents fees and commissions earned on placement of insurance products with carriers for property and casualty and health coverage.

 

Transaction card revenue includes merchant discount fees and electronic funds transfer network fees, net of interchange fees paid to card issuers and assessments paid to card networks. Merchant discount fees represent fees paid by customers for account management and electronic processing of card transactions. Merchant discount fees are recognized at the time the customer’s transactions are processed or other services are performed. The Company also maintains the TransFund electronic funds transfer network for the benefit of its members, which includes the Bank. Electronic funds transfer fees are recognized as electronic transactions processed on behalf of its members. 

 

Fiduciary and asset management revenue includes fees from asset management, custody, recordkeeping, investment advisory and administration services. Revenue is recognized on an accrual basis at the time the services are performed and may be based on either the fair value of the account or the service provided.

 

Deposit service charges and fees include commercial account service charges, overdraft fees, check card fee revenue and automated service charge and other deposit service fees. Fees are recognized at least quarterly in accordance with published deposit account agreements and disclosure statements for retail accounts or contractual agreements for commercial accounts. Item charges for overdraft or non-sufficient funds items are recognized as items are presented for payment. Account balance charges and activity fees are accrued monthly and collected in arrears. Commercial account activity fees may be offset by an earnings credit based on account balances. Check card fees represent interchange fees paid by a merchant bank for transactions processed from cards issued by the Company. Check card fees are recognized when transactions are processed.

Mortgage banking revenue includes revenues recognized in conjunction with the origination, marketing and servicing of conventional and government-sponsored residential mortgage loans. Mortgage production revenue includes net realized gains (losses) on sales of residential mortgage loans in the secondary market and the net change in unrealized gains (losses) on residential mortgage loans held for sale. Mortgage production revenue also includes changes in the fair value of derivative contracts not designated as hedging instruments related to residential mortgage loan commitments and forward sales contracts. Mortgage servicing revenue includes servicing fee income and late charges on loans serviced for others.

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Fees and commissions revenue by reportable segment and primary service line is as follows for the three months ended September 30, 2022.

			Commercial						Consumer						Wealth Management						Funds Management & Other						Consolidated						Out of Scope1						In Scope2
Trading revenue			$	—					$	—					$	26,463					$	—					$	26,463					$	26,463					$	—
Customer hedging revenue			8,169						—						257						4,753						13,179						13,179						—
Retail brokerage revenue			—						—						3,839						(1)						3,838						—						3,838
Insurance brokerage revenue			—						—						3,254						—						3,254						—						3,254
Investment banking revenue			6,348						—						7,924						—						14,272						5,990						8,282
Brokerage and trading revenue			14,517						—						41,737						4,752						61,006						45,632						15,374
TransFund EFT network revenue			21,243						910						(19)						2						22,136						—						22,136
Merchant services revenue			1,917						8						—						—						1,925						—						1,925
Corporate card revenue			1,711						—						99						103						1,913						—						1,913
Transaction card revenue			24,871						918						80						105						25,974						—						25,974
Personal trust revenue			—						—						24,361						—						24,361						—						24,361
Corporate trust revenue			—						—						6,513						—						6,513						—						6,513
Institutional trust & retirement plan services revenue			—						—						12,585						(1)						12,584						—						12,584
Investment management services and other revenue			—						—						6,817						(85)						6,732						—						6,732
Fiduciary and asset management revenue			—						—						50,276						(86)						50,190						—						50,190
Commercial account service charge revenue			13,361						473						480						—						14,314						—						14,314
Overdraft fee revenue			29						6,936						19						3						6,987						—						6,987
Check card revenue			—						5,944						—						(2)						5,942						—						5,942
Automated service charge and other deposit fee revenue			201						1,205						54						—						1,460						—						1,460
Deposit service charges and fees			13,591						14,558						553						1						28,703						—						28,703
Mortgage production revenue			—						(2,406)						—						—						(2,406)						(2,406)						—
Mortgage servicing revenue			—						14,206						—						(518)						13,688						13,688						—
Mortgage banking revenue			—						11,800						—						(518)						11,282						11,282						—
Other revenue			5,168						2,954						20,467						(13,110)						15,479						4,227						11,252
Total fees and commissions revenue			$	58,147					$	30,230					$	113,113					$	(8,856)					$	192,634					$	61,141					$	131,493

1     Out of scope revenue generally relates to financial instruments or contractual rights and obligations within the scope of other applicable accounting guidance.

2    In scope revenue represents revenue subject to FASB ASC Topic 606, Revenue from Contracts with Customers.

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Fees and commissions revenue by reportable segment and primary service line is as follows for the nine months ended September 30, 2022.

			Commercial						Consumer						Wealth Management						Funds Management & Other						Consolidated						Out of Scope1						In Scope2
Trading revenue			$	—					$	—					$	(15,594)					$	—					$	(15,594)					$	(15,594)					$	—
Customer hedging revenue			28,888						—						1,379						6,983						37,250						37,250						—
Retail brokerage revenue			—						—						12,707						(1)						12,706						—						12,706
Insurance brokerage revenue			—						—						9,810						—						9,810						—						9,810
Investment banking revenue			16,775						—						17,023						—						33,798						15,461						18,337
Brokerage and trading revenue			45,663						—						25,325						6,982						77,970						37,117						40,853
TransFund EFT network revenue			59,763						2,708						(55)						5						62,421						—						62,421
Merchant services revenue			9,425						28						—						—						9,453						—						9,453
Corporate card revenue			4,681						—						276						299						5,256						—						5,256
Transaction card revenue			73,869						2,736						221						304						77,130						—						77,130
Personal trust revenue			—						—						74,834						—						74,834						—						74,834
Corporate trust revenue			—						—						16,947						—						16,947						—						16,947
Institutional trust & retirement plan services revenue			—						—						37,726						—						37,726						—						37,726
Investment management services and other revenue			—						—						17,050						(130)						16,920						—						16,920
Fiduciary and asset management revenue			—						—						146,557						(130)						146,427						—						146,427
Commercial account service charge revenue			40,283						1,392						1,516						—						43,191						—						43,191
Overdraft fee revenue			89						19,673						63						4						19,829						—						19,829
Check card revenue			—						17,502						—						—						17,502						—						17,502
Automated service charge and other deposit fee revenue			245						3,373						65						2						3,685						—						3,685
Deposit service charges and fees			40,617						41,940						1,644						6						84,207						—						84,207
Mortgage production revenue			—						2,145						—						—						2,145						2,145						—
Mortgage servicing revenue			—						38,650						—						(1,495)						37,155						37,155						—
Mortgage banking revenue			—						40,795						—						(1,495)						39,300						39,300						—
Other revenue			14,843						8,837						51,160						(36,232)						38,608						19,402						19,206
Total fees and commissions revenue			$	174,992					$	94,308					$	224,907					$	(30,565)					$	463,642					$	95,819					$	367,823

1     Out of scope revenue generally relates to financial instruments or contractual rights and obligations within the scope of other applicable accounting guidance.

2    In scope revenue represents revenue subject to FASB ASC Topic 606, Revenue from Contracts with Customers.

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Fees and commissions revenue by reportable segment and primary service line is as follows for the three months ended September 30, 2021.

			Commercial						Consumer						Wealth Management						Funds Management & Other						Consolidated						Out of Scope1						In Scope2
Trading revenue			$	—					$	—					$	24,067					$	1					$	24,068					$	24,068					$	—
Customer hedging revenue			6,720						—						26						184						6,930						6,930						—
Retail brokerage revenue			—						—						4,887						—						4,887						—						4,887
Insurance brokerage revenue			—						—						3,061						—						3,061						—						3,061
Investment banking revenue			4,386						—						5,341						(743)						8,984						3,045						5,939
Brokerage and trading revenue			11,106						—						37,382						(558)						47,930						34,043						13,887
TransFund EFT network revenue			19,280						920						(18)						1						20,183						—						20,183
Merchant services revenue			3,051						12						—						—						3,063						—						3,063
Corporate card revenue			1,260						—						45						81						1,386						—						1,386
Transaction card revenue			23,591						932						27						82						24,632						—						24,632
Personal trust revenue			—						—						24,624						—						24,624						—						24,624
Corporate trust revenue			—						—						3,814						—						3,814						—						3,814
Institutional trust & retirement plan services revenue			—						—						13,040						—						13,040						—						13,040
Investment management services and other revenue			—						—						3,815						(45)						3,770						—						3,770
Fiduciary and asset management revenue			—						—						45,293						(45)						45,248						—						45,248
Commercial account service charge revenue			12,795						463						621						(2)						13,877						—						13,877
Overdraft fee revenue			29						6,098						17						1						6,145						—						6,145
Check card revenue			—						6,293						—						1						6,294						—						6,294
Automated service charge and other deposit fee revenue			24						1,068						21						—						1,113						—						1,113
Deposit service charges and fees			12,848						13,922						659						—						27,429						—						27,429
Mortgage production revenue			—						15,403						—						—						15,403						15,403						—
Mortgage servicing revenue			—						11,347						—						(464)						10,883						10,883						—
Mortgage banking revenue			—						26,750						—						(464)						26,286						26,286						—
Other revenue			8,907						2,801						14,605						(7,417)						18,896						13,092						5,804
Total fees and commissions revenue			$	56,452					$	44,405					$	97,966					$	(8,402)					$	190,421					$	73,421					$	117,000

1     Out of scope revenue generally relates to financial instruments or contractual rights and obligations within the scope of other applicable accounting guidance.

2    In scope revenue represents revenue subject to FASB ASC Topic 606, Revenue from Contracts with Customers.

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Fees and commissions revenue by reportable segment and primary service line is as follows for the nine months ended September 30, 2021.

			Commercial						Consumer						Wealth Management						Funds Management & Other3						Consolidated						Out of Scope1						In Scope2
Trading revenue			$	—					$	—					$	40,785					$	—					$	40,785					$	40,785					$	—
Customer hedging revenue			16,620						—						172						(5,465)						11,327						11,327						—
Retail brokerage revenue			—						—						14,156						—						14,156						—						14,156
Insurance brokerage revenue			—						—						8,973						—						8,973						—						8,973
Investment banking revenue			10,579						—						13,735						(1,435)						22,879						7,815						15,064
Brokerage and trading revenue			27,199						—						77,821						(6,900)						98,120						59,927						38,193
TransFund EFT network revenue			57,097						2,678						(48)						4						59,731						—						59,731
Merchant services revenue			8,751						45						—						—						8,796						—						8,796
Corporate card revenue			3,127						—						110						221						3,458						—						3,458
Transaction card revenue			68,975						2,723						62						225						71,985						—						71,985
Personal trust revenue			—						—						71,757						(1)						71,756						—						71,756
Corporate trust revenue			—						—						11,038						—						11,038						—						11,038
Institutional trust & retirement plan services revenue			—						—						38,478						—						38,478						—						38,478
Investment management services and other revenue			—						—						10,261						(131)						10,130						—						10,130
Fiduciary and asset management revenue			—						—						131,534						(132)						131,402						—						131,402
Commercial account service charge revenue			37,493						1,366						1,809						(2)						40,666						—						40,666
Overdraft fee revenue			77						15,649						53						3						15,782						—						15,782
Check card revenue			—						17,650						—						—						17,650						—						17,650
Automated service charge and other deposit fee revenue			75						3,260						64						2						3,401						—						3,401
Deposit service charges and fees			37,645						37,925						1,926						3						77,499						—						77,499
Mortgage production revenue			—						50,694						—						—						50,694						50,694						—
Mortgage servicing revenue			—						35,292						—						(1,368)						33,924						33,924						—
Mortgage banking revenue			—						85,986						—						(1,368)						84,618						84,618						—
Other revenue			35,848						7,785						31,148						(16,417)						58,364						46,276						12,088
Total fees and commissions revenue			$	169,667					$	134,419					$	242,491					$	(24,589)					$	521,988					$	190,821					$	331,167

1     Out of scope revenue generally relates to financial instruments or contractual rights and obligations within the scope of other applicable accounting guidance.

2    In scope revenue represents revenue subject to FASB ASC Topic 606, Revenue from Contracts with Customers.

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(11) Fair Value Measurements

Fair value is defined by applicable accounting guidance as the price to sell an asset or transfer a liability in an orderly transaction between market participants in the principal market for the given asset or liability at the measurement date based on market conditions at that date. An orderly transaction assumes exposure to the market for a customary period for marketing activities prior to the measurement date and not a forced liquidation or distressed sale. Certain assets and liabilities are recorded in the Company’s financial statements at fair value. Some are recorded on a recurring basis and some on a non-recurring basis.

For some assets and liabilities, observable market transactions and market information might be available. For other assets and liabilities, observable market transactions and market information might not be available. A hierarchy for fair value has been established which categorizes into three levels the inputs to valuation techniques used to measure fair value. The three levels are as follows:

Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) - Fair value is based on unadjusted quoted prices in active markets for identical assets or liabilities.

Significant Other Observable Inputs (Level 2) - Fair value is based on significant other observable inputs which are generally determined based on a single price for each financial instrument provided to us by an applicable third-party pricing service and is based on one or more of the following:

•Quoted prices for similar, but not identical, assets or liabilities in active markets;

•Quoted prices for identical or similar assets or liabilities in inactive markets;

•Inputs other than quoted prices that are observable, such as interest rate and yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates;

•Other inputs derived from or corroborated by observable market inputs.

Significant Unobservable Inputs (Level 3) - Fair value is based upon model-based valuation techniques for which at least one significant assumption is not observable in the market.

Transfers between levels are recognized as of the end of the reporting period. There were no transfers in or out of quoted prices in active markets for identical instruments to significant other observable inputs or significant unobservable inputs during the nine months ended September 30, 2022 and 2021, respectively. Transfers between significant other observable inputs and significant unobservable inputs during the nine months ended September 30, 2022 and 2021 are included in the summary of changes in recurring fair values measured using unobservable inputs.

The underlying methods used by the third-party pricing services are considered in determining the primary inputs used to determine fair values. Management has evaluated the methodologies employed by the third-party pricing services by comparing the price provided by the pricing service with other sources, including brokers' quotes, sales or purchases of similar instruments and discounted cash flows to establish a basis for reliance on the pricing service values. Significant differences between the pricing service provided value and other sources are discussed with the pricing service to understand the basis for their values. Based on all observable inputs, management may adjust prices obtained from third-party pricing services to more appropriately reflect the prices that would be received to sell assets or paid to transfer liabilities in orderly transactions in the current market. No significant adjustments were made to prices provided by third-party pricing services at September 30, 2022 or December 31, 2021.

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Assets and Liabilities Measured at Fair Value on a Recurring Basis

The fair value of financial assets and liabilities measured on a recurring basis was as follows as of September 30, 2022 (in thousands):

						Total						Quoted Prices in Active Markets for Identical Instruments (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
Assets:
Trading securities:
U.S. government securities						$	8,757					$	8,757					$	—					$	—
Residential agency mortgage-backed securities						2,138,527						—						2,138,527						—
Municipal securities						22,611						—						22,611						—
Other trading securities						24,723						—						24,723						—
Total trading securities						2,194,618						8,757						2,185,861						—
Available for sale securities:
U.S. Treasury						890						890						—						—
Municipal securities						619,349						—						619,349						—
Residential agency mortgage-backed securities						4,894,569						—						4,894,569						—
Residential non-agency mortgage-backed securities						506,394						—						506,394						—
Commercial agency mortgage-backed securities						4,019,220						—						4,019,220						—
Other debt securities						472						—						—						472
Total available for sale securities						10,040,894						890						10,039,532						472
Fair value option securities – Residential agency mortgage-backed securities						33,966						—						33,966						—
Residential mortgage loans held for sale1						148,121						—						140,211						7,910
Mortgage servicing rights2						283,806						—						—						283,806
Derivative contracts, net of cash collateral						1,693,742						—						1,693,742						—
Liabilities:
Derivative contracts, net of cash collateral						821,275						—						821,275						—

1Residential mortgage loans held for sale measured at fair value on a recurring basis using significant unobservable inputs (Level 3) consist of residential mortgage loans intended for sale to U.S. government agencies that fail to meet conforming standards and are valued at 82.57% of the unpaid principal balance.

2A reconciliation of the beginning and ending fair value of mortgage servicing rights and disclosures of significant assumptions used to determine fair value are presented in Note 5, Mortgage Banking Activities.

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The fair value of financial assets and liabilities measured on a recurring basis was as follows as of December 31, 2021 (in thousands):

						Total						Quoted Prices in Active Markets for Identical Instruments (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
Assets:
Trading securities:
U.S. government securities						$	23,610					$	4,999					$	18,611					$	—
Residential agency mortgage-backed securities						9,068,900						—						9,068,900						—
Municipal securities						25,783						—						25,783						—
Other trading securities						18,520						—						18,520						—
Total trading securities						9,136,813						4,999						9,131,814						—
Available for sale securities:
U.S. Treasury						1,000						1,000						—						—
Municipal securities						508,365						—						508,365						—
Residential agency mortgage-backed securities						8,006,616						—						8,006,616						—
Residential non-agency mortgage-backed securities						24,339						—						24,339						—
Commercial agency mortgage-backed securities						4,617,025						—						4,617,025						—
Other debt securities						472						—						—						472
Total available for sale securities						13,157,817						1,000						13,156,345						472
Fair value option securities — Residential agency mortgage-backed securities						43,770						—						43,770						—
Residential mortgage loans held for sale1						192,295						—						185,969						6,326
Mortgage servicing rights2						163,198						—						—						163,198
Derivative contracts, net of cash collateral						1,097,297						8,331						1,088,966						—
Liabilities:
Derivative contracts, net of cash collateral						275,625						—						275,625						—

1Residential mortgage loans held for sale measured at fair value on a recurring basis using significant unobservable inputs (Level 3) consist of residential mortgage loans intended for sale to U.S. government agencies that fail to meet conforming standards and are valued at 95.07% of the unpaid principal balance.

2A reconciliation of the beginning and ending fair value of mortgage servicing rights and disclosures of significant assumptions used to determine fair value are presented in Note 5, Mortgage Banking Activities.

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Following is a description of the Company's valuation methodologies used for assets and liabilities measured on a recurring basis:

Securities

The fair values of trading, available for sale and fair value option securities are based on quoted prices for identical instruments in active markets, when available. If quoted prices for identical instruments are not available, fair values are based on significant other observable inputs such as quoted prices of comparable instruments or interest rates and credit spreads, yield curves, volatilities, prepayment speeds and loss severities. The Company has elected to carry all residential mortgage-backed securities guaranteed by U.S. government agencies held as economic hedges against changes in the fair value of mortgage servicing rights at fair value with changes in the fair value recognized in earnings.

The fair value of certain available for sale municipal and other debt securities may be based on significant unobservable inputs. These significant unobservable inputs include limited observed trades, projected cash flows, current credit rating of the issuers and, when applicable, the insurers of the debt and observed trades of similar debt. Discount rates are primarily based on references to interest rate spreads on comparable securities of similar duration and credit rating as determined by the nationally-recognized rating agencies adjusted for a lack of trading volume. Significant unobservable inputs are developed by investment securities professionals involved in the active trading of similar securities. A summary of significant inputs used to value these securities follows. A management committee composed of senior members from the Company's Capital Markets, Risk Management and Finance departments assesses the appropriateness of these inputs quarterly.

Derivatives

All derivative instruments are carried on the balance sheet at fair value. Fair values for exchange-traded contracts are based on quoted prices. Fair values for over-the-counter interest rate, commodity and foreign exchange contracts are based on valuations provided either by third-party dealers in the contracts, quotes provided by independent pricing services, or a third-party provided pricing model that uses significant other observable market inputs.

Credit risk is considered in determining the fair value of derivative instruments. Management determines fair value adjustments based on various risk factors including, but not limited to, current fair value, probability of default and loss given default.

We also consider our own credit risk in determining the fair value of derivative contracts. Changes in our credit rating would affect the fair value of our derivative liabilities. In the event of a credit downgrade, the fair value of our derivative liabilities would increase.

Residential Mortgage Loans Held for Sale

Residential mortgage loans held for sale are carried on the balance sheet at fair value. The Company has elected to carry all residential mortgage loans originated for sale at fair value. Changes in the fair value of these financial instruments are recognized in earnings. The fair values of residential mortgage loans held for sale are based upon quoted market prices of such loans sold in securitization transactions, including related unfunded loan commitments and forward sales contracts. The fair value of mortgage loans that were unable to be sold to U.S. government agencies were determined using quoted prices of loans that are sold in securitization transactions with a liquidity discount applied.

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Fair Value of Assets and Liabilities Measured on a Non-Recurring Basis

Assets measured at fair value on a non-recurring basis include collateral for certain nonaccruing loans and real property and other assets acquired to satisfy loans, which are based primarily on comparisons to completed sales of similar assets.

The following represents the carrying value of assets measured at fair value on a non-recurring basis (and related losses) during the period. The carrying value represents only those assets with a balance at September 30, 2022 for which the fair value was adjusted during the nine months ended September 30, 2022:

																					Fair Value Adjustments for the
			Carrying Value at September 30, 2022																		Three Months Ended Sep. 30, 2022 Recognized in:												Nine Months Ended Sep. 30, 2022 Recognized in:
			Quoted Prices in Active Markets for Identical Instruments						Significant Other Observable Inputs						Significant Unobservable Inputs						Gross charge-offs against allowance for loan losses						Other gains (losses), net						Gross charge-offs against allowance for loan losses						Other gains (losses), net
Nonaccruing loans			$	—					$	159					$	126					$	22					$	—					$	499					$	—
Real estate and other repossessed assets			—						649						1,699						—						—						—						(5,705)

The following represents the carrying value of assets measured at fair value on a non-recurring basis (and related losses) during the period. The carrying value represents only those assets with a balance at September 30, 2021 for which the fair value was adjusted during the nine months ended September 30, 2021:

																					Fair Value Adjustments for the
			Carrying Value at September 30, 2021																		Three Months Ended Sep. 30, 2021 Recognized in:												Nine Months Ended Sep. 30, 2021 Recognized in:
			Quoted Prices in Active Markets for Identical Instruments						Significant Other Observable Inputs						Significant Unobservable Inputs						Gross charge-offs against allowance for loan losses						Other gains (losses), net						Gross charge-offs against allowance for loan losses						Other gains (losses), net
Nonaccruing loans			$	—					$	63					$	12,538					$	6,929					$	—					$	17,466					$	—
Real estate and other repossessed assets			—						1,706						—						—						—						—						(150)

The fair value of collateral-dependent nonaccruing loans secured by real estate and real estate and other repossessed assets and the related fair value adjustments are generally based on unadjusted third-party appraisals. Our appraisal review policies require appraised values to be supported by observed inputs derived principally from or corroborated by observable market data. Appraisals that are not based on observable inputs or that require significant adjustments or fair value measurements that are not based on third-party appraisals are considered to be based on significant unobservable inputs. Non-recurring fair value measurements of collateral-dependent nonaccruing loans and real estate and other repossessed assets based on significant unobservable inputs are generally due to estimates of current fair values between appraisal dates. Significant unobservable inputs include listing prices for the same or comparable assets, uncorroborated expert opinions or management's knowledge of the collateral or industry. Non-recurring fair value measurements of collateral dependent loans secured by mineral rights are generally determined by our internal staff of engineers on projected cash flows under current market conditions and are based on significant unobservable inputs. Projected cash flows are discounted according to risk characteristics of the underlying oil and gas properties. Assets are evaluated to demonstrate with reasonable certainty that crude oil, natural gas and natural gas liquids can be recovered from known oil and gas reservoirs under existing economic and operating conditions at current prices with existing conventional equipment, operating methods and costs. Significant unobservable inputs are developed by asset management and workout professionals and approved by senior Credit Administration executives.

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A summary of quantitative information about Non-recurring Fair Value Measurements based on Significant Unobservable Inputs (Level 3) as of September 30, 2022 follows (in thousands):

Fair Value

Valuation Technique(s)

Unobservable Input

Range (Weighted Average)

Nonaccruing loans

$

126

Discounted cash flows

Management knowledge of industry and non-real estate collateral including, but not limited to, recoverable oil and gas reserves, forward-looking commodity prices, estimated operating costs

25% - 25% (25%)1

Real estate and other repossessed assets

1,699

Discounted cash flows

Management knowledge of industry and non-real estate collateral.

N/A

1     Represents fair value as a percentage of the unpaid principal balance.

    

A summary of quantitative information about Non-recurring Fair Value Measurements based on Significant Unobservable Inputs (Level 3) as of September 30, 2021 follows (in thousands):

Fair Value

Valuation Technique(s)

Unobservable Input

Range (Weighted Average)

Nonaccruing loans

$

12,538

Discounted cash flows

Management knowledge of industry and non-real estate collateral including, but not limited to, recoverable oil and gas reserves, forward-looking commodity prices, estimated operating costs

1% - 97% (23%)1

1 Represents fair value as a percentage of the unpaid principal balance.

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Fair Value of Financial Instruments

The following table presents the carrying values and estimated fair values of all financial instruments, including those financial assets and liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis as of September 30, 2022 (dollars in thousands):

						Carrying Value						Estimated Fair Value						Quoted Prices in Active Markets for Identical Instruments (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
Cash and due from banks						$	804,110					$	804,110					$	804,110		804110000			$	—					$	—
Interest-bearing cash and cash equivalents						804,799						804,799						804,799						—						—
Trading securities:
U.S. government securities						8,757						8,757						8,757						—						—
Residential agency mortgage-backed securities						2,138,527						2,138,527						—						2,138,527						—
Municipal securities						22,611						22,611						—						22,611						—
Other trading securities						24,723						24,723						—						24,723						—
Total trading securities						2,194,618						2,194,618						8,757						2,185,861						—
Investment securities:
Municipal securities						173,113						176,990						—						40,046						136,944
Residential agency mortgage-backed securities						2,373,039						2,205,333						—						2,205,333						—
Commercial agency mortgage-backed securities						15,532						14,437						—						14,437						—
Other debt securities						11,288						11,006						—						11,006						—
Total investment securities						2,572,972						2,407,766						—						2,270,822						136,944
Allowance for credit losses						(612)						—						—						—						—
Investment securities, net of allowance						2,572,360						2,407,766						—						2,270,822						136,944
Available for sale securities:
U.S. Treasury						890						890						890						—						—
Municipal securities						619,349						619,349						—						619,349						—
Residential agency mortgage-backed securities						4,894,569						4,894,569						—						4,894,569						—
Residential non-agency mortgage-backed securities						506,394						506,394						—						506,394						—
Commercial agency mortgage-backed securities						4,019,220						4,019,220						—						4,019,220						—
Other debt securities						472						472						—						—						472
Total available for sale securities						10,040,894						10,040,894						890						10,039,532						472
Fair value option securities – Residential agency mortgage-backed securities						33,966						33,966						—						33,966						—
Residential mortgage loans held for sale						148,121						148,121						—						140,211						7,910
Loans:
Commercial						13,607,686						13,279,531						—						—						13,279,531
Commercial real estate						4,473,911						4,318,977						—						—						4,318,977
Paycheck protection program						20,233						20,233						—						—						20,233
Loans to individuals						3,688,627						3,463,547						—						—						3,463,547
Total loans						21,790,457						21,082,288						—						—						21,082,288
Allowance for loan losses						(241,768)						—						—						—						—
Loans, net of allowance						21,548,689						21,082,288						—						—						21,082,288
Mortgage servicing rights						283,806						283,806						—						—						283,806
Derivative instruments with positive fair value, net of cash collateral						1,693,742						1,693,742						—						1,693,742						—
Deposits with no stated maturity						34,956,772						34,956,772						—						—						34,956,772
Time deposits						1,459,143						1,429,354						—						—						1,429,354
Other borrowed funds						861,885						859,317						—						—						859,317
Subordinated debentures						131,168						124,153						—						124,153						—
Derivative instruments with negative fair value, net of cash collateral						821,275						821,275						—						821,275						—

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The following table presents the carrying values and estimated fair values of all financial instruments, including those financial assets and liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis as of December 31, 2021 (dollars in thousands):

						Carrying Value						Estimated Fair Value						Quoted Prices in Active Markets for Identical Instruments (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
Cash and due from banks						$	712,067					$	712,067					$	712,067					$	—					$	—
Interest-bearing cash and cash equivalents						2,125,343						2,125,343						2,125,343						—						—
Trading securities:
U.S. government securities						23,610						23,610						4,999						18,611						—
Residential agency mortgage-backed securities						9,068,900						9,068,900						—						9,068,900						—
Municipal securities						25,783						25,783						—						25,783						—
Other trading securities						18,520						18,520						—						18,520						—
Total trading securities						9,136,813						9,136,813						4,999						9,131,814						—
Investment securities:
Municipal securities						203,772						223,609						—						57,698						165,911
Residential agency mortgage-backed securities						6,939						7,500						—						7,500						—
Other debt securities						288						286						—						286						—
Total investment securities						210,999						231,395						—						65,484						165,911
Allowance for credit losses						(555)						—						—						—						—
Investment securities, net of allowance						210,444						231,395						—						65,484						165,911
Available for sale securities:
U.S. Treasury						1,000						1,000						1,000						—						—
Municipal securities						508,365						508,365						—						508,365						—
Residential agency mortgage-backed securities						8,006,616						8,006,616						—						8,006,616						—
Residential non-agency mortgage-backed securities						24,339						24,339						—						24,339						—
Commercial agency mortgage-backed securities						4,617,025						4,617,025						—						4,617,025						—
Other debt securities						472						472						—						—						472
Total available for sale securities						13,157,817						13,157,817						1,000						13,156,345						472
Fair value option securities — Residential agency mortgage-backed securities						43,770						43,770						—						43,770						—
Residential mortgage loans held for sale						192,295						192,295						—						185,969						6,326
Loans:
Commercial						12,506,465						12,395,664						—						—						12,395,664
Commercial real estate						3,831,325						3,786,767						—						—						3,786,767
Paycheck protection program						276,341						269,912						—						—						269,912
Loans to individuals						3,591,549						3,586,878						—						—						3,586,878
Total loans						20,205,680						20,039,221						—						—						20,039,221
Allowance for loan losses						(256,421)						—						—						—						—
Loans, net of allowance						19,949,259						20,039,221						—						—						20,039,221
Mortgage servicing rights						163,198						163,198						—						—						163,198
Derivative instruments with positive fair value, net of cash collateral						1,097,297						1,097,297						8,331						1,088,966						—
Deposits with no stated maturity						39,537,731						39,537,731						—						—						39,537,731
Time deposits						1,704,328						1,703,886						—						—						1,703,886
Other borrowed funds						2,363,202						2,360,746						—						—						2,360,746
Subordinated debentures						131,226						141,761						—						141,761						—
Derivative instruments with negative fair value, net of cash collateral						275,625						275,625						—						275,625						—

Because no market exists for certain of these financial instruments and management does not intend to sell these financial instruments, the fair values shown in the tables above may not represent values at which the respective financial instruments could be sold individually or in the aggregate at the given reporting date.

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(12) Subsequent Events

The Company evaluated events from the date of the consolidated financial statements on September 30, 2022 through the issuance of those consolidated financial statements included in this Quarterly Report on Form 10-Q. No events were identified requiring recognition in and/or disclosure in the consolidated financial statements.

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Nine-Month Financial Summary – Unaudited

Consolidated Daily Average Balances, Average Yields and Rates

(In Thousands, Except Per Share Data)						Nine Months Ended
						September 30, 2022																		September 30, 2021
						Average Balance						Revenue/ Expense						Yield/ Rate						Average Balance						Revenue/ Expense						Yield/ Rate
Assets
Interest-bearing cash and cash equivalents						$	879,657					$	5,730					0.87		%				$	684,279					$	577					0.11		%
Trading securities						5,274,507						86,822						1.99		%				7,339,417						111,677						2.02		%
Investment securities						1,142,177						15,267						1.78		%				225,541						8,404						4.97		%
Available for sale securities						11,875,378						176,044						1.92		%				13,374,513						175,060						1.83		%
Fair value option securities						55,597						1,214						2.89		%				75,101						1,240						2.31		%
Restricted equity securities						168,656						5,194						4.11		%				214,903						4,675						2.90		%
Residential mortgage loans held for sale						153,350						4,637						4.04		%				197,466						4,223						2.89		%
Loans						21,044,363						651,764						4.14		%				21,917,244						588,577						3.59		%
Allowance for loan losses						(247,083)																		(344,429)
Loans, net of allowance						20,797,280						651,764						4.19		%				21,572,815						588,577						3.65		%
Total earning assets						40,346,602						946,672						3.07		%				43,684,035						894,433						2.77		%
Receivable on unsettled securities sales						350,058																		694,530
Cash and other assets						6,939,631																		5,620,697
Total assets						$	47,636,291																	$	49,999,262
Liabilities and equity
Interest-bearing deposits:
Transaction						$	21,107,446					$	48,063					0.30		%				$	21,453,439					$	16,864					0.11		%
Savings						969,280						284						0.04		%				850,455						278						0.04		%
Time						1,456,389						7,828						0.72		%				1,920,436						8,798						0.61		%
Total interest-bearing deposits						23,533,115						56,175						0.32		%				24,224,330						25,940						0.14		%
Funds purchased and repurchase agreements						1,338,711						7,751						0.77		%				2,018,162						2,792						0.18		%
Other borrowings						1,327,622						13,364						1.35		%				3,179,166						8,702						0.37		%
Subordinated debentures						131,215						4,452						4.54		%				255,343						9,205						4.82		%
Total interest-bearing liabilities						26,330,663						81,742						0.42		%				29,677,001						46,639						0.21		%
Non-interest bearing demand deposits						15,123,552																		13,062,720
Due on unsettled securities purchases						409,598																		858,302
Other liabilities						888,641																		1,051,535
Total equity						4,883,837																		5,349,704
Total liabilities and equity						$	47,636,291																	$	49,999,262
Tax-equivalent Net Interest Revenue												$	864,930					2.65		%										$	847,794					2.56		%
Tax-equivalent Net Interest Revenue to Earning Assets																		2.80		%																2.63		%
Less tax-equivalent adjustment												6,176																		6,838
Net Interest Revenue												858,754																		840,956
Provision for credit losses												15,000																		(83,000)
Other operating revenue												446,171																		598,332
Other operating expense												846,024																		878,213
Income before taxes												443,901																		644,075
Federal and state income taxes												92,000																		144,939
Net income												351,901																		499,136
Net income (loss) attributable to non-controlling interests												57																		(1,667)
Net income attributable to BOK Financial Corp. shareholders												$	351,844																	$	500,803
Earnings Per Average Common Share Equivalent:
Net income:
Basic												$	5.18																	$	7.23
Diluted												$	5.18																	$	7.23

Yield calculations are shown on a tax equivalent at the statutory federal and state rates for the periods presented. The yield calculations exclude security trades that have been recorded on trade date with no corresponding interest income and the unrealized gains and losses. The yield calculation also includes average loan balances for which the accrual of interest has been discontinued and are net of unearned income. Yield / rate calculations are generally based on the conventions that determine how interest income and expense is accrued.

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Quarterly Financial Summary – Unaudited

Consolidated Daily Average Balances, Average Yields and Rates

(In Thousands, Except Per Share Data)						Three Months Ended
						September 30, 2022																		June 30, 2022
						Average Balance						Revenue/ Expense						Yield/ Rate						Average Balance						Revenue/ Expense						Yield/ Rate
Assets
Interest-bearing cash and cash equivalents						$	748,263					$	3,520					1.87		%				$	843,619					$	1,737					0.83		%
Trading securities						3,178,068						22,772						2.72		%				4,166,954						23,009						2.00		%
Investment securities, net of allowance						2,593,989						9,207						1.42		%				610,983						3,585						2.35		%
Available for sale securities						10,306,257						59,144						2.21		%				12,258,072						58,882						1.84		%
Fair value option securities						36,846						286						2.98		%				54,832						437						2.92		%
Restricted equity securities						173,656						2,703						6.23		%				167,732						1,384						3.30		%
Residential mortgage loans held for sale						132,685						1,684						5.05		%				148,183						1,559						4.22		%
Loans						21,599,232						265,997						4.89		%				21,057,714						205,694						3.92		%
Allowance for loan losses						(241,136)																		(246,064)
Loans, net of allowance						21,358,096						265,997						4.94		%				20,811,650						205,694						3.96		%
Total earning assets						38,527,860						365,313						3.71		%				39,062,025						296,287						2.96		%
Receivable on unsettled securities sales						219,113																		457,165
Cash and other assets						6,372,229																		7,769,208
Total assets						$	45,119,202																	$	47,288,398
Liabilities and equity
Interest-bearing deposits:
Transaction						$	19,556,806					$	31,266					0.63		%				$	21,037,294					$	11,454					0.22		%
Savings						978,596						135						0.05		%				981,493						76						0.03		%
Time						1,409,069						3,314						0.93		%				1,373,036						2,332						0.68		%
Total interest-bearing deposits						21,944,471						34,715						0.63		%				23,391,823						13,862						0.24		%
Funds purchased and repurchase agreements						800,759						1,445						0.72		%				1,224,134						1,608						0.53		%
Other borrowings						1,528,887						8,988						2.33		%				1,301,358						3,286						1.01		%
Subordinated debentures						131,199						1,677						5.07		%				131,219						1,473						4.50		%
Total interest-bearing liabilities						24,405,316						46,825						0.76		%				26,048,534						20,229						0.31		%
Non-interest bearing demand deposits						15,105,305																		15,202,597
Due on unsettled securities purchases						331,428																		380,332
Other liabilities						501,731																		924,605
Total equity						4,775,422																		4,732,330
Total liabilities and equity						$	45,119,202																	$	47,288,398
Tax-equivalent Net Interest Revenue												$	318,488					2.95		%										$	276,058					2.65		%
Tax-equivalent Net Interest Revenue to Earning Assets																		3.24		%																2.76		%
Less tax-equivalent adjustment												2,163																		2,040
Net Interest Revenue												316,325																		274,018
Provision for credit losses												15,000																		—
Other operating revenue												189,698																		168,617
Other operating expense												294,751																		273,655
Income before taxes												196,272																		168,980
Federal and state income taxes												39,681																		36,122
Net income												156,591																		132,858
Net income (loss) attributable to non-controlling interests												81																		12
Net income attributable to BOK Financial Corp. shareholders												$	156,510																	$	132,846
Earnings Per Average Common Share Equivalent:
Basic												$	2.32																	$	1.96
Diluted												$	2.32																	$	1.96

Yield calculations are shown on a tax equivalent at the statutory federal and state rates for the periods presented. The yield calculations exclude security trades that have been recorded on trade date with no corresponding interest income and the unrealized gains and losses. The yield calculation also includes average loan balances for which the accrual of interest has been discontinued and are net of unearned income. Yield / rate calculations are generally based on the conventions that determine how interest income and expense is accrued.

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(In Thousands, Except Per Share Data)						Three Months Ended
						March 31, 2022																		December 31, 2021
						Average Balance						Revenue /Expense						Yield / Rate						Average Balance						Revenue / Expense						Yield / Rate
Assets
Interest-bearing cash and cash equivalents						$	1,050,409					$	473					0.18		%				$	1,208,552					$	483					0.16		%
Trading securities						8,537,390						41,041						1.71		%				9,260,778						44,537						1.89		%
Investment securities, net of allowance						195,198						2,475						5.07		%				213,188						2,661						4.99		%
Available for sale securities						13,092,422						58,018						1.77		%				13,247,607						55,638						1.72		%
Fair value option securities						75,539						491						2.81		%				46,458						302						2.71		%
Restricted equity securities						164,484						1,107						2.69		%				137,874						1,028						2.98		%
Residential mortgage loans held for sale						179,697						1,394						3.11		%				163,433						1,242						3.06		%
Loans						20,463,662						180,073						3.57		%				20,242,653						188,547						3.70		%
Allowance for loan losses						(254,191)																		(271,794)
Loans, net of allowance						20,209,471						180,073						3.61		%				19,970,859						188,547						3.75		%
Total earning assets						43,504,610						285,072						2.58		%				44,248,749						294,438						2.66		%
Receivable on unsettled securities sales						375,616																		585,901
Cash and other assets						6,680,848																		5,769,406
Total assets						$	50,561,074																	$	50,604,056
Liabilities and equity
Interest-bearing deposits:
Transaction						$	22,763,479					$	5,343					0.10		%				$	22,326,401					$	5,097					0.09		%
Savings						947,407						73						0.03		%				909,131						96						0.04		%
Time						1,589,039						2,182						0.56		%				1,747,715						2,351						0.53		%
Total interest-bearing deposits						25,299,925						7,598						0.12		%				24,983,247						7,544						0.12		%
Funds purchased and repurchase agreements						2,004,466						4,698						0.95		%				2,893,128						5,292						0.73		%
Other borrowings						1,148,440						1,090						0.38		%				880,837						1,091						0.49		%
Subordinated debentures						131,228						1,302						4.02		%				131,224						1,330						4.02		%
Total interest-bearing liabilities						28,584,059						14,688						0.21		%				28,888,436						15,257						0.21		%
Non-interest bearing demand deposits						15,062,282																		14,818,841
Due on unsettled securities purchases						519,097																		629,642
Other liabilities						1,247,785																		898,848
Total equity						5,147,851																		5,368,289
Total liabilities and equity						$	50,561,074																	$	50,604,056
Tax-equivalent Net Interest Revenue												$	270,384					2.37		%										$	279,181					2.45		%
Tax-equivalent Net Interest Revenue to Earning Assets																		2.44		%																2.52		%
Less tax-equivalent adjustment												1,973																		2,104
Net Interest Revenue												268,411																		277,077
Provision for credit losses												—																		(17,000)
Other operating revenue												87,856																		157,443
Other operating expense												277,618																		299,495
Income before taxes												78,649																		152,025
Federal and state income taxes												16,197																		34,836
Net income												62,452																		117,189
Net income (loss) attributable to non-controlling interests												(36)																		(129)
Net income attributable to BOK Financial Corp. shareholders												$	62,488																	$	117,318
Earnings Per Average Common Share Equivalent:
Basic												$	0.91																	$	1.71
Diluted												$	0.91																	$	1.71

Yield calculations are shown on a tax equivalent at the statutory federal and state rates for the periods presented. The yield calculations exclude security trades that have been recorded on trade date with no corresponding interest income and the unrealized gains and losses. The yield calculation also includes average loan balances for which the accrual of interest has been discontinued and are net of unearned income. Yield / rate calculations are generally based on the conventions that determine how interest income and expense is accrued.

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(In Thousands, Except Per Share Data)						Three Months Ended
						September 30, 2021
						Average Balance						Revenue / Expense						Yield / Rate
Assets
Interest-bearing cash and cash equivalents						$	682,788					$	245					0.14		%
Trading securities						7,617,236						39,006						2.04		%
Investment securities, net of allowance						218,117						2,740						5.02		%
Available for sale securities						13,446,095						57,391						1.80		%
Fair value option securities						56,307						342						2.62		%
Restricted equity securities						245,485						1,565						2.55		%
Residential mortgage loans held for sale						167,620						1,274						3.06		%
Loans						20,848,608						193,117						3.68		%
Allowance for loan losses						(306,125)
Loans, net of allowance						20,542,483						193,117						3.73		%
Total earning assets						42,976,131						295,680						2.78		%
Receivable on unsettled securities sales						632,539
Cash and other assets						5,890,479
Total assets						$	49,499,149
Liabilities and equity
Interest-bearing deposits:
Transaction						$	21,435,736					$	5,002					0.09		%
Savings						888,011						96						0.04		%
Time						1,839,983						2,567						0.55		%
Total interest-bearing deposits						24,163,730						7,665						0.13		%
Funds purchased and repurchase agreements						1,448,800						722						0.20		%
Other borrowings						2,546,083						2,344						0.37		%
Subordinated debentures						214,654						2,505						4.63		%
Total interest-bearing liabilities						28,373,267						13,236						0.19		%
Non-interest bearing demand deposits						13,670,656
Due on unsettled securities purchases						957,538
Other liabilities						1,054,247
Total equity						5,443,441
Total liabilities and equity						$	49,499,149
Tax-equivalent Net Interest Revenue												$	282,444					2.59		%
Tax-equivalent Net Interest Revenue to Earning Assets																		2.66		%
Less tax-equivalent adjustment												2,217
Net Interest Revenue												280,227
Provision for credit losses												(23,000)
Other operating revenue												229,832
Other operating expense												291,277
Income before taxes												241,782
Federal and state income taxes												54,061
Net income												187,721
Net income (loss) attributable to non-controlling interests												(601)
Net income attributable to BOK Financial Corp. shareholders												$	188,322
Earnings Per Average Common Share Equivalent:
Basic												$	2.74
Diluted												$	2.74

Yield calculations are shown on a tax equivalent at the statutory federal and state rates for the periods presented. The yield calculations exclude security trades that have been recorded on trade date with no corresponding interest income and the unrealized gains and losses. The yield calculation also includes average loan balances for which the accrual of interest has been discontinued and are net of unearned income. Yield / rate calculations are generally based on the conventions that determine how interest income and expense is accrued.

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Quarterly Earnings Trends – Unaudited

(In thousands, except share and per share data)

						Three Months Ended
						Sep. 30, 2022						June 30, 2022						Mar. 31, 2022						Dec. 31, 2021						Sep. 30, 2021
Interest revenue						$	363,150					$	294,247					$	283,099					$	292,334					$	293,463
Interest expense						46,825						20,229						14,688						15,257						13,236
Net interest revenue						316,325						274,018						268,411						277,077						280,227
Provision for credit losses						15,000						—						—						(17,000)						(23,000)
Net interest revenue after provision for credit losses						301,325						274,018						268,411						294,077						303,227
Other operating revenue
Brokerage and trading revenue						61,006						44,043						(27,079)						14,869						47,930
Transaction card revenue						25,974						26,940						24,216						24,998						24,632
Fiduciary and asset management revenue						50,190						49,838						46,399						46,872						45,248
Deposit service charges and fees						28,703						28,500						27,004						26,718						27,429
Mortgage banking revenue						11,282						11,368						16,650						21,278						26,286
Other revenue						15,479						12,684						10,445						11,586						18,896
Total fees and commissions						192,634						173,373						97,635						146,321						190,421
Other gains (losses), net						979						(7,639)						(1,644)						6,081						31,091
Loss on derivatives, net						(17,009)						(13,569)						(46,981)						(4,788)						(5,760)
Gain (loss) on fair value option securities, net						(4,368)						(2,221)						(11,201)						1,418						(120)
Change in fair value of mortgage servicing rights						16,570						17,485						49,110						7,859						12,945
Gain on available for sale securities, net						892						1,188						937						552						1,255
Total other operating revenue						189,698						168,617						87,856						157,443						229,832
Other operating expense
Personnel						170,348						154,923						159,228						174,474						175,863
Business promotion						6,127						6,325						6,513						6,452						4,939
Charitable contributions to BOKF Foundation						—						—						—						5,000						—
Professional fees and services						14,089						12,475						11,413						14,129						12,436
Net occupancy and equipment						29,296						27,489						30,855						26,897						28,395
Insurance						4,306						4,728						4,283						3,889						3,712
Data processing and communications						41,743						41,280						39,836						39,358						38,371
Printing, postage and supplies						4,349						3,929						3,689						2,935						3,558
Amortization of intangible assets						3,943						4,049						3,964						4,438						4,488
Mortgage banking costs						9,504						9,437						7,877						8,667						8,962
Other expense						11,046						9,020						9,960						13,256						10,553
Total other operating expense						294,751						273,655						277,618						299,495						291,277
Net income before taxes						196,272						168,980						78,649						152,025						241,782
Federal and state income taxes						39,681						36,122						16,197						34,836						54,061
Net income						156,591						132,858						62,452						117,189						187,721
Net income (loss) attributable to non-controlling interests						81						12						(36)						(129)						(601)
Net income attributable to BOK Financial Corporation shareholders						$	156,510					$	132,846					$	62,488					$	117,318					$	188,322
Earnings per share:
Basic						$2.32						$1.96						$0.91						$1.71						$2.74
Diluted						$2.32						$1.96						$0.91						$1.71						$2.74
Average shares used in computation:
Basic						67,003,199						67,453,748						67,812,400						68,069,160						68,359,125
Diluted						67,004,623						67,455,172						67,813,851						68,070,910						68,360,871

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PART II. Other Information

Item 1. Legal Proceedings

 

See discussion of legal proceedings at Note 6 to the Consolidated Financial Statements.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

The following table provides information with respect to purchases made by or on behalf of the Company or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of the Company’s common stock during the three months ended September 30, 2022.

Period						Total Number of Shares Purchased2						Average Price Paid per Share						Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs1						Maximum Number of Shares that May Yet Be Purchased Under the Plans
July 1 to July 31, 2022						25,000						$	87.70					25,000						871,569
August 1 to August 31, 2022						523,034						$	91.37					523,034						348,535
September 1 to September 30, 2022						—						$	—					—						348,535
Total						548,034												548,034

1On April 30, 2019, the Company's board of directors authorized the Company to repurchase up to five million shares of the Company's common stock. As of September 30, 2022, the Company had repurchased 4,651,465 shares under this plan. Future repurchases of the Company's common stock will vary based on market conditions, regulatory limitations and other factors.

2The Company may repurchase mature shares from employees to cover the exercise price and taxes in connection with employee equity compensation.

Item 6. Exhibits

31.1Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Earnings, (iii) the Consolidated Statements of Changes in Equity, (iv) the Consolidated Statement of Cash Flows and (v) the Notes to Consolidated Financial Statements. The XBRL instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

104    Cover Page Interactive Data File - (formatted as Inline XBRL and contained in Exhibit 101)

Items 3, 4 and 5 are not applicable and have been omitted.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

BOK FINANCIAL CORPORATION

(Registrant)

Date:        November 2, 2022                                                                  

/s/ Steven E. Nell
Steven E. Nell
Executive Vice President and
Chief Financial Officer

    

/s/ Michael J. Rogers
Michael J. Rogers
Senior Vice President and
Chief Accounting Officer

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