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8-K

Arrow Financial Corp (AROW)

8-K 2022-07-27 For: 2022-07-27
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report: July 27, 2022

(Date of earliest event reported)

ARROW FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

New York 0-12507 22-2448962
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 250 Glen Street Glens Falls New York 12801
--- --- --- --- ---
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 518 745-1000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class Trading Symbol Name of each exchange on which registered
Common Stock, Par Value $1.00 per share AROW NASDAQ Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
--- ---
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

Item 2.02.     Results of Operations and Financial Condition.

On July 27, 2022, Arrow Financial Corporation issued a press release containing unaudited financial information and accompanying discussion for the year-to-date period ended June 30, 2022.  A copy of this press release is furnished as Exhibit 99 to this report on Form 8-K.

Item 9.01.    Financial Statements and Exhibits.

Exhibits:

Exhibit No. Description

Exhibit 99 Arrow Financial Corporation Earnings Press ReleaseJuly 27, 2022

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 hereunto duly authorized.

ARROW FINANCIAL CORPORATION
Registrant
Date: July 27, 2022 /s/ Edward J. Campanella
Edward J. Campanella, Senior Vice President,<br>Treasurer and Chief Financial Officer

Document

250 Glen Street<br>Glens Falls, NY 12801
NASDAQ® Symbol: "AROW" <br>Website: arrowfinancial.com<br><br>Media Contact: Blake Jones<br>Tel: (518) 415-4274

Arrow Reports $12.0 million in Q2 Net Income, Loan Growth of $108 Million

GLENS FALLS, N.Y. (July 27, 2022) – Arrow Financial Corporation (NasdaqGS® – AROW) announced financial results for the three-month period ended June 30, 2022. Net income for the second quarter of 2022 was $12.0 million and diluted earnings per share was $0.75.

Loan growth was strong in the second quarter of 2022, with gross loans increasing by $108 million. Excluding Paycheck Protection Program (PPP) loans, which decreased by $17 million, loans grew by $125 million in the quarter.

“Arrow had a strong second quarter with total loan balances at June 30, 2022 reaching a record high," said Arrow President and CEO Thomas J. Murphy. "I commend the Arrow Team for their outstanding efforts and strong work ethic. While economic challenges are expected this year, I am confident in our direction as a Company and our ability to deliver strong results for our shareholders, our customers and our communities.”

For the second quarter of 2022, net income was $12.0 million compared to $13.3 million for the second quarter of 2021. The year-over-year decline in second quarter net income was primarily due to:

•An increase in the provision expense for credit losses to $905 thousand for the second quarter of 2022, as compared to $263 thousand in the second quarter of 2021.

•Net gain on sale of loans was lower by $615 thousand when comparing year-over-year quarters.

•A decrease of $2.6 million in income earned on PPP loans included as part of net interest income in the second quarter of 2022 compared to the second quarter of 2021.

Second Quarter Highlights

Earnings:

•Net income was $12.0 million.

•Net interest margin was 3.02%.

•Return on average assets (ROA) was 1.20%.

•Return on average equity (ROE) was 13.44%.

•Diluted earnings per share (EPS) was $0.75 for the second quarter.

•Second-quarter revenue was consistent to the prior-year comparative quarter.

•Net charge-offs for the second quarter of 2022 were $476 thousand as compared to $93 thousand for the comparable 2021 quarter.

Balance Sheet:

•Total assets were $4.0 billion as of June 30, 2022.

•Total loans were $2.8 billion as of June 30, 2022, a record high for Arrow.

•Total deposits were $3.5 billion as of June 30, 2022.

•Loans to deposits ratio as of June 30, 2022 was 80.2%

Additional Items:

•$17 million of PPP loans were forgiven in the second quarter of 2022.

•$1.5 million of PPP loans remained outstanding as of June 30, 2022.

•Book value per share was $22.25, up by 1.1% over the prior-year level.

•Nonperforming assets of $10.0 million at June 30, 2022 represented 0.25% of period-end assets, up from 0.20% at June 30, 2021.

•A core system upgrade is scheduled for the third quarter of 2022, with the first customer communications expected in early August.

Income Statement

•Net Interest Income: Net interest income for the second quarter was $29.0 million, up 2.4% from $28.4 million in the comparable quarter of 2021. Interest and fees on loans were $26.9 million for the second quarter of 2022, a decrease of 0.4% from $27.0 million for the quarter ending June 30, 2021. Interest and fees related to PPP loans, included in the $26.9 million total, were $439 thousand in the second quarter of 2022, a decrease from $3.1 million for the second quarter of 2021. Interest expense for the second quarter of 2022 was $1.6 million, an increase of $0.2 million, or 16.5%, from $1.3 million in expense for the comparable quarter ending June 30, 2021.

•Net Interest Margin: Net interest margin was 3.02% for the quarter, compared to 3.08% for the second quarter of 2021. The decrease in net interest margin from the prior year was primarily due to the decrease in the amount of PPP loan interest and related fees recognized in the second quarter of 2022 as compared to the comparable quarter of 2021. Net interest margin, excluding PPP income, increased from the comparable prior year quarter from 2.86% to 2.98% The cost of interest-bearing liabilities increased slightly primarily due to the repricing of municipal deposits.

Three Months Ended
June 30, 2022 June 30, 2021
Interest and Dividend Income $ 30,593 $ 29,695
Interest Expense 1,555 1,335
Net Interest Income 29,038 28,360
Average Earning Assets(1) 3,858,837 3,688,572
Average Interest-Bearing Liabilities 2,808,287 2,721,961
Yield on Earning Assets(1) 3.18 % 3.23 %
Cost of Interest-Bearing Liabilities 0.22 0.20
Net Interest Spread 2.96 3.03
Net Interest Margin 3.02 3.08
Income Earned on PPP Loans included in Net Interest Income $ 438 $ 3,086
Net Interest Income excluding PPP loans 28,600 25,274
Net Interest Margin excluding PPP loans 2.98 % 2.86 %
(1) Includes Nonaccrual Loans.

•Provision for Credit Losses: For the second quarter of 2022, the provision for credit losses was $905 thousand compared to $263 thousand in provision expense in the second quarter of 2021. The key drivers for the increase were strong loan growth and a slight deterioration in forecasted economic conditions in the second quarter of 2022.

•Noninterest Income: Noninterest income for the three months ended June 30, 2022 was $7.7 million, compared to $8.5 million in the comparable 2021 quarter. Income from fiduciary activities for the three months ended June 30, 2022, decreased by $72 thousand over the comparable quarter of 2021. Fees and other services to customers increased $131 thousand over the comparable quarter of 2021. Gain on sales of loans decreased $615 thousand from the second quarter of 2021 as a result of a strategic decision to retain more newly originated real estate loans. Other operating income decreased $132 thousand from the comparable quarter of 2021 due to a variety of factors, including, among others, a $99 thousand loss on the disposal of a building.

•Noninterest Expense: Noninterest expense for the second quarter of 2022 was $20.3 million, an increase from $19.1 million for the second quarter of 2021. The largest component of noninterest expense was salaries and benefits paid to our employees, which totaled $11.7 million for the second quarter of 2022. The expense for estimated credit losses on off-balance sheet credit exposures included in other expenses was $110 thousand.

•Provision for Income Taxes: The provision for income taxes was $3.6 million for the second quarter of 2022, compared to $4.2 million for the same quarter of 2021.

Balance Sheet

•Total Assets: Total assets were $4.0 billion at June 30, 2022 an increase of $95.0 million, or 2.4%, compared to June 30, 2021 and a decrease of $165.2 million, or 4.0%, compared to March 31, 2022.

•Investments: Total investments were $766.9 million as of June 30, 2022 an increase of $122.5 million, or 19.0%, compared to June 30, 2021 and a decrease of $14.1 million, or 1.8%, compared to March 31, 2022.

•Loans: Total loans were $2.8 billion as of June 30, 2022. Loan growth for the second quarter of 2022 was $107.5 million and increased $200.7 million, or 7.6%, from June 30, 2021. In the second quarter, total outstanding commercial loans increased $8.0 million, or 1.0%. PPP loans, which are included in the commercial portfolio, decreased $17.2 million in the second quarter as a result of the continued loan forgiveness processed by the Small Business Administration. The consumer loan portfolio grew by $54.5 million, or 5.6% in the second quarter, primarily within the indirect automobile lending program. Total outstanding residential real estate loans increased $45.1 million, or 4.7%, for the second quarter of 2022.

•Allowance for Credit Losses: The allowance for credit losses was $28.1 million on June 30, 2022, which represented 0.99% of loans outstanding, as compared to 1.02% at June 30, 2021. Asset quality remained solid at June 30, 2022. Net loan losses, expressed as an annualized percentage of average loans outstanding, were 0.07% for the three-month period ended June 30, 2022, as compared to 0.01% for the three-month period ended June 30, 2021. Nonperforming assets of $10.0 million at June 30, 2022 represented 0.25% of period-end assets, compared to 0.20% at June 30, 2021.

•Deposits: At June 30, 2022, deposit balances were $3.5 billion. Deposits decreased in the second quarter of 2022 by $169.7 million and increased by $107.6 million, or 3.1%, from the prior-year level. Municipal deposits decreased $112.1 million in the second quarter and increased $4.8 million, or 0.6% from June 30, 2021. Non-municipal deposits decreased $57.6 million for the quarter and increased $102.8 million, or 4.0%, from June 30, 2021. Noninterest-bearing deposits represented 23.3% of total deposits at June 30, 2022, compared to 22.2% of total deposits at June 30, 2021. At June 30, 2022, total time deposits were $169.5 million, a decrease of $57.0 million, or 25.2%, compared to the prior year.

•Capital: Total stockholders’ equity was $356.5 million on June 30, 2022, up $3.5 million, or 1.0%, from June 30, 2021. Arrow's regulatory capital ratios remained strong in the second quarter of 2022. As of June 30, 2022, Arrow's Common Equity Tier 1 Capital Ratio was 13.14% and Total Risk-Based Capital Ratio was 14.93%. The capital ratios of Arrow and both its subsidiary banks, Glens Falls National Bank and Trust Company and Saratoga National Bank and Trust Company, continued to exceed the “well capitalized” regulatory standards.

Additional Commentary

•Cash and Stock Dividends: On June 15, 2022, Arrow distributed a cash dividend of $0.27 per share. The cash dividend was 7% higher than the cash dividend paid by Arrow in the second quarter of 2021 due to a one cent increase in the cash dividend rate and after adjusting for the 3% stock dividend distributed on September 24, 2021.

•Industry Recognition: In the second quarter of 2022, both of Arrow's banking subsidiaries once again earned BauerFinancial, Inc. 5-Star Exceptional Performance Bank ratings.

About Arrow

Arrow Financial Corporation is a multi-bank holding company headquartered in Glens Falls, New York, serving the financial needs of northeastern New York. Arrow is the parent of Glens Falls National Bank and Trust Company and Saratoga National Bank and Trust Company. Other subsidiaries include Upstate Agency, LLC and North Country Investment Advisers, Inc.

Non-GAAP Financial Measures Reconciliation

In addition to presenting information in conformity with accounting principles generally accepted in the United States of America (GAAP), this news release contains financial information determined by methods other than GAAP (non-GAAP). Some measures used in this release, which are commonly utilized by financial institutions, have not been specifically exempted by the Securities and Exchange Commission (SEC) and may constitute "non-GAAP financial measures" within the meaning of the SEC's rules. These non-GAAP financial measures include: tangible equity, return on tangible equity, tax-equivalent adjustment and related net interest income, tax-equivalent, and the efficiency ratio. Management believes that the non-GAAP financial measures disclosed by Arrow are useful in evaluating Arrow's performance and that such information should be considered as supplemental in nature and not as a substitute for, or superior to, the related financial information prepared in accordance with GAAP. Non-GAAP financial measures may differ from similar measures presented by other companies. See the reconciliation of GAAP to non-GAAP measures in the section "Selected Quarterly Information."

Safe Harbor Statement

The information in this document may contain statements based on management’s beliefs, assumptions, expectations, estimates and projections about the future. Such "forward-looking statements," as defined in Section 21E of the Securities Exchange Act of 1934, as amended, involve a degree of uncertainty and attendant risk. Actual outcomes and results may differ, explicitly or by implication. We are not obliged to revise or update these statements to reflect unanticipated events. This document should be read in conjunction with Arrow’s Annual Report on Form 10-K for the year ended December 31, 2021 and other filings with the SEC.

ARROW FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Amounts - Unaudited)

Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
INTEREST AND DIVIDEND INCOME
Interest and Fees on Loans $ 26,906 $ 27,014 $ 52,645 $ 52,197
Interest on Deposits at Banks 427 103 625 188
Interest and Dividends on Investment Securities:
Fully Taxable 2,444 1,671 4,633 3,177
Exempt from Federal Taxes 816 907 1,637 1,827
Total Interest and Dividend Income 30,593 29,695 59,540 57,389
INTEREST EXPENSE
Interest-Bearing Checking Accounts 199 192 362 411
Savings Deposits 892 501 1,309 1,066
Time Deposits over $250,000 26 69 54 189
Other Time Deposits 111 156 220 378
Federal Funds Purchased and <br>  Securities Sold Under Agreements to Repurchase 1 3
Federal Home Loan Bank Advances 108 196 295 389
Junior Subordinated Obligations Issued to <br>  Unconsolidated Subsidiary Trusts 171 171 340 340
Interest on Financing Leases 48 49 97 98
Total Interest Expense 1,555 1,335 2,677 2,874
NET INTEREST INCOME 29,038 28,360 56,863 54,515
Provision for Credit Losses 905 263 1,674 (385)
NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES 28,133 28,097 55,189 54,900
NONINTEREST INCOME
Income From Fiduciary Activities 2,517 2,589 5,113 4,967
Fees for Other Services to Customers 3,050 2,919 5,845 5,528
Insurance Commissions 1,622 1,626 3,133 3,266
Net Gain on Securities 154 196 284 356
Net Gain on Sales of Loans 10 625 62 2,040
Other Operating Income 391 523 1,469 929
Total Noninterest Income 7,744 8,478 15,906 17,086
NONINTEREST EXPENSE
Salaries and Employee Benefits 11,687 10,845 22,973 21,983
Occupancy Expenses, Net 1,602 1,484 3,200 3,077
Technology and Equipment Expense 3,974 3,710 7,753 7,169
FDIC Assessments 291 245 598 515
Other Operating Expense 2,791 2,803 4,766 5,021
Total Noninterest Expense 20,345 19,087 39,290 37,765
INCOME BEFORE PROVISION FOR INCOME TAXES 15,532 17,488 31,805 34,221
Provision for Income Taxes 3,558 4,209 7,256 7,662
NET INCOME $ 11,974 $ 13,279 $ 24,549 $ 26,559
Average Shares Outstanding 1:
Basic 16,014 16,024 16,022 16,009
Diluted 16,054 16,085 16,069 16,056
Per Common Share:
Basic Earnings $ 0.75 $ 0.83 $ 1.53 $ 1.66
Diluted Earnings 0.75 0.83 1.53 1.65
1 2021 Share and Per Share Amounts have been restated for the September 24, 2021, 3% stock dividend.

ARROW FINANCIAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands, Except Share and Per Share Amounts - Unaudited)

June 30,<br>2022 December 31, 2021 June 30,<br>2021
ASSETS
Cash and Due From Banks $ 51,549 $ 26,978 $ 44,760
Interest-Bearing Deposits at Banks 165,705 430,718 433,468
Investment Securities:
Available-for-Sale at Fair Value 582,741 559,316 437,868
Held-to-Maturity (Fair Value of $180,511 at June 30, 2022; $201,292 at December 31, 2021; and $210,916 at June 30, 2021) 182,096 196,566 204,490
Equity Securities 2,031 1,747 1,992
FHLB and Federal Reserve Bank Stock 4,718 5,380 5,380
Loans 2,844,802 2,667,941 2,644,082
Allowance for Credit Losses (28,090) (27,281) (27,010)
Net Loans 2,816,712 2,640,660 2,617,072
Premises and Equipment, Net 50,141 46,217 43,268
Goodwill 21,873 21,873 21,873
Other Intangible Assets, Net 1,710 1,918 2,082
Other Assets 111,929 96,579 83,938
Total Assets $ 3,991,205 $ 4,027,952 $ 3,896,191
LIABILITIES
Noninterest-Bearing Deposits 824,842 810,274 761,991
Interest-Bearing Checking Accounts 1,046,570 994,391 977,955
Savings Deposits 1,504,791 1,531,287 1,471,591
Time Deposits over $250,000 40,021 82,811 84,357
Other Time Deposits 129,436 131,734 142,139
Total Deposits 3,545,660 3,550,497 3,438,033
Federal Funds Purchased and <br>  Securities Sold Under Agreements to Repurchase 3,092
Federal Home Loan Bank Term Advances 25,000 45,000 45,000
Junior Subordinated Obligations Issued to Unconsolidated <br>  Subsidiary Trusts 20,000 20,000 20,000
Finance Leases 5,144 5,169 5,193
Other Liabilities 38,903 36,100 31,840
Total Liabilities 3,634,707 3,656,766 3,543,158
STOCKHOLDERS’ EQUITY
Preferred Stock, $1 Par Value and 1,000,000 Shares Authorized at June 30, 2022, December 31, 2021 and June 30, 2021
Common Stock, $1 Par Value; 30,000,000 Shares Authorized (20,800,144 Shares Issued at June 30, 2022 and December 31, 2021 and 20,194,474 at June 30, 2021) 20,800 20,800 20,194
Additional Paid-in Capital 379,423 377,996 355,195
Retained Earnings 69,980 54,078 60,494
Accumulated Other Comprehensive (Loss) Income (29,564) 347 (2,658)
Treasury Stock, at Cost (4,777,605 Shares at June 30, 2022; 4,759,414 Shares at December 31, 2021 and 4,622,797 Shares at June 30, 2021) (84,141) (82,035) (80,192)
Total Stockholders’ Equity 356,498 371,186 353,033
Total Liabilities and Stockholders’ Equity $ 3,991,205 $ 4,027,952 $ 3,896,191

Arrow Financial Corporation

Selected Quarterly Information

(Dollars In Thousands, Except Per Share Amounts - Unaudited)

Quarter Ended 6/30/2022 3/31/2022 12/31/2021 9/30/2021 6/30/2021
Net Income $ 11,974 $ 12,575 $ 10,309 $ 12,989 $ 13,279
Transactions in Net Income (Net of Tax):
Net Changes in Fair Value of Equity Investments 114 96 (104) (79) 145
Share and Per Share Data:1
Period End Shares Outstanding 16,023 16,013 16,041 16,020 16,039
Basic Average Shares Outstanding 16,014 16,030 16,028 16,027 16,024
Diluted Average Shares Outstanding 16,054 16,083 16,091 16,085 16,085
Basic Earnings Per Share $ 0.75 $ 0.78 $ 0.64 $ 0.81 $ 0.83
Diluted Earnings Per Share 0.75 0.78 0.63 0.81 0.83
Cash Dividend Per Share 0.270 0.270 0.260 0.252 0.252
Selected Quarterly Average Balances:
Interest-Bearing Deposits at Banks $ 232,545 $ 410,644 $ 551,890 $ 416,500 $ 369,034
Investment Securities 822,112 797,347 681,732 675,980 668,089
Loans 2,804,180 2,678,796 2,660,665 2,641,726 2,651,449
Deposits 3,569,754 3,582,256 3,590,766 3,435,933 3,395,271
Other Borrowed Funds 50,140 68,596 70,162 72,187 74,957
Shareholders' Equity 357,228 370,264 364,409 359,384 350,203
Total Assets 4,012,999 4,054,943 4,060,540 3,902,041 3,851,921
Return on Average Assets, annualized 1.20 % 1.26 % 1.01 % 1.32 % 1.38 %
Return on Average Equity, annualized 13.44 % 13.77 % 11.22 % 14.34 % 15.21 %
Return on Average Tangible Equity, annualized 2 14.40 % 14.72 % 12.01 % 15.36 % 16.32 %
Average Earning Assets $ 3,858,837 $ 3,886,787 $ 3,894,287 $ 3,734,206 $ 3,688,572
Average Paying Liabilities 2,808,287 2,855,884 2,841,304 2,705,283 2,721,961
Interest Income 30,593 28,947 28,354 29,807 29,695
Tax-Equivalent Adjustment 3 269 270 285 292 293
Interest Income, Tax-Equivalent 3 30,862 29,217 28,639 30,099 29,988
Interest Expense 1,555 1,122 1,152 1,169 1,335
Net Interest Income 29,038 27,825 27,202 28,638 28,360
Net Interest Income, Tax-Equivalent 3 29,307 28,095 27,487 28,930 28,653
Net Interest Margin, annualized 3.02 % 2.90 % 2.77 % 3.04 % 3.08 %
Net Interest Margin, Tax-Equivalent, annualized 3 3.05 % 2.93 % 2.80 % 3.07 % 3.12 %
Efficiency Ratio Calculation: 4
Noninterest Expense $ 20,345 $ 18,945 $ 20,860 $ 19,423 $ 19,087
Less: Intangible Asset Amortization 48 49 52 51 53
Net Noninterest Expense $ 20,297 $ 18,896 $ 20,808 $ 19,372 $ 19,034
Net Interest Income, Tax-Equivalent $ 29,307 $ 28,095 $ 27,487 $ 28,930 $ 28,653
Noninterest Income 7,744 8,162 7,589 7,694 8,478
Less: Net (Loss) Gain on Securities 154 130 (139) (106) 196
Net Gross Income $ 36,897 $ 36,127 $ 35,215 $ 36,730 $ 36,935
Efficiency Ratio 55.01 % 52.30 % 59.09 % 52.74 % 51.53 %
Period-End Capital Information:
Total Stockholders' Equity (i.e. Book Value) $ 356,498 $ 357,243 $ 371,186 $ 360,171 $ 353,033
Book Value per Share 1 22.25 22.31 23.14 22.48 22.01
Goodwill and Other Intangible Assets, net 23,583 23,691 23,791 23,879 23,955
Tangible Book Value per Share 1,2 20.78 20.83 21.66 20.99 20.52
Capital Ratios:5
Tier 1 Leverage Ratio 9.60 % 9.37 % 9.20 % 9.39 % 9.29 %
Common Equity Tier 1 Capital Ratio 13.14 % 13.48 % 13.77 % 13.71 % 13.79 %
Tier 1 Risk-Based Capital Ratio 13.86 % 14.23 % 14.55 % 14.51 % 14.61 %
Total Risk-Based Capital Ratio 14.93 % 15.33 % 15.69 % 15.66 % 15.78 %
Assets Under Trust Admin. & Investment Mgmt. $ 1,589,178 $ 1,793,747 $ 1,851,101 $ 1,778,659 $ 1,804,854

Arrow Financial Corporation

Selected Quarterly Information - Continued

(Dollars In Thousands, Except Per Share Amounts - Unaudited)

Footnotes:
1. Share and Per Share Data have been restated for the September 24, 2021, 3% stock dividend.
2. Non-GAAP Financial Measures Reconciliation: Tangible Book Value and Tangible Equity exclude goodwill and other intangible assets, net from total equity.  These are non-GAAP financial measures which Arrow believes provides investors with information that is useful in understanding its financial performance.
6/30/2022 3/31/2022 12/31/2021 9/30/2021 6/30/2021
Total Stockholders' Equity (GAAP) $ 356,498 $ 357,243 $ 371,186 $ 360,171 $ 353,033
Less: Goodwill and Other Intangible assets, net 23,583 23,691 23,791 23,879 23,955
Tangible Equity (Non-GAAP) $ 332,915 $ 333,552 $ 347,395 $ 336,292 $ 329,078
Period End Shares Outstanding 16,023 16,013 16,041 16,020 16,039
Tangible Book Value per Share (Non-GAAP) $ 20.78 $ 20.83 $ 21.66 $ 20.99 $ 20.52
Net Income 11,974 12,575 10,309 12,989 13,279
Return on Average Tangible Equity (Net Income/Tangible Equity - Annualized) 14.40 % 14.72 % 12.01 % 15.36 % 16.32 %
3. Non-GAAP Financial Measures Reconciliation: Net Interest Margin, Tax-Equivalent is the ratio of our annualized tax-equivalent net interest income to average earning assets. This is also a non-GAAP financial measure which Arrow believes provides investors with information that is useful in understanding its financial performance.
6/30/2022 3/31/2022 12/31/2021 9/30/2021 6/30/2021
Interest Income (GAAP) $ 30,593 $ 28,947 $ 28,354 $ 29,807 $ 29,695
Add: Tax-Equivalent adjustment <br>     (Non-GAAP) 269 270 285 292 293
Interest Income - Tax Equivalent <br>     (Non-GAAP) $ 30,862 $ 29,217 $ 28,639 $ 30,099 $ 29,988
Net Interest Income (GAAP) $ 29,038 $ 27,825 $ 27,202 $ 28,638 $ 28,360
Add: Tax-Equivalent adjustment <br>     (Non-GAAP) 269 270 285 292 293
Net Interest Income - Tax Equivalent <br>     (Non-GAAP) $ 29,307 $ 28,095 $ 27,487 $ 28,930 $ 28,653
Average Earning Assets $ 3,858,837 $ 3,886,787 $ 3,894,287 $ 3,734,206 $ 3,688,572
Net Interest Margin (Non-GAAP)* 3.05 % 2.93 % 2.80 % 3.07 % 3.12 %
4. Non-GAAP Financial Measures: Financial Institutions often use the "efficiency ratio", a non-GAAP ratio, as a measure of expense control. Arrow believes the efficiency ratio provides investors with information that is useful in understanding its financial performance. Arrow defines efficiency ratio as the ratio of noninterest expense to net gross income (which equals tax-equivalent net interest income plus noninterest income, as adjusted).
5. For the current quarter, all of the regulatory capital ratios in the table above, as well as the Total Risk-Weighted Assets and Common Equity Tier 1 Capital amounts listed in the table below, are estimates based on, and calculated in accordance with, bank regulatory capital rules. All prior quarters reflect actual results. The CET1 ratio at June 30, 2022 listed in the tables (i.e., 13.14%) exceeds the sum of the required minimum CET1 ratio plus the fully phased-in Capital Conservation Buffer (i.e., 7.00%).
6/30/2022 3/31/2022 12/31/2021 9/30/2021 6/30/2021
Total Risk Weighted Assets $ 2,790,520 $ 2,661,952 $ 2,552,812 $ 2,511,910 $ 2,438,445
Common Equity Tier 1 Capital 366,798 358,738 351,497 344,507 336,265
Common Equity Tier 1 Ratio 13.14 % 13.48 % 13.77 % 13.71 % 13.79 %
* Quarterly ratios have been annualized.

Arrow Financial Corporation

Average Consolidated Balance Sheets and Net Interest Income Analysis

(Dollars in Thousands - Unaudited)

Quarter Ended June 30: 2022 2021
Interest Rate Interest Rate
Average Income/ Earned/ Average Income/ Earned/
Balance Expense Paid Balance Expense Paid
Interest-Bearing Deposits at Banks $ 232,545 $ 427 0.74 % $ 369,034 $ 103 0.11 %
Investment Securities:
Fully Taxable 644,443 2,444 1.52 479,365 1,671 1.40
Exempt from Federal Taxes 177,669 816 1.84 188,724 907 1.93
Loans 2,804,180 26,906 3.85 2,651,449 27,014 4.09
Total Earning Assets 3,858,837 30,593 3.18 3,688,572 29,695 3.23
Allowance for Credit Losses (27,558) (26,862)
Cash and Due From Banks 40,105 34,976
Other Assets 141,615 155,235
Total Assets $ 4,012,999 $ 3,851,921
Deposits:
Interest-Bearing Checking Accounts $ 1,048,752 199 0.08 $ 924,651 192 0.08
Savings Deposits 1,541,616 892 0.23 1,481,232 501 0.14
Time Deposits of $250,000 or More 37,418 26 0.28 95,673 69 0.29
Other Time Deposits 130,361 111 0.34 145,448 156 0.43
Total Interest-Bearing Deposits 2,758,147 1,228 0.18 2,647,004 918 0.14
Short-Term Borrowings 4,770 1 0.08
FHLBNY Term Advances & Other Long-Term Debt 45,000 279 2.49 65,000 367 2.26
Finance Leases 5,140 48 3.75 5,187 49 3.79
Total Interest-Bearing Liabilities 2,808,287 1,555 0.22 2,721,961 1,335 0.20
Noninterest-bearing deposits 811,607 748,267
Other Liabilities 35,877 31,490
Total Liabilities 3,655,771 3,501,718
Stockholders’ Equity 357,228 350,203
Total Liabilities and Stockholders’ Equity $ 4,012,999 $ 3,851,921
Net Interest Income $ 29,038 $ 28,360
Net Interest Spread 2.96 % 3.03 %
Net Interest Margin 3.02 % 3.08 %

Arrow Financial Corporation

Consolidated Financial Information

(Dollars in Thousands - Unaudited)

Quarter Ended: 6/30/2022 12/31/2021 6/30/2021
Loan Portfolio
Commercial Loans $ 138,675 $ 172,518 $ 242,790
Commercial Real Estate Loans 663,234 628,929 598,241
Subtotal Commercial Loan Portfolio 801,909 801,447 841,031
Consumer Loans 1,031,111 920,556 892,549
Residential Real Estate Loans 1,011,782 945,938 910,502
Total Loans $ 2,844,802 $ 2,667,941 $ 2,644,082
Allowance for Credit Losses
Allowance for Credit Losses, Beginning of Quarter $ 27,661 $ 26,956 $ 26,840
Loans Charged-off (907) (719) (443)
Less Recoveries of Loans Previously Charged-off 431 486 350
Net Loans Charged-off (476) (233) (93)
Provision for Credit Losses 905 558 263
Allowance for Credit Losses, End of Quarter $ 28,090 $ 27,281 $ 27,010
Nonperforming Assets
Nonaccrual Loans $ 7,999 $ 10,764 $ 7,102
Loans Past Due 90 or More Days and Accruing 1,641 823 595
Loans Restructured and in Compliance with Modified Terms 77 77 78
Total Nonperforming Loans 9,717 11,664 7,775
Repossessed Assets 297 126 99
Other Real Estate Owned 99
Total Nonperforming Assets $ 10,014 $ 11,790 $ 7,973
Key Asset Quality Ratios
Net Loans Charged-off to Average Loans,<br>   Quarter-to-date Annualized 0.07 % 0.03 % 0.01 %
Provision for Credit Losses to Average Loans,<br>  Quarter-to-date Annualized 0.13 % 0.08 % 0.04 %
Allowance for Credit Losses to Period-End Loans 0.99 % 1.02 % 1.02 %
Allowance for Credit Losses to Period-End Nonperforming Loans 289.08 % 233.89 % 347.40 %
Nonperforming Loans to Period-End Loans 0.34 % 0.44 % 0.29 %
Nonperforming Assets to Period-End Assets 0.25 % 0.29 % 0.20 %
Six Month Period Ended:
Allowance for Loan Losses
Allowance for Loan Losses, Beginning of Year $ 27,281 $ 29,232
Impact of the Adoption of ASU 2016-13 (1,300)
Loans Charged-off (1,736) (1,076)
Less Recoveries of Loans Previously Charged-off 871 539
Net Loans Charged-off (865) (537)
Provision for Loan Losses 1,674 (385)
Allowance for Loan Losses, End of Period $ 28,090 $ 27,010
Key Asset Quality Ratios
Net Loans Charged-off to Average Loans, Annualized 0.06 % 0.04 %
Provision for Loan Losses to Average Loans, Annualized 0.12 % (0.03) %

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