WASHINGTON TRUST BANCORP INCWASH

WASHINGTON TRUST BANCORP INC Goodwill & Intangibles Disclosure

10-KFiled Feb 24, 20262 min read
Goodwill and Intangible Assets
The following table presents the carrying value of goodwill at the reporting unit (or business segment) level:
(Dollars in thousands)
December 31,20252024
Banking Segment$22,591 $22,591 
Wealth Management Services Segment41,318 41,318 
Total goodwill$63,909 $63,909 

The balance of goodwill in the Banking segment arose from the acquisition of First Financial Corp. in 2002. The balance of goodwill in the Wealth Management Services segment arose from the 2005 acquisition of Weston and the 2015 acquisition of Halsey.

On July 31, 2025, the Bank's registered investment adviser subsidiary completed the purchase of wealth management client advisory contracts from Lighthouse in an asset acquisition. This resulted in the recognition of an intangible asset totaling $2.2 million on the acquisition date. The Corporation has not recognized a liability for the contingent consideration payments, as the amounts to be paid are uncertain until a future measurement date. The contingent consideration payments are capitalizable as part of the intangible asset acquired when the payments are probable and reasonably estimable.

The following table presents the components of intangible assets:
(Dollars in thousands)
December 31,20252024
Gross carrying amount$22,983 $20,803 
Accumulated amortization18,680 17,918 
Net amount$4,303 $2,885 
Weighted average remaining life (in years)9.55.2

The gross carrying amount of intangible assets includes wealth management client advisory contracts resulting from the 2005 acquisition of Weston and the 2015 acquisition of Halsey, which were accounted for as business combinations. In addition, the balance at December 31, 2025 includes wealth management client advisory contracts resulting from the Lighthouse asset acquisition.

In the third quarter of 2025, the Weston wealth management client advisory contracts were fully amortized. Both the Halsey and Lighthouse wealth management client advisory contracts are being amortized on a straight-line basis over a 15-year life.

Amortization expense for the years ended December 31, 2025, 2024, and 2023, amounted to $762 thousand, $826 thousand and $843 thousand, respectively.

The following table presents estimated annual amortization expense for intangible assets at December 31, 2025:
(Dollars in thousands)
Years ending December 31,2026$622 
2027622 
2028622 
2029622 
2030423 
2031 and thereafter1,392 

About Goodwill & Intangibles Disclosures

Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.

Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.

Other Available Disclosures

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