10-Q

Table of Contents

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 10-Q

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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

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For the quarterly period ended June 30, 2025

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Commission file number 001-33013

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FLUSHING FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

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Delaware

(State or other jurisdiction of incorporation or organization)

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11-3209278

(I.R.S. Employer Identification No.)

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220 RXR Plaza, **** Uniondale , New York **** 11556

(Address of principal executive offices)

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(718) **** 961-5400

(Registrant’s telephone number, including area code)

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

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​	​	​
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	FFIC	The Nasdaq Stock Market LLC

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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.    X   Yes        __No

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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 such files).    X   Yes        __No

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

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Large accelerated filer  __	Accelerated filer  X
Non-accelerated filer  __	Smaller reporting company  __
Emerging growth company  __	​

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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.

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

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The number of shares of the registrant’s Common Stock outstanding as of July 31, 2025 was 33,778,438.

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Table of Contents

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TABLE OF CONTENTS

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​	PAGE
PART I — FINANCIAL INFORMATION	​
ITEM 1. Financial Statements - (Unaudited)	​
Consolidated Statements of Financial Condition	1
Consolidated Statements of Operations	2
Consolidated Statements of Comprehensive Income	3
Consolidated Statements of Changes in Stockholders’ Equity	4
Consolidated Statements of Cash Flows	5
Notes to Consolidated Financial Statements	7
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	46
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk	64
ITEM 4. Controls and Procedures	64
PART II — OTHER INFORMATION	​
ITEM 1. Legal Proceedings	65
ITEM 1A. Risk Factors	65
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds	65
ITEM 3. Defaults Upon Senior Securities	65
ITEM 4. Mine Safety Disclosures	65
ITEM 5. Other Information	65
ITEM 6. Exhibits	66
SIGNATURES	68

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Table of Contents

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Statements of Financial Condition

(Unaudited)

​

Item 1.   Financial Statements

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​	​	​	​	​	​	​
​	​	June 30,		​	December 31,
​	​	2025		​	2024
​	​	(Dollars in thousands, except per share data)
Assets		​			​
Cash and due from banks (restricted cash of $20,615 and $43,165, respectively)	​	$	150,123	​	$	152,574
Securities held-to-maturity, net of allowance of $355 and $353, respectively (assets pledged of $4,652 and $4,494, respectively; fair value of $45,086 and $44,718, respectively)	​		50,831	​		51,485
Securities available for sale, at fair value (amortized cost of $1,396,817 and $1,506,798, respectively; net of an allowance of $3,066 and $2,627, respectively; assets pledged of $106,482 and $49,914, respectively; $13,944 and $13,591 at fair value pursuant to the fair value option, respectively)	​		1,391,787	​		1,497,905
Loans held for sale	​		—	​		70,098
Loans held for investment, net of fees and costs	​		6,709,601	​		6,745,848
Less: Allowance for credit losses	​		(41,247)	​		(40,152)
Net loans held of investment	​		6,668,354	​		6,705,696
Interest and dividends receivable	​		59,607	​		62,036
Bank premises and equipment, net	​		18,145	​		17,852
Federal Home Loan Bank of New York stock, at cost	​		23,773	​		38,096
Bank owned life insurance	​		222,583	​		218,174
Goodwill	​		—	​		17,636
Core deposit intangibles	​	​	940	​	​	1,123
Right of use asset	​	​	49,759	​		45,800
Other assets	​		140,622	​		160,497
Total assets	​	$	8,776,524	​	$	9,038,972
​	​	​	​	​	​	​
Liabilities	​			​
Due to depositors:	​			​
Non-interest bearing	​	$	899,602	​	$	836,545
Interest-bearing	​		6,321,395	​		6,289,306
Total Due to depositors	​	​	7,220,997	​	​	7,125,851
Mortgagors' escrow deposits	​		68,355	​		53,082
Borrowed funds:	​			​
Federal Home Loan Bank advances and other borrowings	​		363,933	​		678,933
Subordinated debentures	​		188,686	​		188,326
Junior subordinated debentures, at fair value	​		47,552	​		48,795
Total borrowed funds	​		600,171	​		916,054
Operating lease liability	​	​	50,102	​	​	46,443
Other liabilities	​		130,522	​		173,003
Total liabilities	​		8,070,147	​		8,314,433
​	​	​	​	​	​	​
Stockholders' Equity	​		​	​		​
Preferred stock ($0.01 par value; 5,000,000 shares authorized; none issued)	​		—	​		—
Common stock ($0.01 par value; 100,000,000 shares authorized; 38,677,787 shares issued; 33,777,008 and 33,659,067 shares outstanding, respectively)	​		387	​		387
Additional paid-in capital	​		325,162	​		326,671
Treasury stock, at average cost (4,900,779 and 5,018,720 shares, respectively)	​		(98,985)	​		(101,655)
Retained earnings	​		481,077	​		492,003
Accumulated other comprehensive income, net of taxes	​		(1,264)	​		7,133
Total stockholders' equity	​		706,377	​		724,539
​	​	​	​	​	​	​
Total liabilities and stockholders' equity	​	$	8,776,524	​	$	9,038,972

The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Statements of Operations

(Unaudited)

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​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended					​	For the six months ended
​		June 30,					​	June 30,
​		2025			2024			2025			2024
​	​	(In thousands, except per share data)
Interest and dividend income	​	​	​	​	​	​	​	​	​	​	​	​
Interest and fees on loans	​	$	95,005	​	$	92,728	​	$	188,037	​	$	185,687
Interest and dividends on securities:	​			​			​			​
Interest	​		20,186	​	​	18,209	​		41,599	​	​	30,750
Dividends	​		28	​		33	​		56	​		66
Other interest income	​	​	2,183	​		2,260	​	​	4,246	​		6,226
Total interest and dividend income	​		117,402	​		113,230	​		233,938	​		222,729
Interest expense	​			​			​			​
Deposits	​		59,037	​		60,893	​		116,211	​		118,758
Other interest expense	​		5,156	​		9,561	​		11,529	​		18,798
Total interest expense	​		64,193	​		70,454	​		127,740	​		137,556
Net interest income (loss)	​		53,209	​		42,776	​		106,198	​		85,173
Provision (benefit) for credit losses	​		4,194	​		809	​		8,512	​		1,401
Net interest income after provision (benefit) for credit losses	​		49,015	​		41,967	​		97,686	​		83,772
Non-interest income (loss)	​			​			​			​
Banking services fee income	​		1,948	​		1,583	​		3,469	​		2,977
Net gain (loss) on sale of loans	​		2,757	​		26	​		3,387	​		136
Net gain (loss) from fair value adjustments	​		1,656	​		57	​		1,504	​		(777)
Federal Home Loan Bank of New York stock dividends	​		428	​		669	​		1,125	​		1,412
Bank owned life insurance	​		2,835	​		1,223	​		4,409	​		2,423
Other income	​		653	​		658	​		1,457	​		1,129
Total non-interest income (loss)	​		10,277	​		4,216	​		15,351	​		7,300
Non-interest expense	​		​	​	​	​	​		​	​	​	​
Salaries and employee benefits	​		22,648	​		21,723	​		45,544	​		43,836
Occupancy and equipment	​		4,005	​		3,713	​		8,097	​		7,492
Professional services	​		3,452	​		2,786	​		6,337	​		5,578
FDIC deposit insurance	​		1,508	​		1,322	​		3,217	​		2,974
Data processing	​		1,806	​		1,785	​		3,674	​		3,512
Depreciation and amortization of bank premises and equipment	​		1,367	​		1,425	​		2,740	​		2,882
Other real estate owned / foreclosure expense	​		220	​		125	​		565	​		270
Impairment of goodwill	​	​	—	​	​	—	​	​	17,636	​	​	—
Other operating expenses	​		5,350	​		6,168	​		12,222	​		12,395
Total non-interest expense	​		40,356	​		39,047	​		100,032	​		78,939
Income (loss) before income taxes	​		18,936	​		7,136	​		13,005	​		12,133
Provision (benefit) for income taxes	​	​	​	​	​	​	​	​	​	​	​	​
Federal	​		3,171	​		1,198	​		5,343	​		2,099
State and local	​		1,562	​		616	​		3,255	​		1,028
Total provision (benefit) for income taxes	​		4,733	​		1,814	​		8,598	​		3,127
Net income (loss)	​	$	14,203	​	$	5,322	​	$	4,407	​	$	9,006
​	​	​	​	​	​	​	​	​	​	​	​	​
Basic earnings (loss) per common share	​	$	0.41	​	$	0.18	​	$	0.12	​	$	0.30
Diluted earnings (loss) per common share	​	$	0.41	​	$	0.18	​	$	0.12	​	$	0.30

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The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Statements of Comprehensive Income

(Unaudited)

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​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended					​	For the six months ended
​	​	June 30,					​	June 30,
​		2025			2024			2025			2024
​	​	(In thousands)
Net income (loss)	​	$	14,203	​	$	5,322	​	$	4,407	​	$	9,006
Other comprehensive income (loss), net of tax:	​			​			​			​
Amortization of actuarial (gains) losses, net of taxes of $22, and $29, respectively, and of $44 and $58, respectively.	​		(50)	​		(63)	​		(100)	​		(126)
Change in net unrealized gains (losses) on securities available for sale, net of taxes of ($47), and $898, respectively, and of ($1,327) and $975, respectively.	​		105	​		(1,994)	​		2,975	​		(2,166)
Net unrealized (losses) gains on cashflow hedges, net of taxes of $1,764 and $634, respectively, and of $5,004 and ($763), respectively.	​		(3,938)	​		(1,408)	​		(11,199)	​		1,693
Change in fair value of liabilities related to instrument-specific credit risk, net of taxes of $33, and $15, respectively, and of $31 and $29, respectively.	​		(76)	​		(35)	​		(74)	​		(66)
Other comprehensive income (loss), net of tax:	​		(3,959)	​		(3,500)	​		(8,398)	​		(665)
Comprehensive net income (loss)	​	$	10,244	​	$	1,822	​	$	(3,991)	​	$	8,341

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The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Statement of Changes in Stockholders’ Equity

(Unaudited)

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​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​		​	Additional		​	​		​	​		​	Accumulated Other		​	​
​	​	​	Shares	​	Common		​	Paid-in		​	Treasury		​	Retained		​	Comprehensive		​	​	​
(Dollars in thousands, except per share data)	​	Outstanding			Stock		​	Capital			Stock		​	Earnings		​	Income (Loss)		​	Total
Balance at December 31, 2024	​	​	33,659,067	​	$	387	​	$	326,671	​	$	(101,655)	​	$	492,003	​	$	7,133	​	$	724,539
Net income (loss)	​	​	—	​		—	​	​	—	​	​	—	​	​	(9,796)	​	​	—	​		(9,796)
Vesting of restricted stock unit awards	​	​	166,543	​		—	​	​	(3,156)	​	​	3,368	​	​	(212)	​	​	—	​		—
Stock-based compensation expense	​	​	—	​		—	​	​	775	​	​	—	​	​	—	​	​	—	​		775
Repurchase of shares to satisfy tax obligation	​	​	(48,922)	​		—	​	​	—	​	​	(706)	​	​	—	​	​	—	​		(706)
Dividends on common stock ($0.22 per share)	​	​	—	​		—	​	​	—	​	​	—	​	​	(7,523)	​	​	—	​		(7,523)
Other comprehensive income (loss)	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	(4,438)	​	​	(4,438)
Balance at March 31, 2025	​	​	33,776,688	​	$	387	​	$	324,290	​	$	(98,993)	​	$	474,472	​	$	2,695	​	$	702,851
Net income (loss)	​	​	—	​		—	​	​	—	​	​	—	​	​	14,203	​	​	—	​		14,203
Vesting of restricted stock unit awards	​	​	500	​		—	​	​	(6)	​	​	10	​	​	(4)	​	​	—	​		—
Stock-based compensation expense	​	​	—	​		—	​	​	878	​	​	—	​	​	—	​	​	—	​		878
Repurchase of shares to satisfy tax obligation	​	​	(180)	​		—	​	​	—	​	​	(2)	​	​	—	​	​	—	​		(2)
Dividends on common stock ($0.22 per share)	​	​	—	​		—	​	​	—	​	​	—	​	​	(7,594)	​	​	—	​		(7,594)
Other comprehensive income (loss)	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	(3,959)	​	​	(3,959)
Balance at June 30, 2025	​	​	33,777,008	​	$	387	​	$	325,162	​	$	(98,985)	​	$	481,077	​	$	(1,264)	​	$	706,377

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​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​		​	​	​	​	​		Additional		​	​	​		​		​	Accumulated Other			​
​	​	​	Shares	​	Common		​	Paid-in		​	Treasury		​	Retained		​	Comprehensive		​	​
(Dollars in thousands, except per share data)	​	Outstanding			Stock		​	Capital			Stock		​	Earnings		​	Income (Loss)		​	Total
Balance at December 31, 2023	​	​	28,865,810	​	$	341	​	$	264,534	​	$	(106,070)	​	$	549,683	​	$	(38,651)	​	$	669,837
Net income (loss)	​	​	—	​		—	​	​	—	​	​	—	​	​	3,684	​	​	—	​		3,684
Vesting of restricted stock unit awards	​	​	301,319	​		—	​	​	(5,811)	​	​	6,111	​	​	(300)	​	​	—	​		—
Stock-based compensation expense	​	​	—	​		—	​	​	1,690	​	​	—	​	​	—	​	​	—	​		1,690
Repurchase of shares to satisfy tax obligation	​	​	(98,573)	​		—	​	​	—	​	​	(1,682)	​	​	—	​	​	—	​		(1,682)
Dividends on common stock ($0.22 per share)	​	​	—	​		—	​	​	—	​	​	—	​	​	(6,537)	​	​	—	​		(6,537)
Other comprehensive income (loss)	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	2,835	​	​	2,835
Balance at March 31, 2024	​	​	29,068,556	​	$	341	​	$	260,413	​	$	(101,641)	​	$	546,530	​	$	(35,816)	​	$	669,827
Net income (loss)	​	​	—	​		—	​	​	—	​	​	—	​	​	5,322	​	​	—	​		5,322
Vesting of restricted stock unit awards	​	​	500	​		—	​	​	(5)	​	​	10	​	​	(5)	​	​	—	​		—
Stock-based compensation expense	​	​	—	​		—	​	​	177	​	​	—	​	​	—	​	​	—	​		177
Repurchase of shares to satisfy tax obligation	​	​	(176)	​		—	​	​	—	​	​	(2)	​	​	—	​	​	—	​		(2)
Dividends on common stock ($0.22 per share)	​	​	—	​		—	​	​	—	​	​	—	​	​	(6,502)	​	​	—	​		(6,502)
Other comprehensive income (loss)	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	(3,500)	​	​	(3,500)
Balance at June 30, 2024	​	​	29,068,880	​	$	341	​	$	260,585	​	$	(101,633)	​	$	545,345	​	$	(39,316)	​	$	665,322

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The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Statements of Cash Flows

(Unaudited)

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​	​	​	​	​	​	​
​	​	For the six months ended June 30,
​		2025			2024
​	​	(In thousands)
Operating Activities	​	​	​	​	​	​
Net income (loss)	​	$	4,407	​	$	9,006
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:	​			​
Provision (benefit) for credit losses	​		8,512	​		1,401
Depreciation and amortization of premises and equipment	​		2,740	​		2,882
Net gain on sales of loans	​		(3,387)	​		(136)
Net amortization (accretion) of premiums and discounts	​		1,144	​		2,072
Impairment of goodwill	​	​	17,636	​	​	—
Deferred income tax provision (benefit)	​	​	6,623	​	​	(176)
Net (gain) loss from fair value adjustments	​	​	(1,504)	​	​	777
Net (gain) loss from fair value adjustments of hedges	​		(121)	​		726
Income from Bank owned life insurance	​		(4,409)	​		(2,423)
Stock-based compensation expense	​		1,653	​		1,867
Deferred compensation	​		(1,592)	​		(1,357)
Amortization of core deposit intangibles	​	​	183	​	​	215
Decrease (increase) in other assets	​		3,850	​		(8,067)
(Decrease) increase in other liabilities	​		(3,106)	​		(3,446)
Net cash provided by (used in) operating activities	​	​	32,629	​	​	3,341
Investing Activities	​			​
Purchases of premises and equipment	​		(3,033)	​		(1,066)
Purchases of Federal Home Loan Bank New York stock	​	​	(7,584)	​	​	(22,627)
Redemptions of Federal Home Loan Bank New York stock	​		21,907	​		7,362
Proceeds from prepayments of securities held-to-maturity	​		648	​		906
Purchases of securities available for sale	​		(39,206)	​		(826,964)
Proceeds from sales and calls of securities available for sale	​		34,080	​		53,528
Proceeds from maturities and prepayments of securities available for sale	​		90,474	​		93,108
Proceeds from bank owned life insurance	​	​	1,633	​	​	—
Change in cash collateral	​		(22,550)	​		9,410
Net repayments (originations) of loans	​		124,365	​		209,229
Purchases of loans	​		(77,365)	​		(96,691)
Proceeds from sale of loans originally classified as held to investment	​		62,349	​		4,500
Net cash provided by (used in) investing activities	​	​	185,718	​	​	(569,305)

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Table of Contents

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Consolidated Statements of Cash Flows (Contd.)

(Unaudited)

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​	​	​	​	​	​	​
​	​	For the six months ended June 30,
​	​	2025		​	2024
​	​	(In thousands)
Financing Activities	​	​	​	​	​	​
Net increase (decrease) in noninterest-bearing deposits	​	$	63,057	​	$	(22,089)
Net increase (decrease) in interest-bearing deposits	​		31,697	​		105,962
Net increase (decrease) in mortgagors' escrow deposits	​		15,273	​		7,320
Net (repayments) proceeds from short-term borrowed funds	​		(315,000)	​		474,250
Proceeds from long-term borrowing	​		—	​		200,000
Repayment of long-term borrowings	​		—	​		(200,000)
Repurchase of shares to satisfy tax obligations	​	​	(708)	​	​	(1,684)
Cash dividends paid	​		(15,117)	​		(13,039)
Net cash provided by (used in) financing activities	​		(220,798)	​		550,720
Net (decrease) increase in cash and cash equivalents, and restricted cash	​		(2,451)	​		(15,244)
Cash, cash equivalents, and restricted cash, beginning of period	​		152,574	​		172,157
Cash, cash equivalents, and restricted cash, end of period	​	$	150,123	​	$	156,913
Supplemental disclosure of cash flow information:	​			​
Cash payments for:	​	​	​	​	​	​
Interest paid	​	$	131,517	​	$	133,714
Income taxes paid, net of refunds	​		173	​		4,536
Supplemental disclosure of non- cash flow investing activities:	​	​	​	​	​	​
Transfer of loans held for investment to other real estate owned	​		—	​		665
Transfer of loans held for investment to loans held for sale	​	​	24,067	​	​	4,174
Transfer of loans held for sale to loans held for investment	​		58,781	​		—
Securities purchased not yet settled	​		—	​		—

​

The accompanying notes are an integral part of these consolidated financial statements.

​

​

​

​ -6-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

1.     Basis of Presentation

The primary business of Flushing Financial Corporation (the “Company”), a Delaware corporation, is the operation of its wholly owned subsidiary, Flushing Bank (the “Bank”).

The unaudited consolidated financial statements presented in this Quarterly Report on Form 10-Q (“Quarterly Report”) include the collective results of the Company and its direct and indirect wholly owned subsidiaries, including the Bank, Flushing Service Corporation and FSB Properties Inc., which are collectively herein referred to as “we,” “us,” “our” and the “Company.”

​

The Company also owns Flushing Financial Capital Trust II, Flushing Financial Capital Trust III, and Flushing Financial Capital Trust IV (the “Trusts”), which are special purpose business trusts. The Trusts are not included in the Company’s consolidated financial statements, as the Company would not absorb the losses of the Trusts if any losses were to occur.

The accompanying unaudited consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and general practices within the banking industry. The information furnished in these interim statements reflects all adjustments that are, in the opinion of management, necessary for a fair statement of the results for such periods presented of the Company. Such adjustments are of a normal recurring nature, unless otherwise disclosed in this Quarterly Report. All inter-company balances and transactions have been eliminated in consolidation. The results of operations in the interim statements are not necessarily indicative of the results that may be expected for the full year.

The accompanying unaudited consolidated financial statements have been prepared in conformity with the instructions to Quarterly Report on Form 10-Q and Article 10, Rule 10-01 of Regulation S-X for interim financial statements. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The unaudited consolidated interim financial information should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

When necessary, certain reclassifications were made to prior-year amounts to conform to the current-year presentation. Such reclassifications had no effect on the prior period net income or shareholders’ equity and were insignificant amounts.

​

2.     Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenses during the reporting period. Estimates that are particularly susceptible to change in the near term are used in connection with the determination of the allowance for credit losses, the review of the need for a valuation allowance of the Company’s deferred tax assets, and the fair value of financial instruments. For reporting periods preceding the period ended March 31, 2025, the Company considered the evaluation of goodwill for impairment as a significant estimate.

​

​

​

-7-

​

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

3.     Earnings Per Share

Earnings per common share have been computed based on the following:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	For the three months ended					​	For the six months ended					​
​	June 30,					​	June 30,					​
​	2025			2024			2025			2024
​	(In thousands, except per share data)
Net income (loss), as reported	$	14,203	​	$	5,322	​	$	4,407	​	$	9,006	​
Less: Dividends paid and earnings allocated to participating securities	​	(238)	​	​	(99)	​	​	(259)	​	​	(204)	​
Income (loss) attributable to common stock	$	13,965	​	$	5,223	​	$	4,148	​	$	8,802	​
​	​	​	​	​	​	​	​	​	​	​	​	​
Divided by:			​			​			​			​
Weighted average common shares and participating securities outstanding		34,511	​		29,789	​		34,493	​		29,765	​
Less: Weighted average participating securities	​	(582)	​	​	(458)	​	​	(562)	​	​	(452)	​
Total weighted average common shares outstanding	​	33,929	​	​	29,331	​	​	33,931	​	​	29,313	​
​	​	​	​	​	​	​	​	​	​	​	​	​
Basic earnings (loss) per common share	$	0.41	​	$	0.18	​	$	0.12	​	$	0.30	​
Diluted earnings (loss) per common share^(1)^	$	0.41	​	$	0.18	​	$	0.12	​	$	0.30	​
Dividend Payout ratio		53.7	%		122.2	%		366.7	%		146.7	%

​

^^^(1)^There were no common stock equivalents outstanding during the periods presented.

​

​

​

​

4.     Securities

​

The following tables summarize the Company’s portfolio of securities held-to-maturity at:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	Allowance		​	Net		​	Gross		​	Gross		​	​	​
​	​	Amortized		​	for		​	Carrying		​	Unrecognized		​	Unrecognized		​	​	​
June 30, 2025		Cost			Credit Losses			Amount			Gains			Losses			Fair Value
​	​	(In thousands)
Municipals	​	$	43,360	​	$	(355)	​	$	43,005	​	$	—	​	$	(5,065)	​	$	37,940
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
FNMA	​		7,826	​		—	​		7,826	​		—	​		(680)	​		7,146
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total	​	$	51,186	​	$	(355)	​	$	50,831	​	$	—	​	$	(5,745)	​	$	45,086

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	Allowance		​	Net		​	Gross		​	Gross		​	​	​
​	​	Amortized		​	for		​	Carrying		​	Unrecognized		​	Unrecognized		​	​	​
December 31, 2024		Cost			Credit Losses			Amount			Gains			Losses			Fair Value
​	​	(In thousands)
Municipals	​	$	44,002	​	$	(353)	​	$	43,649	​	$	—	​	$	(5,834)	​	$	37,815
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
FNMA	​		7,836	​		—	​		7,836	​		—	​		(933)	​		6,903
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total	​	$	51,838	​	$	(353)	​	$	51,485	​	$	—	​	$	(6,767)	​	$	44,718

​

​

​ -8-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following tables summarize the Company’s portfolio of securities available for sale on:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	Allowance	​	Gross		​	Gross		​	​	​
​	​	Amortized		​	​	for	​	Unrealized		​	Unrealized		​	​	​
June 30, 2025		Cost			Credit Losses			Gains			Losses			Fair Value
​	​	(In thousands)
U.S. government agencies	​	$	7,510	​	$	—	​	$	40	​	$	(28)	​	$	7,522
Municipals	​	​	20,627	​	​	(3,066)	​	​	—	​	​	(683)	​	​	16,878
Corporate	​	​	145,038	​	​	—	​	​	1,143	​	​	(4,554)	​	​	141,627
Mutual funds	​		12,291	​		—	​		—	​		—	​		12,291
Collateralized loan obligations	​		384,043	​		—	​		562	​		(1,320)	​		383,285
Other	​		1,428	​		—	​		—	​		—	​		1,428
Total other securities	​		570,937	​		(3,066)	​		1,745	​		(6,585)	​		563,031
REMIC and CMO	​		632,223	​		—	​		1,748	​		(1,013)	​		632,958
GNMA	​		28,926	​		—	​		143	​		(6)	​		29,063
FNMA	​		94,083	​		—	​		1,097	​		(13)	​		95,167
FHLMC	​		70,648	​		—	​		920	​		—	​		71,568
Total mortgage-backed securities	​		825,880	​		—	​		3,908	​		(1,032)	​		828,756
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total Securities available for sale	​	$	1,396,817	​	$	(3,066)	​	$	5,653	​	$	(7,617)	​	$	1,391,787

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	Gross		​	Gross		​	​	​
​	​	Amortized		​	​	​	​	Unrealized		​	Unrealized		​	​	​
December 31, 2024		Cost			Fair Value			Gains		​	Losses			Fair Value
​	​	(In thousands)
U.S. government agencies	​	$	8,804	​	$	—	​	$	77	​	$	(33)	​	$	8,848
Municipals	​	​	20,627	​	​	(2,627)	​	​	—	​	​	—	​	​	18,000
Corporate	​	​	130,882	​	​	—	​	​	735	​	​	(6,368)	​	​	125,249
Mutual funds	​		11,890	​		—	​		—	​		—	​		11,890
Collateralized loan obligations	​		420,260	​		—	​		1,126	​		(569)	​		420,817
Other	​		1,465	​		—	​		—	​		—	​		1,465
Total other securities	​		593,928	​		(2,627)	​		1,938	​		(6,970)	​		586,269
REMIC and CMO	​		707,540	​		—	​		1,107	​		(1,067)	​		707,580
GNMA	​		30,099	​		—	​		—	​		(154)	​		29,945
FNMA	​		99,183	​		—	​		11	​		(1,048)	​		98,146
FHLMC	​		76,048	​		—	​		13	​		(96)	​		75,965
Total mortgage-backed securities	​		912,870	​		—	​		1,131	​		(2,365)	​		911,636
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total securities available for sale	​	$	1,506,798	​	$	(2,627)	​	$	3,069	​	$	(9,335)	​	$	1,497,905

​

​

The corporate securities held by the Company at June 30, 2025 and December 31, 2024, are issued by U.S. banking institutions. The CMOs held by the Company at June 30, 2025 and December 31, 2024, are either fully guaranteed or issued by a government sponsored enterprise.

​

The following tables detail the amortized cost and fair value of the Company’s securities classified as held-to-maturity and available for sale at June 30, 2025, by contractual maturity. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

​ -9-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​	​	​	​	​	​	​
​		Amortized		​	​	​
Securities held-to-maturity:		Cost			Fair Value
​		(In thousands)
Due after ten years	​	$	43,360	​	$	37,940
Total other securities	​	​	43,360	​	​	37,940
Mortgage-backed securities	​	​	7,826	​	​	7,146
Total securities held-to-maturity	​	$	51,186	​	$	45,086

​

​

​

​	​	​	​	​	​	​
​	​	Amortized		​	​	​
Securities available for sale:		Cost			Fair Value
​	​	(In thousands)
Due after one year through five years	​	$	60,388	​	$	58,710
Due after five years through ten years	​	​	252,833	​		251,547
Due after ten years	​	​	245,425	​	​	240,483
Total other securities	​		558,646	​		550,740
Mutual funds	​		12,291	​		12,291
Mortgage-backed securities	​		825,880	​		828,756
Total securities available for sale	​	$	1,396,817	​	$	1,391,787

​

​

The following tables show the Company’s securities without an allowance for credit losses with gross unrealized losses and their fair value, aggregated by category and length of time that individual securities have been in a continuous unrealized loss position, at the dates indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	At June 30, 2025
​	​	​	​	Total					​	Less than 12 months					​	12 months or more
​	​	​	​	​	​	​	Unrealized		​	​	​	​	Unrealized		​	​	​	​	Unrealized
​		Count		Fair Value			Losses^^			Fair Value			Losses^^			Fair Value			Losses^^
​	​	(Dollars in thousands)
Held-to-maturity securities				​			​			​			​			​			​
FNMA		1	​		7,146	​		(680)	​		—	​		—	​		7,146	​		(680)
Total mortgage-backed securities		1	​		7,146	​		(680)	​		—	​		—	​		7,146	​		(680)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total		1	​	$	7,146	​	$	(680)	​	$	—	​	$	—	​	$	7,146	​	$	(680)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Available for sale securities			​			​			​			​			​			​
U.S. government agencies		3	​	$	4,497	​	$	(28)	​	$	1,364	​	$	(6)	​	$	3,133	​	$	(22)
Corporate		12	​		92,648	​		(4,554)	​		2,970	​		(30)	​		89,678	​		(4,524)
Collateralized loan obligations		19	​		252,453	​		(1,320)	​		129,928	​		(191)	​		122,525	​		(1,129)
Total other securities		34	​		349,598	​		(5,902)	​		134,262	​		(227)	​		215,336	​		(5,675)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
REMIC and CMO		20	​		253,971	​		(1,013)	​		223,583	​		(630)	​		30,388	​		(383)
GNMA		1	​		1,506	​		(6)	​		—	​		—	​		1,506	​		(6)
FNMA		1	​		19,628	​		(13)	​		19,628	​		(13)	​		—	​		—
Total mortgage-backed securities		22	​		275,105	​		(1,032)	​		243,211	​		(643)	​		31,894	​		(389)
Total securities available for sale		56	​	$	624,703	​	$	(6,934)	​	$	377,473	​	$	(870)	​	$	247,230	​	$	(6,064)

​

​

​

​

​

​

​ -10-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	At December 31, 2024
​	​	​	​	Total					​	Less than 12 months					​	12 months or more
​	​	​	​	​	​	​	Unrealized		​	​	​	​	Unrealized		​	​	​	​	Unrealized
​		Count		Fair Value			Losses			Fair Value			Losses			Fair Value			Losses
​	​	(Dollars in thousands)
Held-to-maturity securities				​			​			​			​			​			​
FNMA		1	​		6,903	​		(933)	​		—	​		—	​		6,903	​		(933)
Total mortgage-backed securities		1	​		6,903	​		(933)	​		—	​		—	​		6,903	​		(933)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total		1	​	$	6,903	​	$	(933)	​	$	—	​	$	—	​	$	6,903	​	$	(933)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Available for sale securities			​			​			​			​			​			​
U.S. government agencies		2	​	$	3,339	​	$	(33)	​	$	—	​	$	—	​	$	3,339	​	$	(33)
Corporate		13	​		95,758	​		(6,368)	​		—	​		—	​		95,758	​		(6,368)
Collateralized loan obligations		18	​		201,470	​		(569)	​		201,470	​		(569)	​		—	​		—
Total other securities		33	​		300,567	​		(6,970)	​		201,470	​		(569)	​		99,097	​		(6,401)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
REMIC and CMO		19	​		287,948	​		(1,067)	​		281,570	​		(936)	​		6,378	​		(131)
GNMA		4	​		29,945	​		(154)	​		28,443	​		(134)	​		1,502	​		(20)
FNMA		6	​		97,417	​		(1,048)	​		97,417	​		(1,048)	​		—	​		—
FHLMC		3	​		56,540	​		(96)	​		56,540	​		(96)	​		—	​		—
Total mortgage-backed securities		32	​		471,850	​		(2,365)	​		463,970	​		(2,214)	​		7,880	​		(151)
Total		65	​	$	772,417	​	$	(9,335)	​	$	665,440	​	$	(2,783)	​	$	106,977	​	$	(6,552)

​

The Company reviewed all available for sale securities that had an unrealized loss at June 30, 2025 and December 31, 2024. The Company does not have the intent to sell these securities, and it is more likely than not the Company will not be required to sell the securities before recovery of the securities’ amortized cost basis. This conclusion is based upon considering the Company’s cash and working capital requirements and contractual and regulatory obligations, none of which the Company believes would cause the sale of the securities. If the Company identifies any decline in the fair value due to credit loss factors and an evaluation indicates that a credit loss exists, then the present value of cash flows that is expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis.

​

Upon this review management determined one municipal security indicated that a credit loss existed at June 30, 2025, resulting in an allowance for credit losses being recorded. At June 30, 2025, this security is non-accrual with an amortized cost of $20.6 million, an allowance for credit losses of $3.1 million and a fair value of $16.9 million.

​

All but one of the remaining securities held on June 30, 2025, are either rated investment grade or better, and all these securities have a long history of no credit losses. The Bank holds approximately $10 million of corporate debt from a New York based bank holding company that at June 30, 2025 was rated B1. At this time, we do not consider the decline in fair value to be credit related given the underlying bond has not missed any payments and financial performance has not deteriorated to a level where the institution is not well capitalized. The Bank has placed the security on the watch list and will continue to monitor this risk position closely to determine if any action steps and valuation adjustments are required in the future. It is not anticipated that this security or any other available for sale security held at June 30, 2025 would be settled at a price that is less than the amortized cost of the Company’s investment.

​

In determining the risk of loss for available for sale securities, the Company considered that mortgage-backed securities are either fully guaranteed or issued by a government sponsored enterprise, which has a credit rating and perceived credit risk comparable to the U.S. government, and that issuers of the collateralized loan obligations (“CLO”) and the issuer of corporate securities are global systematically important banks. Each of these securities is performing according to its terms and, in the opinion of management, will continue to perform according to its terms. Based on this review, management believes that the unrealized losses have resulted from other factors not deemed credit-related and no allowance for credit loss was recorded. -11-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The Company reviewed each held-to-maturity security as part of its quarterly Current Expected Credit Loss (“CECL”) process, resulting in an allowance for credit losses of $0.4 million at both June 30, 2025 and December 31, 2024.

It is the Company’s policy to exclude accrued interest receivable from the calculation of the allowance for credit losses on held-to-maturity and the valuation of available for sale securities. Accrued interest receivable on held-to-maturity securities totaled $0.1 million at both June 30, 2025 and December 31, 2024 and accrued interest receivable on available for sale debt securities totaled $7.9 million and $8.8 million at June 30, 2025 and December 31, 2024, respectively.

The following table presents the activity in the allowance for credit losses for debt securities available for sale.

​

​	​	​	​	​	​	​	​	​	​	​	​
​	For the three months ended					​	For the six months ended
​	June 30,					​	June 30,
​	2025		​	2024		​	2025		​	2024
​	(In thousands)
Beginning balance	$	2,627	​	$	—	​	$	2,627	​	$	—
Provision (benefit)	​	439	​	​	—	​	​	439	​	​	—
Allowance for credit losses	$	3,066	​	$	—	​	$	3,066	​	$	—

​

The following table presents the activity in the allowance for credit losses for debt securities held-to-maturity.

​

​	​	​	​	​	​	​	​	​	​	​	​
​	For the three months ended					​	For the six months ended
​	June 30,					​	June 30,
​	2025		​	2024		​	2025		​	2024
​	(In thousands)
Beginning balance	$	359	​	$	1,084	​	$	353	​	$	1,087
Provision (benefit)		(4)	​	​	5	​		2	​	​	2
Allowance for credit losses	$	355	​	$	1,089	​	$	355	​	$	1,089

​

Realized gains and losses on the sales of securities are determined using the specific identification method. The Company did not sell any securities during the three and six months ended June 30, 2025 and 2024.

​

​

​

​ -12-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

5.     Loans

The following represents the composition of loans as of the dates indicated:

​

​	​	​	​	​	​	​
​	​	June 30,		​	December 31,
​	​	2025			2024
​	​	(In thousands)
Multi-family residential	​	$	2,487,610	​	$	2,527,222
Commercial real estate	​		1,987,523	​		1,973,124
One-to-four family ― mixed-use property	​		493,846	​		511,222
One-to-four family ― residential	​		258,608	​		244,282
Construction	​		46,798	​		60,399
Small Business Administration	​		15,473	​		19,925
Commercial business and other	​		1,407,792	​		1,401,602
Net unamortized premiums and unearned loan fees	​		11,008	​		10,097
Total loans, net of fees and costs excluding portfolio layer basis adjustments	​	​	6,708,658	​	​	6,747,873
Unallocated portfolio layer basis adjustments ^(1)^	​	​	943	​	​	(2,025)
Total loans, net of fees and costs	​	$	6,709,601	​	$	6,745,848

(1) This amount represents portfolio layer method basis adjustments related to loans hedged in a closed portfolio. Under GAAP portfolio layer method basis adjustments are not allocated to individual loans, however, the amounts impact the net loan balance. These basis adjustments would be **** allocated to the amortized cost of specific loans within the pool if the hedge was de-designated. See Note 11 (“Derivative Financial Instruments”) of the Notes to the Consolidated Financial Statements.

​

Loans are reported at their outstanding principal balance net of any unearned income, charge-offs, deferred loan fees and costs on originated loans, certain market value adjustments related to hedging and unamortized premiums or discounts on purchased loans. Net loan origination costs and premiums or discounts on loans purchased are amortized into interest income over the contractual life of the loans using the level-yield method. Prepayment penalties received on loans which pay in full prior to their scheduled maturity are included in interest income in the period they are collected.

Interest on loans is recognized on an accrual basis. Accrued interest receivable totaled $46.6 million and $46.3 million at June 30, 2025 and December 31, 2024, respectively, and was included in “Interest and dividends receivable” on the Consolidated Statements of Financial Condition. The accrual of income on loans is generally discontinued when certain factors, such as contractual delinquency of 90 days or more, indicate reasonable doubt as to the timely collectability of such income. Uncollected interest previously recognized on non-accrual loans is reversed from interest income at the time the loan is placed on non-accrual status. A non-accrual loan can be returned to accrual status when contractual delinquency returns to less than 90 days delinquent. Payments received on non-accrual loans that do not bring the loan to less than 90 days delinquent are recorded on a cash basis. Payments can also be applied first as a reduction of principal until all principal is recovered and then subsequently to interest, if in management’s opinion, it is evident that recovery of all principal due is likely to occur.

Allowance for credit losses

The allowance for credit losses (“ACL”) is an estimate that is deducted from the amortized cost basis of the financial asset to present the net carrying value at the amount expected to be collected on the financial assets. Loans are charged off against the ACL when management believes that a loan balance is uncollectable based on quarterly analysis of credit risk.

The amount of the ACL is based upon a loss rate model that considers multiple factors which reflects management’s assessment of the credit quality of the loan portfolio. Management estimates the ACL balance using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The factors are both quantitative and qualitative in nature including, but not limited to, historical losses, economic conditions, trends in delinquencies, value and adequacy of underlying collateral, volume and portfolio mix, and internal loan processes. The Company has made a policy election to exclude accrued interest from the amortized cost basis of loans. -13-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The Company recorded a provision for credit losses on loans totaling $3.8 million and $0.8 million for the three months ended June 30, 2025 and 2024, respectively. The Company recorded a provision for credit losses on loans totaling $8.1 million and $1.4 million for the six months ended June 30, 2025 and 2024, respectively. The provision recorded during the three months ended June 30, 2025 was primarily due to increased reserves applied to three Business Banking loans and charges-offs on three Multi-Family residential loans comprising one relationship that were sold. The provision recorded during the six months ended June 30, 2025, was primarily due to reserves on one commercial real estate loan which lost its primary tenant, increased reserves applied to three Business Banking loans and charges-offs on three Multi-Family residential loans that were sold. The ACL - loans totaled $41.2 million on June 30, 2025 compared to $40.2 million on December 31, 2024. On June 30, 2025, the ACL - loans represented 0.62% of gross loans and 83.8% of non-performing loans. On December 31, 2024, the ACL - loans represented 0.60% of gross loans and 120.5% of non-performing loans.

​

The Company may modify loans to enable a borrower experiencing financial difficulties to continue making payments when it is deemed to be in the Company’s best long-term interest. When modifying a loan, an assessment of whether a borrower is experiencing financial difficulty is made on the date of modification. This modification may include reducing the loan interest rate, extending the loan term, any other-than-insignificant payment delay, principal forgiveness or any combination of these types of modifications. When such modifications are performed, a change to the allowance for credit losses is generally not required as the methodologies used to estimate the allowance already capture the effect of borrowers experiencing financial difficulty. On June 30, 2025, there were no commitments to lend additional funds to borrowers who have received a loan modification due to financial difficulty. There was one loan modifications made to borrowers experiencing financial difficulty at June 30, 2025.

The following table shows loan modifications made to borrowers experiencing financial difficulty by type of modification granted during the period indicated:

​

​	​	​	​	​	​	​	​	​	​
​	​	For the three and six months ended June 30, 2025
(Dollars in thousands)	​	Term Extension and Reduced Interest Rate
Loan Modifications Made to Borrowers Experiencing Financial Difficulty	​	Number	​	​	Amortized Cost Basis	​	% of Total Class of Financing Receivable		Financial Effect
Commercial real estate	​	1	​	$	8,400	​	0.4	%	Borrower to make interest only payments through December 2026 (18 months) and rate reduced to 6.00% from 7.22%
Total	​	1	​	$	8,400	​	​

​

​

​	​	​	​	​	​	​	​	​	​
​	​	For the six months ended June 30, 2024
(Dollars in thousands)	​	Term Extension and Reduced Interest Rate
Loan Modifications Made to Borrowers Experiencing Financial Difficulty		Number		Amortized Cost Basis			% of Total Class of Financing Receivable		Financial Effect
Commercial business and other	​	1	​	$	378	​	—	%	Extended Maturity to August 2026 (3 months) and reduced the interest rate to zero percent
Total	​	1	​	$	378	​	​

-14-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

​

The following table shows the payment status at June 30, 2025, of borrowers experiencing financial difficulty for which a modification was granted within the last 12 months:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​		Payment Status of Borrowers Experiencing Financial Difficulty (Amortized Cost Basis)
(In thousands)	​	Current		​	30-89 Days Past Due		​	90+ Days Past Due			Total Modified
Multi-family residential	​	$	7,473	​	$	—	​	$	—	​	$	7,473
Commercial real estate	​	​	41,082	​	​	—	​	​	—	​	​	41,082
Commercial business and other	​	​	7	​	​	—	​	​	—	​	​	7
Total	​	$	48,562	​	$	—	​	$	—	​	$	48,562

​

​ -15-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following tables show our non-accrual loans at amortized cost with no related allowance and interest income recognized for loans ninety days or more past due and still accruing for the periods shown below:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	At or for the six months ended June 30, 2025
(In thousands)	​	​	Non-accrual amortized cost beginning of the reporting period	​	​	Non-accrual amortized cost end of the reporting period	​	​	Non-accrual with no related allowance	​	​	Interest income recognized	​	​	Loans ninety days or more past due and still accruing
Multi-family residential	​	$	11,707	​	$	13,843	​	$	8,282	​	$	29	​	$	—
Commercial real estate	​	​	6,376	​	​	23,708	​	​	6,799	​	​	—	​	​	—
One-to-four family - mixed-use property	​	​	117	​	​	441	​	​	441	​	​	6	​	​	—
One-to-four family - residential	​	​	812	​	​	1,657	​	​	1,657	​	​	2	​	​	—
Small Business Administration	​	​	2,531	​	​	2,526	​	​	2,526	​	​	—	​	​	—
Commercial business and other	​	​	12,454	​	​	8,857	​	​	4,287	​	​	—	​	​	—
Total	​	$	33,997	​	$	51,032	​	$	23,992	​	$	37	​	$	—

​

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	At or for the year ended December 31, 2024
(In thousands)	​	​	Non-accrual amortized cost beginning of the reporting period	​	​	Non-accrual amortized cost end of the reporting period	​	​	Non-accrual with no related allowance	​	​	Interest income recognized	​	​	Loans ninety days or more past due and still accruing
Multi-family residential	​	$	3,640	​	$	11,707	​	$	6,476	​	$	5	​	$	—
Commercial real estate	​	​	—	​	​	6,376	​	​	6,376	​	​	—	​	​	—
One-to-four family - mixed-use property	​	​	1,005	​	​	117	​	​	117	​	​	1	​	​	—
One-to-four family - residential	​	​	4,670	​	​	812	​	​	812	​	​	2	​	​	—
Small Business Administration	​	​	2,576	​	​	2,531	​	​	2,531	​	​	—	​	​	—
Commercial business and other	​	​	11,768	​	​	12,454	​	​	6,046	​	​	3	​	​	—
Total	​	$	23,659	​	$	33,997	​	$	22,358	​	$	11	​	$	—

​

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​

​

​

​

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​ -16-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following is a summary of interest foregone on non-accrual loans for the periods indicated.

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended					​	For the six months ended					​
​	​	June 30,					​	June 30,					​
​		2025			2024			2025			2024
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
(In thousands)	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest income that would have been recognized had the loans performed in accordance with their original terms	​	$	963	​	$	742	​	$	1,783	​	$	1,346	​
Less: Interest income included in the results of operations	​		(12)	​		(2)	​		(37)	​		(5)	​
Total foregone interest	​	$	951	​	$	740	​	$	1,746	​	$	1,341	​

​

​

The following tables show the aging analysis of the amortized cost basis of loans at the period indicated by class of loans: ​

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	At June 30, 2025
(In thousands)		30 - 59 Days Past Due			60 - 89 Days Past Due			Greater than 90 Days			Total Past Due			Current			Total Loans ^(1)^
Multi-family residential	​	$	1,186	​	$	1,797	​	$	13,843	​	$	16,826	​	$	2,476,212	​	$	2,493,038
Commercial real estate	​		1,990	​		16,909	​		6,799	​		25,698	​		1,963,758	​		1,989,456
One-to-four family - mixed-use property	​		2,748	​		1,037	​		441	​		4,226	​		492,041	​		496,267
One-to-four family - residential	​		2,293	​		—	​		1,657	​		3,950	​		255,055	​		259,005
Construction	​		—	​		—	​		—	​		—	​		46,587	​		46,587
Small Business Administration	​		134	​		—	​		2,526	​		2,660	​		13,047	​		15,707
Commercial business and other	​		23	​		—	​		7,149	​		7,172	​		1,401,426	​		1,408,598
Total	​	$	8,374	​	$	19,743	​	$	32,415	​	$	60,532	​	$	6,648,126	​	$	6,708,658

(1) The table above excludes the unallocated portfolio layer basis adjustments totaling $0.9 million related to loans hedged in a closed pool. See Note 11 (“Derivative Financial Instruments”) of the Notes to the Consolidated Financial Statements.

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	At December 31, 2024
(In thousands)		30 - 59 Days Past Due			60 - 89 Days Past Due			Greater than 90 Days			Total Past Due			Current			Total Loans ^(1)^
Multi-family residential	​	$	12,596	​	$	9,255	​	$	11,707	​	$	33,558	​	$	2,498,055	​	$	2,531,613
Commercial real estate	​		4,846	​		—	​		6,376	​		11,222	​		1,963,400	​		1,974,622
One-to-four family - mixed-use property	​		870	​		1,234	​		117	​		2,221	​		511,717	​		513,938
One-to-four family - residential	​		802	​		65	​		812	​		1,679	​		242,914	​		244,593
Construction	​		—	​		—	​		—	​		—	​		60,114	​		60,114
Small Business Administration	​		—	​		—	​		2,531	​		2,531	​		17,664	​		20,195
Commercial business and other	​		409	​		2,239	​		12,432	​		15,080	​		1,387,718	​		1,402,798
Total	​	$	19,523	​	$	12,793	​	$	33,975	​	$	66,291	​	$	6,681,582	​	$	6,747,873

​

(1) The table above excludes the unallocated portfolio layer basis adjustments totaling $2.0 million related to loans hedged in a closed pool. See Note 11 (“Derivative Financial Instruments”) of the Notes to the Consolidated Financial Statements.

​

​

​ -17-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following tables show the activity in the ACL on loans for the three-month periods ended:

​

​

​

​

​

​

​

​

​

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	June 30, 2025
​		​	​		​	​		One-to-four			One-to-four			​	​		​	​		Commercial			​	​
​	​	Multi-family		​	Commercial		​	family - mixed-		​	family -		​	Construction		​	Small Business		​	business and		​	​	​
(In thousands)	​	residential		​	real estate		​	use property		​	residential		​	loans		​	Administration		​	other		​	Total
Beginning balance	​	$	12,572	​	$	12,982	​	$	1,702	​	$	919	​	$	200	​	$	1,201	​	$	10,461	​	$	40,037
Charge-offs	​		(1,681)	​	​	(72)	​	​	—	​	​	—	​	​	—	​	​	(2)	​	​	(1,102)	​	​	(2,857)
Recoveries	​		—	​		—	​		—	​		4	​		—	​		6	​	​	298	​	​	308
Provision (benefit)	​		1,554	​		301	​		(24)	​		(65)	​		(68)	​		161	​	​	1,900	​	​	3,759
Ending balance	​	$	12,445	​	$	13,211	​	$	1,678	​	$	858	​	$	132	​	$	1,366	​	$	11,557	​	$	41,247

​

​

​

​

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	June 30, 2024
​		​	​		​	​		One-to-four			One-to-four			​	​		​	​		Commercial			​	​
​	​	Multi-family		​	Commercial		​	family - mixed-		​	family -		​	Construction		​	Small Business		​	business and		​	​	​
(In thousands)	​	residential		​	real estate		​	use property		​	residential		​	loans		​	Administration		​	other		​	Total
Beginning balance	​	$	10,590	​	$	8,802	​	$	1,583	​	$	849	​	$	156	​	$	1,406	​	$	17,366	​	$	40,752
Charge-offs	​		—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	(11)	​	​	(11)
Recoveries	​		1	​		—	​		2	​		2	​		—	​		91	​	​	7	​	​	103
Provision (benefit)	​		238	​		241	​		(8)	​		(55)	​		610	​		(371)	​	​	149	​	​	804
Ending balance	​	$	10,829	​	$	9,043	​	$	1,577	​	$	796	​	$	766	​	$	1,126	​	$	17,511	​	$	41,648

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​

​

​

​

The following tables show the activity in the ACL on loans for the six-month periods ended:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	June 30, 2025
​		​	​		​	​		One-to-four			One-to-four			​	​		​	​		Commercial			​	​
​	​	Multi-family		​	Commercial		​	family - mixed-		​	family -		​	Construction		​	Small Business		​	business and		​	​	​
(In thousands)	​	residential		​	real estate		​	use property		​	residential		​	loans		​	Administration		​	other		​	Total
Beginning balance	​	$	13,145	​	$	9,288	​	$	1,623	​	$	759	​	$	371	​	$	1,523	​	$	13,443	​	$	40,152
Charge-offs	​		(1,681)	​		(72)	​		—	​		(5)	​		—	​		(2)	​		(5,568)	​		(7,328)
Recoveries	​		—	​		—	​		—	​		5	​		—	​		46	​		301	​		352
Provision (benefit)	​		981	​		3,995	​		55	​		99	​		(239)	​		(201)	​		3,381	​		8,071
Ending balance	​	$	12,445	​	$	13,211	​	$	1,678	​	$	858	​	$	132	​	$	1,366	​	$	11,557	​	$	41,247

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	June 30, 2024
​		​	​		​	​		One-to-four			​	​		​	​		​	​		​	​		​	​
​	​	​	​	​	​	​	​	family -		​	One-to-four		​	​	​	​	​	​	​	Commercial		​	​	​
​	​	Multi-family		​	Commercial		​	mixed-use		​	family -		​	Construction		​	Small Business		​	business and		​	​	​
(In thousands)	​	residential		​	real estate		​	property		​	residential		​	loans		​	Administration		​	other		​	Total
Allowance for credit losses:		​			​			​			​			​			​			​			​
Beginning balance	​	$	10,373	​	$	8,665	​	$	1,610	​	$	668	​	$	158	​	$	1,626	​	$	17,061	​	$	40,161
Charge-offs	​		—	​		—	​		—	​		(14)	​		—	​		—	​		(55)	​		(69)
Recoveries	​		1	​		—	​		2	​		3	​		—	​		96	​		55	​		157
Provision (benefit)	​		455	​		378	​		(35)	​		139	​		608	​		(596)	​		450	​		1,399
Ending balance	​	$	10,829	​	$	9,043	​	$	1,577	​	$	796	​	$	766	​	$	1,126	​	$	17,511	​	$	41,648

​

In accordance with our policy and the current regulatory guidelines, we designate loans as “Special Mention,” which are considered “Criticized Loans,” and “Substandard,” “Doubtful,” or “Loss,” which are considered “Classified Loans.” If a loan does not fall within one of the previously mentioned categories and management believes weakness is evident then we designate the loan as “Watch;” all other loans would be considered “Pass.” Loans that are non-accrual are designated as Substandard, Doubtful or Loss. These loan designations are updated quarterly. We designate a loan as Substandard when a well-defined weakness is identified that may jeopardize the orderly liquidation of the debt. We designate a loan as Doubtful when it displays the inherent weakness of a Substandard loan with the added provision that collection of the debt in full, on the basis of existing facts, is highly improbable. We designate a loan as Loss if it is deemed the debtor is incapable of repayment. The Company does not hold any loans designated as Loss, as loans that are designated as Loss are charged to the Allowance for Credit Losses. We designate a loan as Special Mention if the asset does not warrant classification within one of the other classifications but does contain a potential weakness that deserves closer attention.

​ -18-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following tables summarize the various risk categories of mortgage and non-mortgage loans by loan portfolio segments and by class of loans by year of origination at the periods indicated below:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	June 30, 2025
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	Revolving Loans	​	​	Revolving Loans	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	Amortized Cost	​	​	converted to	​	​	​
(In thousands)	​	​	2025	​	​	2024	​	​	2023	​	​	2022	​	​	2021	​	​	Prior	​	​	Basis	​	​	term loans	​	​	Total
Multi-family Residential	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	32,183	​	$	115,266	​	$	229,466	​	$	408,332	​	$	266,636	​	$	1,381,280	​	$	3,019	​	$	—	​	$	2,436,182
Watch	​	​	—	​	​	929	​	​	—	​	​	2,168	​	​	2,519	​	​	33,064	​	​	—	​	​	—	​	​	38,680
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	694	​	​	2,106	​	​	—	​	​	—	​	​	2,800
Substandard	​	​	—	​	​	—	​	​	—	​	​	816	​	​	—	​	​	14,560	​	​	—	​	​	—	​	​	15,376
Total Multi-family Residential	​	$	32,183	​	$	116,195	​	$	229,466	​	$	411,316	​	$	269,849	​	$	1,431,010	​	$	3,019	​	$	—	​	$	2,493,038
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	1,681	​	$	—	​	$	—	​	$	—	​	$	—	​	$	1,681
Commercial Real Estate	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	96,909	​	$	196,460	​	$	193,626	​	$	301,381	​	$	138,181	​	$	950,080	​	$	—	​	$	—	​	$	1,876,637
Watch	​	​	—	​	​	1,990	​	​	4,128	​	​	425	​	​	7,449	​	​	66,550	​	​	—	​	​	—	​	​	80,542
Special Mention	​	​	8,400	​	​	—	​	​	—	​	​	—	​	​	—	​	​	165	​	​	—	​	​	—	​	​	8,565
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	23,712	​	​	—	​	​	—	​	​	23,712
Total Commercial Real Estate	​	$	105,309	​	$	198,450	​	$	197,754	​	$	301,806	​	$	145,630	​	$	1,040,507	​	$	—	​	$	—	​	$	1,989,456
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	72	​	$	—	​	$	—	​	$	72
1-4 Family Mixed-Use Property	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	5,254	​	$	17,657	​	$	22,280	​	$	44,622	​	$	38,657	​	$	360,089	​	$	—	​	$	—	​	$	488,559
Watch	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	5,202	​	​	—	​	​	—	​	​	5,202
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	1,708	​	​	—	​	​	—	​	​	1,708
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	798	​	​	—	​	​	—	​	​	798
Total 1-4 Family Mixed-Use Property	​	$	5,254	​	$	17,657	​	$	22,280	​	$	44,622	​	$	38,657	​	$	367,797	​	$	—	​	$	—	​	$	496,267
1-4 Family Residential	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	—	​	$	11,119	​	$	62,111	​	$	32,382	​	$	6,828	​	$	126,048	​	$	5,493	​	$	7,859	​	$	251,840
Watch	​	​	—	​	​	—	​	​	—	​	​	489	​	​	—	​	​	3,378	​	​	—	​	​	1,585	​	​	5,452
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	57	​	​	—	​	​	—	​	​	57
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	1,154	​	​	—	​	​	502	​	​	1,656
Total 1-4 Family Residential	​	$	—	​	$	11,119	​	$	62,111	​	$	32,871	​	$	6,828	​	$	130,637	​	$	5,493	​	$	9,946	​	$	259,005
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	5	​	$	—	​	$	—	​	$	5
Construction	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	724	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	27,675	​	$	—	​	$	28,399
Watch	​	​	—	​	​	—	​	​	—	​	​	—	​	​	18,188	​	​	—	​	​	—	​	​	—	​	​	18,188
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—
Total Construction	​	$	724	​	$	—	​	$	—	​	$	—	​	$	18,188	​	$	—	​	$	27,675	​	$	—	​	$	46,587
Small Business Administration	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	2,895	​	$	1,734	​	$	1,145	​	$	3,173	​	$	985	​	$	2,589	​	$	—	​	$	—	​	$	12,521
Watch	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	283	​	​	—	​	​	—	​	​	283
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	173	​	​	—	​	​	—	​	​	173
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	1,690	​	​	1,040	​	​	—	​	​	—	​	​	2,730
Total Small Business Administration	​	$	2,895	​	$	1,734	​	$	1,145	​	$	3,173	​	$	2,675	​	$	4,085	​	$	—	​	$	—	​	$	15,707
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	2	​	$	—	​	$	—	​	$	2
Commercial Business	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	47,306	​	$	93,061	​	$	82,067	​	$	66,317	​	$	23,069	​	$	98,378	​	$	201,803	​	$	—	​	$	612,001
Watch	​	​	78	​	​	241	​	​	4,133	​	​	—	​	​	3,447	​	​	5,910	​	​	2,499	​	​	—	​	​	16,308
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	10	​	​	—	​	​	—	​	​	10
Substandard	​	​	—	​	​	681	​	​	354	​	​	2,156	​	​	—	​	​	34	​	​	8,476	​	​	—	​	​	11,701
Doubtful	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	1,707	​	​	—	​	​	—	​	​	1,707
Total Commercial Business	​	$	47,384	​	$	93,983	​	$	86,554	​	$	68,473	​	$	26,516	​	$	106,039	​	$	212,778	​	$	—	​	$	641,727
Gross charge-offs	​	$	—	​	$	—	​	$	871	​	$	2,621	​	$	—	​	$	1,953	​	$	94	​	$	—	​	$	5,539
Commercial Business - Secured by RE	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	50,021	​	$	67,279	​	$	43,844	​	$	165,219	​	$	121,034	​	$	288,408	​	$	—	​	$	—	​	$	735,805
Watch	​	​	—	​	​	8,608	​	​	—	​	​	—	​	​	1,268	​	​	18,238	​	​	—	​	​	—	​	​	28,114
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	2,757	​	​	—	​	​	—	​	​	2,757
Total Commercial Business - Secured by RE	​	$	50,021	​	$	75,887	​	$	43,844	​	$	165,219	​	$	122,302	​	$	309,403	​	$	—	​	$	—	​	$	766,676
Other	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	106	​	$	89	​	$	—	​	$	195
Total Other	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	106	​	$	89	​	$	—	​	$	195
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	29	​	$	—	​	$	—	​	$	29
Total by Loan Type	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total Pass	​	$	235,292	​	$	502,576	​	$	634,539	​	$	1,021,426	​	$	595,390	​	$	3,206,978	​	$	238,079	​	$	7,859	​	$	6,442,139
Total Watch	​	​	78	​	​	11,768	​	​	8,261	​	​	3,082	​	​	32,871	​	​	132,625	​	​	2,499	​	​	1,585	​	​	192,769
Total Special Mention	​	​	8,400	​	​	—	​	​	—	​	​	—	​	​	694	​	​	4,219	​	​	—	​	​	—	​	​	13,313
Total Substandard	​	​	—	​	​	681	​	​	354	​	​	2,972	​	​	1,690	​	​	44,055	​	​	8,476	​	​	502	​	​	58,730
Total Doubtful	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	1,707	​	​	—	​	​	—	​	​	1,707
Total Loans ^(1)^	​	$	243,770	​	$	515,025	​	$	643,154	​	$	1,027,480	​	$	630,645	​	$	3,389,584	​	$	249,054	​	$	9,946	​	$	6,708,658
Total Gross charge-offs	​	$	—	​	$	—	​	$	871	​	$	4,302	​	$	—	​	$	2,061	​	$	94	​	$	—	​	$	7,328

^(1)^The table above excludes the unallocated portfolio layer basis adjustments totaling $0.9 million related to loans hedged in a closed pool at June 30, 2025. See Note 11 (“Derivative Financial Instruments”) of the Notes to the Consolidated Financial Statements. -19-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	December 31, 2024
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	Revolving Loans	​	​	Revolving Loans	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	Amortized Cost	​	​	converted to	​	​	​
(In thousands)	​	​	2024	​	​	2023	​	​	2022	​	​	2021	​	​	2020	​	​	Prior	​	​	Basis	​	​	term loans	​	​	Total
Multi-family Residential	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	116,814	​	$	248,004	​	$	375,084	​	$	272,747	​	$	195,539	​	$	1,250,368	​	$	5,369	​	$	—	​	$	2,463,925
Watch	​	​	—	​	​	—	​	​	7,587	​	​	—	​	​	2,724	​	​	31,665	​	​	—	​	​	—	​	​	41,976
Special Mention	​	​	—	​	​	—	​	​	10,163	​	​	—	​	​	—	​	​	2,388	​	​	—	​	​	—	​	​	12,551
Substandard	​	​	—	​	​	—	​	​	—	​	​	704	​	​	2,811	​	​	9,646	​	​	—	​	​	—	​	​	13,161
Total Multi-family Residential	​	$	116,814	​	$	248,004	​	$	392,834	​	$	273,451	​	$	201,074	​	$	1,294,067	​	$	5,369	​	$	—	​	$	2,531,613
Commercial Real Estate	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	199,396	​	$	197,228	​	$	310,725	​	$	144,569	​	$	122,576	​	$	924,520	​	$	—	​	$	—	​	$	1,899,014
Watch	​	​	—	​	​	—	​	​	430	​	​	4,023	​	​	6,660	​	​	58,119	​	​	—	​	​	—	​	​	69,232
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	6,376	​	​	—	​	​	—	​	​	6,376
Total Commercial Real Estate	​	$	199,396	​	$	197,228	​	$	311,155	​	$	148,592	​	$	129,236	​	$	989,015	​	$	—	​	$	—	​	$	1,974,622
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	421	​	$	—	​	$	—	​	$	421
1-4 Family Mixed-Use Property	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	17,759	​	$	23,552	​	$	45,487	​	$	40,515	​	$	27,448	​	$	352,004	​	$	—	​	$	—	​	$	506,765
Watch	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	5,338	​	​	—	​	​	—	​	​	5,338
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	445	​	​	1,273	​	​	—	​	​	—	​	​	1,718
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	117	​	​	—	​	​	—	​	​	117
Total 1-4 Family Mixed-Use Property	​	$	17,759	​	$	23,552	​	$	45,487	​	$	40,515	​	$	27,893	​	$	358,732	​	$	—	​	$	—	​	$	513,938
1-4 Family Residential	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	2,136	​	$	53,556	​	$	22,382	​	$	7,117	​	$	16,039	​	$	121,653	​	$	6,256	​	$	8,588	​	$	237,727
Watch	​	​	—	​	​	—	​	​	496	​	​	254	​	​	—	​	​	2,769	​	​	113	​	​	1,265	​	​	4,897
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	838	​	​	—	​	​	215	​	​	1,053
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	477	​	​	—	​	​	439	​	​	916
Total 1-4 Family Residential	​	$	2,136	​	$	53,556	​	$	22,878	​	$	7,371	​	$	16,039	​	$	125,737	​	$	6,369	​	$	10,507	​	$	244,593
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	14	​	$	—	​	$	—	​	$	14
Construction	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	—	​	$	51	​	$	2	​	$	18,215	​	$	—	​	$	—	​	$	39,230	​	$	—	​	$	57,498
Watch	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—
Special Mention	​	​	—	​	​	2,616	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	2,616
Total Construction	​	$	—	​	$	2,667	​	$	2	​	$	18,215	​	$	—	​	$	—	​	$	39,230	​	$	—	​	$	60,114
Small Business Administration	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	7,356	​	$	1,906	​	$	3,211	​	$	1,092	​	$	1,672	​	$	1,123	​	$	—	​	$	—	​	$	16,360
Watch	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	774	​	​	—	​	​	—	​	​	774
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	325	​	​	—	​	​	—	​	​	325
Substandard	​	​	—	​	​	—	​	​	—	​	​	1,691	​	​	—	​	​	1,045	​	​	—	​	​	—	​	​	2,736
Total Small Business Administration	​	$	7,356	​	$	1,906	​	$	3,211	​	$	2,783	​	$	1,672	​	$	3,267	​	$	—	​	$	—	​	$	20,195
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	7	​	$	—	​	$	—	​	$	7
Commercial Business	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	109,139	​	$	92,916	​	$	71,479	​	$	29,665	​	$	17,744	​	$	99,620	​	$	208,419	​	$	—	​	$	628,982
Watch	​	​	166	​	​	4,850	​	​	—	​	​	1,630	​	​	4,310	​	​	1,720	​	​	1,500	​	​	—	​	​	14,176
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	16	​	​	—	​	​	—	​	​	16
Substandard	​	​	716	​	​	429	​	​	4,891	​	​	—	​	​	—	​	​	3,119	​	​	3,856	​	​	—	​	​	13,011
Doubtful	​	​	—	​	​	462	​	​	—	​	​	—	​	​	—	​	​	—	​	​	570	​	​	—	​	​	1,032
Total Commercial Business	​	$	110,021	​	$	98,657	​	$	76,370	​	$	31,295	​	$	22,054	​	$	104,475	​	$	214,345	​	$	—	​	$	657,217
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	4,121	​	$	—	​	$	266	​	$	3,083	​	$	—	​	$	7,470
Commercial Business - Secured by RE	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	68,613	​	$	45,976	​	$	169,904	​	$	125,523	​	$	99,794	​	$	203,839	​	$	673	​	$	—	​	$	714,322
Watch	​	​	8,671	​	​	—	​	​	—	​	​	—	​	​	3,721	​	​	396	​	​	—	​	​	—	​	​	12,788
Special Mention	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	14,418	​	​	—	​	​	—	​	​	14,418
Substandard	​	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​	​	3,884	​	​	—	​	​	—	​	​	3,884
Total Commercial Business - Secured by RE	​	$	77,284	​	$	45,976	​	$	169,904	​	$	125,523	​	$	103,515	​	$	222,537	​	$	673	​	$	—	​	$	745,412
Other	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Pass	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	85	​	$	84	​	$	—	​	$	169
Total Other	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	85	​	$	84	​	$	—	​	$	169
Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	—	​	$	—	​	$	57	​	$	—	​	$	—	​	$	57
Total by Loan Type	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total Pass	​	$	521,213	​	$	663,189	​	$	998,274	​	$	639,443	​	$	480,812	​	$	2,953,212	​	$	260,031	​	$	8,588	​	$	6,524,762
Total Watch	​	​	8,837	​	​	4,850	​	​	8,513	​	​	5,907	​	​	17,415	​	​	100,781	​	​	1,613	​	​	1,265	​	​	149,181
Total Special Mention	​	​	—	​	​	2,616	​	​	10,163	​	​	—	​	​	445	​	​	19,258	​	​	—	​	​	215	​	​	32,697
Total Substandard	​	​	716	​	​	429	​	​	4,891	​	​	2,395	​	​	2,811	​	​	24,664	​	​	3,856	​	​	439	​	​	40,201
Total Doubtful	​	​	—	​	​	462	​	​	—	​	​	—	​	​	—	​	​	—	​	​	570	​	​	—	​	​	1,032
Total Loans ^(1)^	​	$	530,766	​	$	671,546	​	$	1,021,841	​	$	647,745	​	$	501,483	​	$	3,097,915	​	$	266,070	​	$	10,507	​	$	6,747,873
Total Gross charge-offs	​	$	—	​	$	—	​	$	—	​	$	4,121	​	$	—	​	$	765	​	$	3,083	​	$	—	​	$	7,969

^(1)^ **** The table above excludes the unallocated portfolio layer basis adjustments totaling $2.0 million related to loans hedged in a closed pool at December 31, 2024. See Note 11 (“Derivative Financial Instruments”) of the Notes to the Consolidated Financial Statements.

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

Included within net loans were $2.5 million and $2.7 million at June 30, 2025 and December 31, 2024, respectively, of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process according to local requirements of the applicable jurisdiction.

A loan is considered collateral dependent when the borrower is experiencing financial difficulties and repayment is expected to be substantially provided by the operation or sale of the collateral. The following table presents types of collateral-dependent loans by class of loans as of the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​
​	​	Collateral Type
​	​	June 30, 2025					​	December 31, 2024
(In thousands)	​	​	Real Estate	​	​	Business Assets	​	​	Real Estate	​	​	Business Assets
Multi-family residential	​	$	13,843	​	$	—	​	$	11,707	​	$	—
Commercial real estate	​	​	23,708	​	​	—	​	​	6,376	​	​	—
One-to-four family - mixed-use property	​	​	441	​	​	—	​	​	117	​	​	—
One-to-four family - residential	​	​	1,657	​	​	—	​	​	812	​	​	—
Small Business Administration	​	​	—	​	​	2,526	​	​	—	​	​	2,531
Commercial business and other	​	​	2,757	​	​	6,100	​	​	3,884	​	​	8,570
Total	​	$	42,406	​	$	8,626	​	$	22,896	​	$	11,101

​

Off-Balance Sheet Credit Losses

​

Also included within scope of the CECL standard are off-balance sheet loan commitments, which includes the unfunded portion of committed lines of credit and commitments “in-process”. Commitments “in‐process” reflect loans not in the Company’s books but rather negotiated loan / line of credit terms and rates that the Company has offered to customers and is committed to honoring. In reference to “in‐process” credits, the Company defines an unfunded commitment as a credit that has been offered to and accepted by a borrower, which has not closed and by which the obligation is not unconditionally cancellable.

​

On June 30, 2025, the Company had commitments to extend credit totaling $385.3 million.

​

The following table presents the activity in the allowance for off-balance sheet credit losses for the three months ended:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended					​	For the six months ended
​	​	June 30,					​	June 30,
(In thousands)	​	​	2025	​	​	2024	​	​	2025	​	​	2024
Balance at beginning of period	​	$	1,374	​	​	996	​	$	1,037	​	​	1,102
Provision (benefit) ^(1)^	​	​	(398)	​	​	6	​	​	(61)	​	​	(100)
Allowance for Off-Balance Sheet - Credit losses ^(2)^	​	$	976	​	$	1,002	​	$	976	​	$	1,002

(1) Included in “Other operating expenses” on the Consolidated Statements of Operations.

(2) Included in “Other liabilities” on the Consolidated Statements of Financial Condition.

​

​

​

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

6.     Loans held for sale

Loans held for sale are carried at the lower of cost or estimated fair value. At June 30, 2025, the Company did not have any loans designated as held for sale. At December 31, 2024, the Company had $70.1 million in performing multi-family loans held for sale net of a valuation allowance of $3.8 million. The valuation allowance represents the loss recorded to mark these loans down to the estimated price that could be obtained in a whole loan sale. The valuation allowance was recorded in net gain (loss) on sale of loans in the Consolidated Statements of Operations. During the three months ended June 30, 2025, the Company transferred $32.1 million of loans classified as held for sale back to held for investment, as management determined to no longer sell these performing loans. Upon transfer a previously recorded valuation allowance was reversed and recorded as a net gain on sale totaling $2.6 million.

The Company has implemented a strategy of selling certain delinquent and non-performing loans. Once the Company has decided to sell a loan, the sale usually closes in a short period of time, generally within the same quarter. Loans designated held for sale are reclassified from loans held for investment to loans held for sale. Terms of sale generally includes cash due upon the closing of the sale, no contingencies or recourse to the Company and servicing is released to the buyer.

The following tables show loans sold during the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended June 30, 2025
(Dollars in thousands)		Loans sold		Proceeds			Net charge-offs			Net gain ^(1)^
Performing loans		​
Small Business Administration	​	2	​	$	1,025	​	$	—	​	$	98
Total		2	​	$	1,025	​	$	—	​	$	98
Delinquent and non-performing loans	​	​	​	​	​	​	​	​	​	​	​
Multi-family residential		4	​	$	12,894	​	$	(1,681)	​	$	68
Total		4	​	$	12,894	​	$	(1,681)	​	$	68

​

​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended June 30, 2024
(Dollars in thousands)		Loans sold		Proceeds			Net charge-offs			Net gain
Delinquent and non-performing loans			​			​			​
Multi-family residential	​	1	​	S	432	​	$	—	​	$	—
One-to-four family - mixed-use property		1	​	​	258	​	​	—	​	​	26
Total		2	​	$	690	​	$	—	​	$	26

​

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the six months ended June 30, 2025
(Dollars in thousands)		Loans sold		Proceeds			Net charge-offs			Net gain ^(2)^
Performing loans		​
Multi-family residential		12	​	$	33,721	​	$	—	​	$	—
Commercial		1	​	​	3,120	​	​	—	​	​	—
Small Business Administration	​	6	​	​	6,829	​	​	—	​	​	532
Total		19	​	$	43,670	​	$	—	​	$	532
Delinquent and non-performing loans	​	​	​	​	​	​	​	​	​	​	​
Multi-family residential		5	​	$	13,444	​	$	(1,681)	​	$	202
Commercial		1	​	​	5,098	​	​	—	​	​	238
One-to-four family - mixed-use property		1	​	​	137	​	​	—	​	​	19
Total		7	​	$	18,679	​	$	(1,681)	​	$	459
​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the six months ended June 30, 2024
(Dollars in thousands)		Loans sold		Proceeds			Net charge-offs			Net gain
Delinquent and non-performing loans		​
Multi-family residential		4	​	$	1,984	​	$	—	​	$	55
Commercial		2	​	​	970	​	​	—	​	​	—
One-to-four family - mixed-use property		5	​	​	1,546	​	​	—	​	​	81
Total		11	​	$	4,500	​	$	—	​	$	136
(1)	Does not include $2.6 million net gain on sale recorded from the reversal of a previously recorded valuation allowance upon the transfer of $32.1 million of loans held for sale to loans held for investment.
---	---
(2)	Does not include $2.6 million net gain on sale recorded from the reversal of a previously recorded valuation allowance upon the transfer of $32.1 million of loans held for sale to loans held for investment and $0.2 million net loss on sale recorded to write-down performing mortgage loans to their anticipated sales price.
---	---

​

​

​

​

​

​

​

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

7.     Leases

The Company has 32 operating leases for branches (including headquarters) and office spaces, one operating lease for a vehicle, and one operating lease for equipment. Our leases have remaining lease terms ranging from seven months to approximately 11 years, none of which has a renewal option reasonably certain of exercise, which has been reflected in the Company’s calculation of the lease term. During the three months ended June 30, 2025, the Company entered into an agreement to extend the term of its corporate headquarters operating lease by 3 years. During the three months ended June 30, 2024, the Company entered into agreements to extend the term of five of its operating leases by 10 years each.

The Company has elected the short-term lease recognition exemption such that the Company will not recognize Right of Use (“ROU”) assets or lease liabilities for leases with a term of less than 12 months from the commencement date. The Company has two agreements in 2025 and 2024 that qualified as short-term leases, respectively.

​

Certain leases have escalation clauses for operating expenses and real estate taxes, which are recorded as variable lease cost. The Company’s non-cancelable operating lease agreements expire through 2036.

​

Supplemental balance sheet information related to leases are as follows:

​

​	​	​	​	​	​	​
​	​	​	​	​	​	​
​	​	​	​	​	​	​
(Dollars in thousands)	​	June 30, 2025		​	December 31, 2024
​	​	​	​	​	​	​
Operating lease ROU assets	​	$	49,759	​	$	45,800
​	​	​	​	​	​	​
Operating lease liabilities	​	$	50,102	​	$	46,443
​	​	​	​	​	​	​
Weighted-average remaining lease term-operating leases	​	​	7.0 years	​	​	7.3 years
Weighted average discount rate-operating leases	​	​	4.2%	​	​	4.0%

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The components of lease expense and cash flow information related to leases were as follows:

​

​	​	​	​	​	​	​	​	​
​	​	​	​	For the three months ended June 30,
(In thousands)	​	Line Item Presented	​	2025		​	2024
Lease Cost	​	​	​			​
Operating lease cost	​	Occupancy and equipment	​	$	2,321	​	$	2,221
Operating lease cost	​	Other operating expenses	​	​	2	​	​	17
Short-term lease cost	​	Professional services, Occupancy and equipment and other operating expenses	​		57	​		40
Variable lease cost	​	Occupancy and equipment	​		303	​		323
Total lease cost	​	​	​	$	2,683	​	$	2,601
​	​	​	​	​	​	​	​	​
Other information	​	​	​		​	​	​	​
Cash paid for amounts included in the measurement of lease liabilities:			​		​	​	​	​
Operating cash flows from operating leases	​	​	​	$	2,584	​	$	2,457
Right-of-use assets obtained in exchange for new operating lease liabilities			​	$	7,833	​	$	10,894

​

​

​	​	​	​	​	​	​	​	​
​	​	​	​	For the six months ended June 30,
(In thousands)	​	Line Item Presented	​	2025		​	2024
Lease Cost	​	​	​			​
Operating lease cost	​	Occupancy and equipment	​	$	4,641	​	$	4,457
Operating lease cost	​	Other operating expenses	​	​	7	​	​	37
Short-term lease cost	​	Professional Services, Occupancy and equipment and Other operating expenses	​		100	​		82
Variable lease cost	​	Occupancy and equipment	​		627	​		593
Total lease cost	​	​	​	$	5,375	​	$	5,169
​	​	​	​	​	​	​	​	​
Other information	​	​	​		​	​
Cash paid for amounts included in the measurement of lease liabilities:			​	​	​	​
Operating cash flows from operating leases	​	​	​	$	5,095	​	$	4,909
Supplemental disclosure of non-cash activities:			​	​	​	​	​	​
Right-of-use assets obtained in exchange for new operating lease liabilities			​	$	7,833	​	$	10,894

​

The Company’s minimum annual rental payments for Bank facilities due under non-cancelable leases are as follows as of June 30, 2025:

​

​

​	​	​	​
​	​	Minimum Rental
​	​	(In thousands)
Years ended December 31:	​	​	​
2025	​	$	3,827
2026	​	​	9,809
2027	​	​	9,042
2028	​	​	8,899
2029	​	​	7,688
Thereafter	​	​	19,488
Total minimum payments required	​	​	58,753
Less: implied interest	​	​	(8,651)
Total lease obligations	​	$	50,102

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FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

​

​

​

8**. Stock-Based Compensation**

On May 29, 2024, stockholders approved the Company’s 2024 Omnibus Incentive Plan (the “2024 Plan”) to replace the 2014 Omnibus Incentive Plan (the “2014 Plan”). The 2024 Plan is an “omnibus” stock plan that provides for a variety of equity award vehicles to maintain flexibility. The 2024 Plan, like the 2014 Plan, permits the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock units (“RSUs”), performance-based restricted stock units (“PRSUs”), and other stock-based awards. Currently, awards to employees primarily consist of RSUs and PRSUs and to Company directors of RSUs. The 2024 Plan authorizes the issuance of up to 974,000 shares. Although no further awards may be granted under the 2014 Plan, outstanding awards granted prior to February 29, 2024, will continue in accordance with their terms.

The Company has a long-term incentive compensation program for certain Company executive officers that includes grants of PRSUs in addition to time-based RSUs. Under the terms of the PRSU Agreement, the number of PRSUs that may be earned depends on the extent to which performance goals for the award are achieved over a three-year performance period, as determined by the Compensation Committee of the Board. The number of PRSUs that may be earned ranges from 0% to 150% of the target award, with no PRSUs earned for below threshold-level performance, 50% of PRSUs earned for threshold-level performance, 100% of PRSUs earned for target-level performance, and 150% of PRSUs earned for maximum-level performance. As of June 30, 2025, PRSUs granted in 2025 and 2024 are being accrued at target with no accrual for the 2023 PRSUs. The different levels of accrual are commensurate with the projected performance of the respective grant.

For the three months ended June 30, 2025 and 2024, the Company’s net income, as reported, included $0.8 million and $0.3 million, respectively, of stock-based compensation costs, as recorded in salaries and employee benefits on the Consolidated Statements of Operations, including the benefit or expense of phantom stock awards, and $0.2 million and $0.1 million, respectively, of income tax benefits related to the stock-based compensation plans.

​

For the six months ended June 30, 2025 and 2024, the Company’s net income, as reported, included $1.3 million and $1.3 million, respectively, of stock-based compensation costs, as recorded in salaries and employee benefits on the Consolidated Statements of Operations, including the benefit or expense of phantom stock awards, and $0.4 million and $0.3 million of income tax benefit, respectively, related to the stock-based compensation plans

​

During the three months ended June 30, 2025 and 2024 the Company did not grant any RSU or PRSU awards, respectively. During the six months ended June 30, 2025 and 2024 the Company granted 228,501 and 217,650 RSU awards and 71,700 and 67,350 PRSU awards, respectively As of June 30, 2025, 637,949 shares were available for future issuance under the 2024 Omnibus Plan.

​

The Company uses the fair value of the common stock on the date of award to measure compensation cost for restricted stock unit awards and performance restricted stock units. Compensation cost is recognized over the vesting period of the award using the straight-line method. Forfeitures are recorded in the period they occur.

​

​

​

​

​

​

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​ -26-

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following table summarizes the Company’s RSU and PRSU awards under the 2024 Omnibus Plan for the three months ended June 30, 2025:

​

​	​	​	​	​	​	​	​	​	​	​
​		RSU Awards					PRSU Awards
​	​	​		Weighted-Average		​	​		Weighted-Average
​	​	​		Grant-Date		​	​		Grant-Date
​		Shares		Fair Value			Shares		Fair Value
Non-vested awards at December 31, 2024		322,796	​	$	18.91		83,160	​	$	17.42
Granted		228,501	​		14.44		71,700	​		14.56
Added (reduced) shares due to performance factor		—	​		—		(15,810)	​		19.99
Vested		(114,161)	​		18.00		—	​		—
Non-vested awards at June 30, 2025		437,136	​	$	16.81		139,050	​	$	15.65
Vested but unissued at June 30, 2025		158,272	​	$	19.13		—	​	$	—

​

As of June 30, 2025, there was $6.5 million of total unrecognized compensation cost related to RSU and PRSU awards granted. That cost is expected to be recognized over a weighted-average period of 2.1 years. The total fair value of awards vested for the three months ended June 30, 2025 and 2024, was $0.2 million at both periods. The total fair value of awards vested for the six months ended June 30, 2025 and 2024 was $1.3 million and $2.7 million, respectively. The vested but unissued RSU and PRSU awards consist of awards made to employees and directors who are eligible for retirement. According to the terms of these awards, which provide for vesting upon retirement, these employees and directors have no risk of forfeiture. These shares will be issued at the original contractual vesting and settlement dates.

​

Phantom Stock Plan: The Company maintains a non-qualified phantom stock plan as a supplement to its profit-sharing plan for officers who have achieved the designated level and completed one year of service. The Company adjusts its liability under this plan to the fair value of the shares at the end of each period.

The following table summarizes the Phantom Stock Plan at or for the three months ended June 30, 2025:

​

​	​	​	​	​	​	​	​	​
Phantom Stock Plan		Shares		Fair Value			Weighted-Average Fair Value
Outstanding at December 31, 2024		195,871	​	$	14.28	​	​	​
Granted		14,850	​	​	​	​	$	13.21
Distributions		(953)	​	​	​	​	$	14.06
Outstanding and vested at June 30, 2025		209,768	​	$	11.88	​	​	​

​

The Company recorded stock-based compensation expense (benefit) for the Phantom Stock Plan of ($0.1) million and $0.1 million for the three months ended June 30, 2025 and 2024, respectively. The total fair value of the distributions from the Phantom Stock Plan was $1,000 for both the three months ended June 30, 2025 and 2024.

The Company recorded stock-based compensation expense (benefit) for the Phantom Stock Plan of ($0.4) million and ($0.5) million for the six months ended June 30, 2025 and 2024, respectively. The total fair value of the distributions from the Phantom Stock Plan was $13,000 and $22,000 for the six months ended June 30, 2025, and 2024, respectively.

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

9.     Pension and Other Postretirement Benefit Plans

The following table sets forth information regarding the components of net expense for the pension and other postretirement benefit plans.

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​		Three months ended						Six months ended
​		June 30,						June 30,
(In thousands)		2025			2024			2025			2024
Employee Pension Plan:		​			​			​			​
Interest cost	​	$	203	​	$	194	​	$	407	​	$	388
Expected return on plan assets	​		(277)	​		(284)	​		(554)	​		(568)
Net employee pension benefit ^(1)^	​	$	(74)	​	$	(90)	​	$	(147)	​	$	(180)
​	​	​	​	​	​	​	​	​	​	​	​	​
Outside Director Pension Plan:	​			​			​			​
Service cost	​	$	2	​	$	2	​	$	4	​	$	4
Interest cost	​		12	​		11	​		24	​		22
Amortization of unrecognized gain	​		(25)	​		(38)	​		(50)	​		(76)
Net outside director pension (benefit) expense ^(2)^	​	$	(11)	​	$	(25)	​	$	(22)	​	$	(50)
​	​	​	​	​	​	​	​	​	​	​	​	​
Other Postretirement Benefit Plans:	​			​			​			​
Service cost	​	$	38	​	$	42	​	$	76	​	$	84
Interest cost	​		115	​		96	​		230	​		192
Amortization of unrecognized gain	​	​	(48)	​	​	(54)	​	​	(96)	​	​	(108)
Net other postretirement expense ^(1)^	​	$	105	​	$	84	​	$	210	​	$	168

(1) Reported in the Consolidated Statements of Operations as part of salaries and employee benefits.

(2) Reported in the Consolidated Statements of Operations as part of other operating expenses.

​

​

The Company previously disclosed in its Consolidated Financial Statements for the year ended December 31, 2024 that it expects to contribute $0.1 million to the outside director pension plan (the “Outside Director Pension Plan”) and $0.3 million to the other postretirement benefit plans (the “Other Postretirement Benefit Plans”), during the year ending December 31, 2025. The Company does not expect to contribute to the employee pension plan during the year ending December 31, 2025. As of June 30, 2025, the Company had contributed $20,000 to the Other Postretirement Benefit Plans. As of June 30, 2025, the Company has not revised its expected contributions for the year ending December 31, 2025.

​

​

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

10.     Fair Value of Financial Instruments

The Company carries certain financial assets and financial liabilities at fair value in accordance with GAAP which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP permits entities to choose to measure many financial instruments and certain other items at fair value. The Company did not purchase or sell any financial assets or liabilities carried under the fair value option during the three and six months ended June 30, 2025 and 2024.

The following table presents the financial assets and financial liabilities reported at fair value under the fair value option, and the changes in fair value included in the Consolidated Statement of Operations – Net (loss) gain from fair value adjustments, at or for the periods ended as indicated:

​

​

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	Changes in Fair Values For Items Measured at Fair Value
​	​	Fair Value		​	Fair Value		​	Pursuant to Election of the Fair Value Option
​		Measurements at			Measurements at		​	For the three months ended June 30,					​	For the six months ended June 30,
Description		June 30, 2025			December 31, 2024			2025			2024			2025			2024
(In thousands)		​			​		​	​			​			​			​
Mortgage-backed securities	​	$	226	​	$	237	​	$	—	​	$	1	​	$	—	​	$	1
Other securities	​		13,718	​		13,355	​		(8)	​		(51)	​		180	​		(151)
Borrowed funds	​		47,552	​		48,795	​		1,664	​		107	​		1,324	​		(627)
Net gain (loss) from fair value adjustments	​	​	​	​	​	​	​	$	1,656	​	$	57	​	$	1,504	​	$	(777)

​

​

Included in the fair value of the financial assets and financial liabilities selected for the fair value option is the accrued interest receivable or payable for the related instrument. The Company reports as interest income or interest expense in the Consolidated Statement of Operations, the interest receivable or payable on the financial instruments selected for the fair value option at their respective contractual rates.

The borrowed funds had a contractual principal amount of $61.9 million at both June 30, 2025 and December 31, 2024. The fair value of borrowed funds includes accrued interest payable of $0.4 million at both June 30, 2025 and December 31, 2024.

The Company generally holds its interest-earning assets to maturity and settles its liabilities at maturity. However, fair value estimates are made at a specific point in time and are based on relevant market information. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular instrument. Accordingly, as assumptions change, such as interest rates and prepayments, fair value estimates change, and these amounts may not necessarily be realized in an immediate sale.

Disclosure of fair value does not require fair value information for items that do not meet the definition of a financial instrument or certain other financial instruments specifically excluded from its requirements. These items include core deposit intangibles and other customer relationships, premises and equipment, leases, income taxes and equity.

Further, fair value disclosure does not attempt to value future income or business. These items may be material and accordingly, the fair value information presented does not purport to represent, nor should it be construed to represent, the underlying “market” or franchise value of the Company.

A description of the methods and significant assumptions utilized in estimating the fair value of the Company’s financial assets and liabilities that are carried at fair value on a recurring basis are as follows:

Level 1 – when quoted market prices are available in an active market. At June 30, 2025 and December 31, 2024, Level 1 included one mutual fund. -29-

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FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

Level 2 – when quoted market prices are not available, fair value is estimated using quoted market prices for similar financial instruments and adjusted for differences between the quoted instrument and the instrument being valued. Fair value can also be estimated by using pricing models, or discounted cash flows. Pricing models primarily use market-based or independently sourced market parameters as inputs, including, but not limited to, yield curves, interest rates, equity or debt prices and credit spreads. In addition to observable market information, models also incorporate maturity and cash flow assumptions. At June 30, 2025 and December 31, 2024, Level 2 included mortgage-backed securities, CLOs, corporate debt, municipals, and interest rate swaps.

Level 3 – when there is limited activity or less transparency around inputs to the valuation, financial instruments are classified as Level 3. At June 30, 2025 and December 31, 2024, Level 3 included trust preferred securities owned, and junior subordinated debentures issued by the Company, as well as municipal bonds.

The methods described above may produce fair values that may not be indicative of net realizable value or reflective of future fair values. While the Company believes its valuation methods are appropriate and consistent with those of other market participants, the use of different methodologies, assumptions, and models to determine fair value of certain financial instruments could produce different estimates of fair value at the reporting date.

The following table sets forth the Company’s assets and liabilities that are carried at fair value on a recurring basis, including those reported at fair value under the fair value option, and the level that was used to determine their fair value, at June 30, 2025 and December 31, 2024:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Quoted Prices					​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	in Active Markets					​	Significant Other					​	Significant Other					​	​	​	​	​	​
​	​	for Identical Assets					​	Observable Inputs					​	Unobservable Inputs					​	Total carried at fair value
​	​	(Level 1)					​	(Level 2)					​	(Level 3)					​	on a recurring basis
​		2025			2024			2025			2024			2025			2024			2025			2024
Assets:		(In thousands)
Securities available for sale:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Mortgage-backed securities	​	$	—	​	$	—	​	$	828,756	​	$	911,636	​	$	—	​	$	—	​	$	828,756	​	$	911,636
Other securities	​		12,291	​		11,890	​		532,434	​		554,914	​		18,306	​		19,465	​		563,031	​		586,269
Derivatives	​		—	​		—	​		43,929	​		54,700	​		—	​		—	​		43,929	​		54,700
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total assets	​	$	12,291	​	$	11,890	​	$	1,405,119	​	$	1,521,250	​	$	18,306	​	$	19,465	​	$	1,435,716	​	$	1,552,605
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Liabilities:	​			​			​			​			​			​			​			​
Borrowings	​	$	—	​	$	—	​	$	—	​	$	—	​	$	47,552	​	$	48,795	​	$	47,552	​	$	48,795
Derivatives	​		—	​		—	​		32,080	​		20,396	​		—	​		—	​		32,080	​		20,396
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total liabilities	​	$	—	​	$	—	​	$	32,080	​	$	20,396	​	$	47,552	​	$	48,795	​	$	79,632	​	$	69,191

​

​ -30-

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following table sets forth the Company’s assets and liabilities that are carried at fair value on a recurring basis, classified within Level 3 of the valuation hierarchy for the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended
​	​	June 30, 2025								​	June 30, 2024
​	​	​		​	Trust preferred		​	Junior subordinated		​	Trust preferred		​	Junior subordinated
​		Municipals			securities			debentures			securities			debentures
(In thousands)	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Beginning balance	​	$	18,000	​	$	1,474	​	$	49,103	​	$	1,460	​	$	48,622
Net gain (loss) from fair value adjustment of financial assets^(1)^	​		—	​		(46)	​		—	​		(2)	​		—
Net (gain) loss from fair value adjustment of financial liabilities^(1)^	​		—	​		—	​		(1,664)	​		—	​		(106)
Increase (decrease) in accrued interest	​		—	​		—	​		4	​		(1)	​		(24)
(Provision) benefit for credit losses	​		(439)	​		—	​		—	​		—	​		—
Change in unrealized gains (losses) included in other comprehensive loss-assets	​		(683)	​		—	​		—	​		—	​		—
Change in unrealized (gains) losses included in other comprehensive loss-liabilities	​		—	​		—	​		109	​		—	​		49
Ending balance	​	$	16,878	​	$	1,428	​	$	47,552	​	$	1,457	​	$	48,541
Changes in unrealized gains (losses) held at period end	​	$	(683)	​	$	—	​	$	2,177	​	$	—	​	$	2,330

​

​

(1) Presented in the Consolidated Statements of Operations under net (loss) gain from fair value adjustments.

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the six months ended
​	​	June 30, 2025								​	June 30, 2024
​	​	​		​	Trust preferred		​	Junior subordinated		​	Trust preferred		​	Junior subordinated
​		Municipals			securities			debentures			securities			debentures
(In thousands)	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Beginning balance	​	$	18,000	​	$	1,465	​	$	48,795	​	$	1,437	​	$	47,850
Net gain (loss) from fair value adjustment of financial assets^(1)^	​		—	​		—	​		—	​		21	​		—
Net (gain) loss from fair value adjustment of financial liabilities^(1)^	​		—	​		(36)	​		(1,324)	​		—	​		629
Increase (decrease) in accrued interest	​		—	​		(1)	​		(24)	​		(1)	​		(32)
(Provision) benefit for credit losses	​		(439)	​		—	​		—	​		—	​		—
Change in unrealized gains (losses) included in other comprehensive loss-assets	​		(683)	​		—	​		—	​		—	​		—
Change in unrealized (gains) losses included in other comprehensive loss-liabilities	​		—	​		—	​		105	​		—	​		94
Ending balance	​	$	16,878	​	$	1,428	​	$	47,552	​	$	1,457	​	$	48,541
Changes in unrealized gains (losses) held at period end	​	$	(683)	​	$	—	​	$	2,177	​	$	—	​	$	2,330

(1) Presented in the Consolidated Statements of Operations under net (loss) gain from fair value adjustments.

​

​

​

​

​

​

​ -31-

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

​

The following tables present the quantitative information about recurring Level 3 fair value of financial instruments and the fair value measurements at the periods indicated:

​

​

​

​	​	​	​	​	​	​	​	​	​	​	​
​	​	June 30, 2025
​	​	​	​	​	Valuation	​	Input	​	​	​	Weighted
​	****	Fair Value		​	Technique	​	Unobservable	​	Range	​	Average
​	​	(Dollars in thousands)
Assets:	​
Municipals	​	$	16,878		Discounted cash flows		Spread over A rated Municipal Curves		5.9	%	n/a
Trust preferred securities	​	​	1,428		Discounted cash flows		Spread over 3-month SOFR		4.7	​	n/a
​	​	​	​	​	​	​	​	​	​	​	​
Liabilities:	​									​
Junior subordinated debentures	​	$	47,552		Discounted cash flows		Spread over 3-month SOFR		4.7	%	n/a

​

​	​	​	​	​	​	​	​	​	​	​	​
​	​	December 31, 2024
​	​	​	​	​	Valuation	​	Input	​	​	​	Weighted
​	****	Fair Value		​	Technique	​	Unobservable	​	Range	​	Average
​	​	(Dollars in thousands)
Assets:	​
Municipals	​	$	18,000		Sales approach		Reduction for planned expedited disposal		n/a	​	n/a
Trust preferred securities	​	​	1,465		Discounted cash flows		Spread over 3-month SOFR		4.3	%	n/a
​	​	​	​	​	​	​	​	​	​	​	​
Liabilities:	​									​
Junior subordinated debentures	​	$	48,795		Discounted cash flows		Spread over 3-month SOFR		4.3	%	n/a

​

​

The significant unobservable inputs used in the fair value measurement of the Company’s trust preferred securities and junior subordinated debentures valued under Level 3 at June 30, 2025 and December 31, 2024, are the effective yields used in the cash flow models. Significant increases or decreases in the effective yield in isolation would result in a significantly lower or higher fair value measurement.

​

The following table sets forth the Company’s assets and liabilities that are carried at fair value on a non-recurring basis and the level that was used to determine their fair value at June 30, 2025 and December 31, 2024:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Quoted Prices						​	​	​	​	​		​	​		​	​		​	​		​	​
​	​	in Active Markets					​	Significant Other					​	Significant Other					​	​	​	​	​	​
​	​	for Identical Assets					​	Observable Inputs					​	Unobservable Inputs					​	Total carried at fair value
​	​	(Level 1)					​	(Level 2)					​	(Level 3)					​	on a non-recurring basis
​		2025			2024			2025			2024			2025			2024			2025			2024
​		(In thousands)
Assets:		​			​			​			​			​			​			​			​
Impaired loans	​	$	—	​	$	—	​	$	—	​	$	—	​	$	26,318	​	$	16,784	​	$	26,318	​	$	16,784
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total assets	​	$	—	​	$	—	​	$	—	​	$	—	​	$	26,318	​	$	16,784	​	$	26,318	​	$	16,784

​ -32-

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

The following tables present the qualitative information about non-recurring Level 3 fair value of financial instruments and the fair value measurements at the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​		At June 30, 2025
​		Fair Value			Valuation Technique		Unobservable Input		Range		Weighted Average
​	​	(Dollars in thousands)
Assets:		​										​
​	​	​	​	​	​	​	​	​	​	​	​	​
Impaired loans		$	9,703	​	Income approach	​	Capitalization rate	​	5.5 to 6.5	%	5.7	%
​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​
Impaired loans		$	15,283	​	Sales approach	​	Adjustment to sales comparison value	​	-25.0 to 10.0	%	(6.4)	%
​		​	​	​	​	​	Reduction for planned expedited disposal	​	15.0	%	15.0	%
​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​
Impaired loans		$	1,332	​	Discounted Cashflow	​	Discount Rate	​	8.3	%	8.3	%
​		​	​	​	​	​	Probability of Default	​	25.0	%	25.0	%

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​		At December 31, 2024
​		Fair Value			Valuation Technique		Unobservable Input		Range		Weighted Average
​	​	(Dollars in thousands)
Assets:		​										​
​	​	​	​	​	​	​	​	​	​	​	​	​
Impaired loans		$	4,121	​	Sales approach	​	Adjustment to sales comparison value	​	-	%	-	%
​	​	​	​	​	​	​	Reduction for planned expedited disposal	​	15.0	%	15.0	%
​		​	​	​	​	​	​	​	​	​	​	​
Impaired loans		$	2,453	​	Discounted Cashflow	​	Discount Rate	​	9.3% to 10.0	%	9.5	%
​		​	​	​	​	​	Probability of Default	​	25.0% to 50.0	%	33.2	%
​	​	​	​	​	​	​	​	​	​	​	​	​
Impaired loans		$	10,210	​	Income approach	​	Capitalization rate	​	4.8% to 6.5	%	5.7	%

​

The weighted average for unobservable inputs for collateral-dependent loans is based on the relative fair value of the loans.

The Company did not have any liabilities that were carried at fair value on a non-recurring basis at June 30, 2025 and December 31, 2024.

​

The methods and assumptions used to estimate fair value at June 30, 2025 and December 31, 2024 are as follows:

Securities:

The fair values of securities are contained in Note 4 (“Securities”) of the Notes to Consolidated Financial Statements. Fair value is based upon quoted market prices, where available. If a quoted market price is not available, fair value is estimated using quoted market prices for similar securities and adjusted for differences between the quoted instrument and the instrument being valued. When there is limited activity or less transparency around inputs to the valuation, securities are valued using discounted cash flows.

Impaired Loans:

For impaired loans, fair value is generally estimated by discounting management’s estimate of future cash flows with a discount rate commensurate with the risk associated with such assets or, for collateral dependent loans, 85% of the -33-

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

appraised or internally estimated value of the property. See Note 5 (“Loans”) of the Notes to the Consolidated Financial Statements.

Junior Subordinated Debentures:

The fair value of the junior subordinated debentures was developed using a credit spread based on stated spreads for recently issued subordinated debt instruments for issuers of similar asset size and credit quality of the Company and with similar durations adjusting for differences in the junior subordinated debt’s credit rating, liquidity, and time to maturity. The unrealized net gain/loss attributable to changes in our own credit risk was determined by adjusting the fair value as determined in the proceeding sentence by the average rate of default on debt instruments with a similar debt rating as our junior subordinated debentures, with the difference from the original calculation and this calculation resulting in the instrument-specific unrealized gain/loss.

Derivatives:

The fair value of interest rate swaps is based upon broker quotes. -34-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following tables set forth the carrying amounts and estimated fair values of selected financial instruments based on the assumptions described above used by the Company in estimating fair value at the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​		June 30, 2025
​	​	Carrying		​	Fair		​	​	​	​	​	​	​	​	​
​		Amount			Value			Level 1			Level 2			Level 3
​		(In thousands)
Assets:		​			​			​			​			​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Cash and due from banks	​	$	150,123	​	$	150,123	​	$	150,123	​	$	—	​	$	—
Securities held-to-maturity	​			​			​			​			​
Mortgage-backed securities	​		7,826	​		7,146	​		—	​		7,146	​		—
Other securities	​		43,005	​		37,940	​		—	​		—	​		37,940
Securities available for sale	​			​			​			​			​
Mortgage-backed securities	​		828,756	​		828,756	​		—	​		828,756	​		—
Other securities	​		563,031	​		563,031	​		12,291	​		532,434	​		18,306
Loans held for investment, net of fees and costs	​		6,709,601	​		6,424,090	​		—	​		—	​		6,424,090
FHLB-NY stock	​		23,773	​		23,773	​		—	​		23,773	​		—
Accrued interest receivable	​		59,607	​		59,607	​		—	​		59,607	​		—
Derivatives	​		43,929	​		43,929	​		—	​		43,929	​		—
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Liabilities:	​			​			​			​			​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Deposits	​	$	7,289,352	​	$	7,285,829	​	$	4,836,728	​	$	2,449,101	​	$	—
Borrowed Funds	​		600,171	​		571,849	​		—	​		524,297	​		47,552
Accrued interest payable	​		12,900	​		12,900	​		—	​		12,900	​		—
Derivatives	​		32,080	​		32,080	​		—	​		32,080	​		—

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​		December 31, 2024
​	​	Carrying		​	Fair		​	​	​	​	​	​	​	​	​
​		Amount			Value			Level 1			Level 2			Level 3
​	​	(In thousands)
Assets:		​			​			​			​			​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Cash and due from banks	​	$	152,574	​	$	152,574	​	$	152,574	​	$	—	​	$	—
Securities held-to-maturity	​			​			​			​			​
Mortgage-backed securities	​		7,836	​		6,903	​		—	​		6,903	​		—
Other securities	​		43,649	​		37,815	​		—	​		—	​		37,815
Securities available for sale	​			​			​			​			​
Mortgage-backed securities	​		911,636	​		911,636	​		—	​		911,636	​		—
Other securities	​		586,269	​		586,269	​		11,890	​		554,914	​		19,465
Loans held for sale	​		70,098	​		70,098	​		—	​		—	​		70,098
Loans held for investment, net of fees and costs	​		6,745,848	​		6,506,439	​		—	​		—	​		6,506,439
FHLB-NY stock	​		38,096	​		38,096	​		—	​		38,096	​		—
Accrued interest receivable	​		62,036	​		62,036	​		—	​		62,036	​		—
Derivatives	​		54,700	​		54,700	​		—	​		54,700	​		—
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Liabilities:	​			​			​			​			​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Deposits	​	$	7,178,933	​	$	7,148,847	​	$	4,528,769	​	$	2,620,078	​	$	—
Borrowed Funds	​		916,054	​		887,312	​		—	​		838,517	​		48,795
Accrued interest payable	​		12,275	​		12,275	​		—	​		12,275	​		—
Derivatives	​		20,396	​		20,396	​		—	​		20,396	​		—

​

​

​

​

​

​ -35-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

11.     Derivative Financial Instruments

At June 30, 2025, the Company’s derivative financial instruments consisted of interest rate swaps and interest rate floor options. At December 31, 2024, the Company’s derivative financial instruments consisted of interest rate swaps. At June 30, 2025, the Company’s derivatives are used for four purposes: 1) to mitigate the Company’s exposure to rising interest rates on certain fixed rate loans with a notional amount of $712.0 million and $695.6 million of swaps outstanding at June 30, 2025 and December 31, 2024, respectively; 2) to facilitate risk management strategies for our loan customers with $1.0 billion of swaps outstanding, which include $523.2 million each with customers and bank counterparties at June 30, 2025 and $973.9 million of swaps outstanding, which include $486.9 million each with customers and bank counterparties at December 31, 2024; 3) to mitigate exposure to rising interest rates on certain short-term advances and brokered deposits with $725.8 million and $950.8 million of swaps outstanding at June 30, 2025 and December 31, 2024, respectively; and 4) to mitigate the Company’s exposure to decreasing interest rates on a portion of its adjustable rate loan portfolio with a notional amount of $100.0 million of interest rate floor options outstanding at June 30, 2025. There were no interest rate floor options outstanding at December 31, 2024.

At June 30, 2025 and December 31, 2024, the Company maintained portfolio layer hedges on a closed portfolio of loans with a notional amount of $520.0 million and $500.0 million, respectively.

​

For non-portfolio layer method fair value hedges, the hedge basis (the amount of the change in fair value) is added to (or subtracted from) the carrying amount of the hedged item. For portfolio layer method hedges, the hedge basis does not adjust the carrying value of the hedged item and is instead maintained on a closed portfolio basis. These basis adjustments would be allocated to the amortized cost of specific loans within the pools if the hedges were de-designated.

At June 30, 2025 and December 31, 2024, we held derivatives designated as cash flow hedges, fair value hedges and certain derivatives not designated as hedges.

The Company’s derivative instruments are carried at fair value in the Company’s financial statements as part of Other assets for derivatives with positive fair values and Other liabilities for derivatives with negative fair values. The accounting for changes in the fair value of a derivative instrument is dependent upon whether or not it qualifies and has been designated as a hedge for accounting purposes, and further, by the type of hedging relationship.

At June 30, 2025 and December 31, 2024, derivatives with a combined notional amount of $1.0 billion and $973.9 million, respectively, were not designated as hedges. At June 30, 2025 and December 31, 2024, derivatives with a combined notional amount of $712.0 million and $695.6 million, respectively, were designated as fair value hedges. At June 30, 2025 and December 31, 2024, derivatives with a combined notional amount of $825.8 million and $950.8 million, respectively, were designated as cash flow hedges.

For cash flow hedges, the changes in the fair value of the derivatives are reported in accumulated other comprehensive income (loss), net of tax. Amounts in accumulated other comprehensive income (loss) are reclassified into earnings in the same period during which the hedged forecasted transaction affected earnings. During the three months ended June 30, 2025 and 2024, $2.8 million and $6.4 million in reduced expense, respectively, was reclassified from accumulated other comprehensive income (loss) to interest expense. During the six months ended June 30, 2025 and 2024, $7.3 million and $13.3 million in reduced expense was reclassified from accumulated other comprehensive loss to interest expense. The estimated amount to be reclassified in the next 12 months out of accumulated other comprehensive income (loss) into earnings is $4.1 million in reduced expense.

​

A portion of the reduced expense is driven by the amortization of income from terminated cash flow hedges. This income is amortized over the remaining original terms of terminated cash flow hedges. During the three months ended June 30, 2025 and 2024, there were no cashflow hedges terminated. During the six months ended June 30, 2025, there were no cashflow hedges terminated. During the six months ended June 30, 2024, the Company terminated seven cash flow hedges with a combined notional value of $420.8 million, resulting in a net gain of $1.7 million. During the three months ended June 30, 2025 and 2024, income from the amortization of terminated cash flow hedges totaled $0.1 million and $0.2 -36-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

million, respectively. During the six months ended June 30, 2025 and 2024, income from the amortization of terminated cash flow hedges totaled $0.3 million and $1.0 million, respectively.

​

The following table sets forth information regarding the Company’s derivative financial instruments at the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​		Assets						Liabilities
​	​	Notional		​	​	​	​	Notional		​	​	​
​		Amount			Fair Value ^(1)^			Amount			Fair Value ^(1)^
June 30, 2025	​	(In thousands)
Cash flow hedges:	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps (deposits)	​	$	205,000	​	$	3,437	​	$	520,750	​	$	4,962
Interest rate floor options (loans)	​	​	100,000	​	​	1,474	​	​	—	​	​	—
Fair value hedges:	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps (loans)	​	​	437,002	​	​	13,496	​	​	275,000	​	​	1,596
Non hedge:	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps (loans)	​		523,193	​	​	25,522	​	​	523,193	​	​	25,522
Total	​	$	1,265,195	​	$	43,929	​	$	1,318,943	​	$	32,080
​	​	​	​	​	​	​	​	​	​	​	​	​
December 31, 2024	​	​	​	​	​	​	​	​	​	​	​	​
Cash flow hedges:	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps (deposits)	​	$	950,750	​	$	14,686	​	$	—	​	$	—
Fair value hedges:	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps (loans)	​	​	560,587	​	​	19,812	​	​	135,000	​	​	194
Non hedge:	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps (loans)	​		486,929	​	​	20,202	​	​	486,929	​	​	20,202
Total	​	$	1,998,266	​	$	54,700	​	$	621,929	​	$	20,396

(1) Derivatives in a positive position are recorded as “Other assets” and derivatives in a negative position are recorded as “Other liabilities” in the Consolidated Statements of Financial Condition.

​

​

The following table presents information regarding the Company’s fair value hedged items for the periods indicated:

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	Cumulative Amount
​	​	​	​	​	​	​	​	of the Fair Value Hedging Adjustment
Line Item in the Consolidated Statement	​	Carrying Amount of the					​	Included in the Carrying Amount of
of Financial Condition in Which	​	Hedged					​	the Hedged
the Hedged Item Is Included	​	Assets/(Liabilities)					​	Assets/(Liabilities)
(In thousands)	​	June 30, 2025		​	December 31, 2024		​	June 30, 2025		​	December 31, 2024
Loans	​	​	​	​	​	​	​	​	​	​	​	​
Multi-family residential	​	$	87,385	​	$	76,882	​	$	856	​	$	(11,015)
Commercial real estate	​	​	81,895	​	​	62,843	​	​	720	​	​	(4,009)
Commercial business	​	​	26,292	​	​	39,500	​	​	216	​	​	(3,113)
Total	​	$	195,572	​	$	179,225	​	$	1,792	​	$	(18,137)
​	​	​	​	​	​	​	​	​	​	​	​	​
Portfolio Layer	​	​	​	​	​	​	​	​	​	​	​	​
Loans held for Investment ^(1)^	​	$	520,000	​	$	500,000	​	$	943	​	$	(2,025)
Total	​	$	520,000	​	$	500,000	​	$	943	​	$	(2,025)

(1) Carrying amount represents the amortized cost of the portfolio layer method closed portfolio at June 30 2025 and December 31, 2024, totaling $2.3 billion and $2.4 billion, respectively. The cumulative amount of basis adjustments at June 30, 2025 and December 31, 2024 were ($0.9) million and $2.0 million, respectively.

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​

The following table sets forth the effect of derivative instruments on the Consolidated Statements of Operations for the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	For the three months ended						For the six months ended
​	​	Affected Line Item in the Statements	​	June 30,					​	June 30,
(In thousands)		Where Net Income is Presented		2025			2024			2025			2024
Financial Derivatives:	​	​	​	​			​			​			​
Interest rate swaps - fair value hedge (loans)	​	Interest and fees on loans	​	​	2,044	​	​	3,796	​	​	3,990	​	​	7,383
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps - fair value hedge (securities)	​	Interest and dividends on securities	​	​	—	​	​	1,056	​	​	—	​	​	2,004
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps - non hedge (municipal deposit)	​	Interest expense - Deposits	​	​	—	​		—	​	​	—	​	​	1
​	​	​	​	​	​	​	​	​	​	​	​	​		​
Interest rate swaps - cash flow hedge (short-term advances)	​	Other interest expense	​	​	—	​		—	​	​	—	​	​	364
​	​	​	​	​	​	​	​	​	​	​	​	​		​
Interest rate swaps - cash flow hedge (brokered deposits)	​	Interest expense - Deposits	​	​	2,883	​		6,432	​	​	7,426	​	​	12,930
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate floor options - cash flow hedge (loans)	​	Interest and fees on loans	​	​	(103)	​	​	—	​	​	(115)	​	​	—
Total net income (expense) from the effects of derivative instruments			​	$	4,824	​	$	11,284	​	$	11,301	​	$	22,682

​

​

The Company’s derivatives are subject to master netting arrangements between the Company and its designated counterparties. The Company has not made a policy election to offset its derivative positions. The interest rate swaps with borrowers are cross collateralized with the underlying loan and, therefore, there is no posted collateral. Interest rate swap agreements with third-party counterparties contain provisions that require the Company to post collateral if the derivative exposure exceeds a threshold amount and receive collateral for agreements in a net asset position.

The following table presents the effect of the master netting arrangements on the presentation of the derivative assets and liabilities in the Consolidated Statements of Financial Condition as of the dates indicated

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	Gross Amount		​	Net Amount		​	​		​	​	​	​	​	​
​	​	Gross Amounts		​	Offset in Statement of		​	Presented in Statement of		​	Financial		​	Cash		​	​
(In thousands)		Recognized			Financial Condition			Financial Condition			Instruments			Collateral			Net Amount
June 30, 2025	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Assets:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps	​	$	42,455	​	$	—	​	$	42,455	​	$	—	​	$	(20,615)	​	$	21,840
Interest rate floor options	​	​	1,474	​	​	—	​	​	1,474	​	​	—	​	​	—	​	​	1,474
Liabilities:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps	​	​	32,080	​	​	—	​	​	32,080	​	​	—	​	​	—	​	​	32,080
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
December 31, 2024	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Assets:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps	​	$	54,700	​	$	—	​	$	54,700	​	$	—	​	$	(47,665)	​	$	7,035
Liabilities:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest rate swaps	​	​	20,396	​	​	—	​	​	20,396	​	​	—	​	​	—	​	​	20,396

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

12.     Accumulated Other Comprehensive Income (Loss):

The following tables set forth the changes in accumulated other comprehensive income (loss) by component for the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended June 30, 2025
​	​	Unrealized Gains		​	Unrealized Gains		​	​	​	​	​	​	​	​	​
​	​	(Losses) on		​	(Losses) on		​	​	​	​	Fair Value		​	​	​
​	​	Available for Sale		​	Cash flow		​	Defined Benefit		​	Option Elected		​	​	​
​		Securities			Hedges			Pension Items			on Liabilities			Total
​		(In thousands)
Beginning balance, net of tax	​	$	(1,460)	​	$	3,467	​	$	(898)	​	$	1,586	​	$	2,695
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Other comprehensive income (loss) before reclassifications, net of tax	​		105	​		(2,020)	​		—	​		(76)	​		(1,991)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Amounts reclassified from accumulated other comprehensive income (loss), net of tax	​		—	​		(1,918)	​		(50)	​		—	​		(1,968)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net current period other comprehensive income (loss), net of tax	​		105	​		(3,938)	​		(50)	​		(76)	​		(3,959)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Ending balance, net of tax	​	$	(1,355)	​	$	(471)	​	$	(948)	​	$	1,510	​	$	(1,264)

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended June 30, 2024
​	​	Unrealized Gains		​	Unrealized Gains		​	​	​	​	​	​	​	​	​
​	​	(Losses) on		​	(Losses) on		​	​	​	​	Fair Value		​	​	​
​	​	Available for Sale		​	Cash flow		​	Defined Benefit		​	Option Elected		​	​	​
​		Securities			Hedges			Pension Items			on Liabilities			Total
​		(In thousands)
Beginning balance, net of tax	​	$	(54,916)	​	$	17,897	​	$	(444)	​	$	1,647	​	$	(35,816)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Other comprehensive income (loss) before reclassifications, net of tax	​		(1,994)	​		3,026	​		—	​		(35)	​		997
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Amounts reclassified from accumulated other comprehensive income (loss), net of tax	​		—	​		(4,434)	​		(63)	​		—	​		(4,497)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net current period other comprehensive income (loss), net of tax	​		(1,994)	​		(1,408)	​		(63)	​		(35)	​		(3,500)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Ending balance, net of tax	​	$	(56,910)	​	$	16,489	​	$	(507)	​	$	1,612	​	$	(39,316)

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​		For the six months ended June 30, 2025
​		Unrealized Gains		​	Unrealized Gains		​	​	​	​	​		​	​	​
​	​	(Losses) on		​	(Losses) on		​	​	​	​	Fair Value		​	​	​
​		Available for Sale			Cash flow			Defined Benefit			Option Elected		​	​	​
​		Securities			Hedges			Pension Items			on Liabilities			Total
​		(In thousands)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Beginning balance, net of tax	​	$	(4,331)	​	$	10,728	​	$	(848)	​	$	1,584	​	$	7,133
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Other comprehensive income (loss) before reclassifications, net of tax			2,976	​		(6,151)	​		—	​		(74)	​		(3,249)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Amounts reclassified from accumulated other comprehensive income (loss), net of tax			—	​		(5,048)	​		(100)	​		—	​		(5,148)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net current period other comprehensive income (loss), net of tax			2,976	​		(11,199)	​		(100)	​		(74)	​		(8,397)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Ending balance, net of tax	​	$	(1,355)	​	$	(471)	​	$	(948)	​	$	1,510	​	$	(1,264)

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​		For the six months ended June 30, 2024
​		Unrealized Gains		​	Unrealized Gains		​	​	​	​	​		​	​	​
​	​	(Losses) on		​	(Losses) on		​	​	​	​	Fair Value		​	​	​
​		Available for Sale			Cash flow			Defined Benefit			Option Elected		​	​	​
​		Securities			Hedges			Pension Items			on Liabilities			Total
​		(In thousands)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Beginning balance, net of tax	​	$	(54,744)	​	$	14,796	​	$	(381)	​	$	1,678	​	$	(38,651)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Other comprehensive income (loss) before reclassifications, net of tax			(2,166)	​		10,857	​		—	​		(66)	​		8,625
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Amounts reclassified from accumulated other comprehensive income (loss), net of tax			—	​		(9,164)	​		(126)	​		—	​		(9,290)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net current period other comprehensive income (loss), net of tax			(2,166)	​		1,693	​		(126)	​		(66)	​		(665)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Ending balance, net of tax	​	$	(56,910)	​	$	16,489	​	$	(507)	​	$	1,612	​	$	(39,316)

​ -40-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following tables set forth significant amounts reclassified from accumulated other comprehensive income (loss) by component for the periods indicated:

​

​	​	​	​	​	​
For the three months ended June 30, 2025
​	​	Amounts Reclassified from		​	​
Details about Accumulated Other	​	Accumulated Other		​	Affected Line Item in the Statement
Comprehensive Income Components		Comprehensive Income (Loss)			Where Net Income (Loss) is Presented
(In thousands)
Cash flow hedges:	​			​
Interest rate swaps benefit (expense)	​	$	2,883		Interest expense
Interest rate floor options benefit (expense)	​	​	(103)	​	Interest and fees on loans
​	​	​	2,780	​	Total before tax
​	​		(862)		Provision (benefit) for income taxes
​	​	$	1,918		​
​	​	​	​	​	​
Amortization of defined benefit pension items:	​			​
Actuarial losses benefit (expense)	​	$	74	^(1)^	Other operating expense
​	​		(24)		Provision (benefit) for income taxes
​	​	$	50		​

​

​	​	​	​	​	​
For the three months ended June 30, 2024
​	​	Amounts Reclassified from		​	​
Details about Accumulated Other	​	Accumulated Other		​	Affected Line Item in the Statement
Comprehensive Income Components		Comprehensive Income (Loss)			Where Net Income (Loss) is Presented
(In thousands)
Cash flow hedges:	​
Interest rate swaps benefit (expense)	​	$	6,432		Interest expense
​	​		(1,998)		Provision (benefit) for income taxes
​	​	$	4,434		​
​	​	​	​	​	​
Amortization of defined benefit pension items:	​			​
Actuarial losses benefit (expense)	​	$	92	^(1)^	Other operating expense
​	​		(29)	​	Provision (benefit) for income taxes
​	​	$	63		​
(1)	These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost. See Note 9 (“Pension and Other Postretirement Benefit Plans”) of the Notes to the Consolidated Financial Statements for additional information.
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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

​	​	​	​	​	​
For the six months ended June 30, 2025
​		Amounts Reclassified from		​	​
Details about Accumulated Other		Accumulated Other		​	Affected Line Item in the Statement
Comprehensive Income Components		Comprehensive Income (Loss)			Where Net Income (Loss) is Presented
​	​	​	(In thousands)	​	​
Cash flow hedges:		​		​	​
Interest rate swaps benefit (expense)	​	$	7,426	​	Interest expense
​	​	​	(115)	​	Interest and fees on loans
​	​		7,311	​	Total before tax
​	​	​	(2,266)		Provision (benefit) for income taxes
​	​	$	5,045		​
​	​	​	​	​	​
Amortization of defined benefit pension items:	​			​	​
Actuarial losses benefit (expense)	​	$	146	^(1)^	Other operating expenses
​	​		(46)	​	Provision (benefit) for income taxes
​	​	$	100	​	​

​

​

​	​	​	​	​	​
For the six months ended June 30, 2024
​		Amounts Reclassified from		​	​
Details about Accumulated Other		Accumulated Other			Affected Line Item in the Statement
Comprehensive Income Components		Comprehensive Income (Loss)		​	Where Net Income (Loss) is Presented
​	​	​	(In thousands)	​	​
Cash flow hedges:		​		​	​
Interest rate swaps benefit (expense)	​	$	13,294	​	Interest expense
​	​		(4,130)	​	Provision (benefit) for income taxes
​	​	$	9,164	​	​
​	​	​	​	​	​
Amortization of defined benefit pension items:	​			​	​
Actuarial losses benefit (expense)	​	$	184	^(1)^	Other operating expenses
​	​		(58)	​	Provision (benefit) for income taxes
​	​	$	126	​	​

(1) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost. See Note 9 (“Pension and Other Postretirement Benefit Plans”) of the Notes to the Consolidated Financial Statements for additional information.

​

​

​

​

​

​

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​

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

13.     Regulatory Capital

Under current capital regulations, the Bank is required to comply with four separate capital adequacy standards and a Capital Conservation Buffer (“CCB”). As of June 30, 2025, the Bank continues to be categorized as “well-capitalized” under the prompt corrective action regulations and continues to exceed all regulatory capital requirements. The CCB for the Bank was 5.74% and 5.11% at June 30, 2025 and December 31, 2024, respectively.

Set forth below is a summary of the Bank’s compliance with banking regulatory capital standards.

​

​	​	​	​	​	​	​	​	​	​	​	​
​		June 30, 2025					December 31, 2024
​	​	​	​	​	Percent of	​	​	​	​	Percent of
​		Amount			Assets		Amount			Assets
​		(Dollars in thousands)									​
Tier I (leverage) capital:		​					​				​
Capital level	​	$	875,604		9.82	%	$	847,588		9.31	%
Requirement to be well-capitalized	​		445,626		5.00	​		455,335		5.00	​
Excess	​		429,978		4.82	​		392,253		4.31	​
​	​	​	​	​	​	​	​	​	​	​	​
Common Equity Tier I risk-based capital:	​					​					​
Capital level	​	$	875,604		13.11	%	$	847,588		12.51	%
Requirement to be well-capitalized	​		433,982		6.50	​		440,259		6.50	​
Excess	​		441,622		6.61	​		407,329		6.01	​
​	​	​	​	​	​	​	​	​	​	​	​
Tier I risk-based capital:	​					​					​
Capital level	​	$	875,604		13.11	%	$	847,588		12.51	%
Requirement to be well-capitalized	​		534,132		8.00	​		541,857		8.00	​
Excess	​		341,472		5.11	​		305,731		4.51	​
​	​	​	​	​	​	​	​	​	​	​	​
Total risk-based capital:	​					​					​
Capital level	​	$	917,250		13.74	%	$	887,902		13.11	%
Requirement to be well-capitalized	​		667,665		10.00	​		677,321		10.00	​
Excess	​		249,585		3.74	​		210,581		3.11	​

​

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The Company is subject to the same regulatory capital requirements as the Bank. As of June 30, 2025, the Company continues to be categorized as “well-capitalized” under the prompt corrective action regulations and continues to exceed all regulatory capital requirements. The CCB for the Company at June 30, 2025 and December 31, 2024 was 5.10% and 4.82%, respectively.

Set forth below is a summary of the Company’s compliance with banking regulatory capital standards.

​

​	​	​	​	​	​	​	​	​	​	​	​
​		June 30, 2025					December 31, 2024
​	​	​	​	​	Percent of	​	​	​	​	Percent of
​		Amount			Assets		Amount			Assets
​	​	(Dollars in thousands)
Tier I (leverage) capital:		​					​				​
Capital level	​	$	740,871		8.31	%	$	731,958		8.04	%
Requirement to be well-capitalized	​		445,628		5.00	​		455,297		5.00	​
Excess	​		295,243		3.31	​		276,661		3.04	​
​	​	​	​	​	​	​	​	​	​	​	​
Common Equity Tier I risk-based capital:	​		​			​		​			​
Capital level	​	$	695,099		10.41	%	$	685,004		10.13	%
Requirement to be well-capitalized	​		433,915		6.50	​		439,533		6.50	​
Excess	​		261,184		3.91	​		245,471		3.63	​
​	​	​	​	​	​	​	​	​	​	​	​
Tier I risk-based capital:	​		​			​		​			​
Capital level	​	$	740,871		11.10	%	$	731,958		10.82	%
Requirement to be well-capitalized	​		534,050		8.00	​		540,964		8.00	​
Excess	​		206,821		3.10	​		190,994		2.82	​
​	​	​	​	​	​	​	​	​	​	​	​
Total risk-based capital:	​		​			​		​			​
Capital level	​	$	972,517		14.57	%	$	962,272		14.23	%
Requirement to be well-capitalized	​		667,562		10.00	​		676,205		10.00	​
Excess	​		304,955		4.57	​		286,067		4.23	​

​

​

​

​

14.     Segment Reporting

The Company operates as a single unit, therefore, for the purpose of segment reporting we consider the Company as a single reportable segment, a community bank. The Bank revenues are derived principally from interest on loans, our mortgage-backed securities portfolio, and interest and dividends on other investments in our securities portfolio. We also generate non-interest income from loan fees, service charges on deposit accounts, mortgage servicing fees, and other fees, income earned on BOLI, dividends on FHLB-NY stock and net gains and losses on sales of securities and loans.

The Bank’s chief operating decision maker (“CODM”) is the senior executive committee that includes the chief executive officer, chief financial officer, and the chief operating officer. The CODM uses net income (loss) as the measure of segment performance to evaluate the income generated from assets (return on assets) and to evaluate how efficiently the Company leverages its shareholders equity (return on equity) in deciding the most appropriate avenue to reinvest profits.

​

As we consider the entire entity as one operating segment, please see the Consolidated Statements of Operations for the measure of segment performance, net income (loss) and significant segment expenses. Segment assets are consistent with total assets as presented on the Consolidated Statements of Financial Condition.

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following table presents consolidated net income (loss) and other important metrics the CODM will use to evaluate the operations of the Company:

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	For the three months ended June 30,					​		For the six months ended June 30,					​
​	2025			2024				2025			2024		​
​	(Dollars in thousands, except per share data)
Net income (loss)	$	14,203	​	$	5,322	​	​	$	4,407	​	$	9,006	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Diluted earnings (loss) per common share	$	0.41	​	$	0.18	​	​	$	0.12	​	$	0.30	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Return on average assets		0.64	%		0.24	%	​		0.10	%		0.21	%
Return on average equity		8.00	%		3.19	%	​		1.22	%		2.69	%
Book value per common share	$	20.91	​	$	22.89	​	​	$	20.91	​	$	22.89	​

​

​

15.     New Authoritative Accounting Pronouncements

Accounting Standards: Adopted in 2025

​

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”.  This ASU requires that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold.  The ASU requires all entities disclose on an annual basis (1) the amount of income taxes paid, disaggregated by federal, state and foreign taxes and (2) the amount of income taxes paid disaggregated by individual jurisdictions in which income taxes paid is equal or greater than five percent of total income taxes paid.  The ASU also requires that all entities disclose (1) income (loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic or foreign and (2) income tax expense (or benefit) from continuing operations disaggregated by federal (national), state and foreign.  This ASU is effective for public business entities for annual periods beginning after December 15, 2024.  On January 1, 2025, the Company adopted ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires, among other things, greater disaggregation of information in the income tax rate reconciliation and for paid income taxes to be disaggregated by jurisdiction. This ASU affects financial statement disclosure only, which is not required until year end 2025 and, as a result, does not affect our results of operations or financial condition.

​

Accounting Standards: Pending Adoption

​

In November 2024, the FASB issued ASU No. 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40)”. This ASU requires that public business entities on an interim and annual basis (1) disclose the amounts of (a) purchases of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization, and (e) depreciation, depletion, and amortization recognized as part of oil and gas-producing activities (DD&A) (or other amounts of depletion expense) included in each relevant expense caption, which relevant expense caption is an expense caption presented on the face of the income statement within continuing operations that contains any of the expense categories listed in (a) - (e). (2) include certain amounts that are already required to be disclosed under current generally accepted accounting principles (GAAP) in the same disclosure as the other disaggregation requirements. (3) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and (4) disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. This ASU is effective for public business entities for annual periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027.  We are currently evaluating if the adoption of this ASU will have a material effect on our consolidated financial statements.

​

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

​

ITEM 2.        MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report should be read in conjunction with the more detailed and comprehensive disclosures included in our Annual Report on Form 10-K for the year ended December 31, 2024. In addition, please read this section in conjunction with our Consolidated Financial Statements and Notes to Consolidated Financial Statements contained herein.

As used in this Quarterly Report, the words “we,” “us,” “our” and the “Company” are used to refer to Flushing Financial Corporation and its direct and indirect wholly owned subsidiaries, Flushing Bank (the “Bank”), Flushing Service Corporation, and FSB Properties Inc.

Statements contained in this Quarterly Report relating to plans, strategies, objectives, economic performance and trends, projections of results of specific activities or investments and other statements that are not descriptions of historical facts may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking information is inherently subject to risks and uncertainties and actual results could differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, factors discussed elsewhere in this Quarterly Report and in other documents filed by us with the Securities and Exchange Commission from time to time, including, without limitation, our Annual Report on Form 10-K for the year ended December 31, 2024. Forward-looking statements may be identified by terms such as “may,” “will,” “should,” “could,” “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “predicts,” “forecasts,” “goals,” “potential” or “continue” or similar terms or the negative of these terms. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. We have no obligation to update these forward-looking statements.

Executive Summary

We are a Delaware corporation organized in May 1994. The Bank was organized in 1929 as a New York State-chartered mutual savings bank. Today the Bank operates as a full-service New York State-chartered commercial bank. The Bank’s primary regulator is the New York State Department of Financial Services, and its primary federal regulator is the Federal Deposit Insurance Corporation (“FDIC”). Deposits are insured to the maximum allowable amount by the FDIC. Additionally, the Bank is a member of the Federal Home Loan Bank system. The primary business of Flushing Financial Corporation has been the operation of the Bank. At June 30, 2025, the Bank owns two subsidiaries: Flushing Service Corporation and FSB Properties Inc. The Bank also operates an internet branch, which operates under the brands of iGObanking.com® and BankPurely® (the “Internet Branch”). The activities of Flushing Financial Corporation are primarily funded by dividends, if any, received from the Bank, issuances of subordinated debt, junior subordinated debt, and issuances of equity securities. Flushing Financial Corporation’s common stock is traded on the NASDAQ Global Select Market under the symbol “FFIC.”

Our principal business is attracting retail deposits from the general public and investing those deposits together with funds generated from ongoing operations and borrowings, primarily in (1) originations and purchases of multi-family residential loans, commercial business loans, commercial real estate mortgage loans and, to a lesser extent, one-to-four family loans (focusing on mixed-use properties, which are properties that contain both residential dwelling units and commercial units); (2) Small Business Administration (“SBA”) loans and other small business loans; (3) construction loans; (4) mortgage loan surrogates such as mortgage-backed securities; and (5) U.S. government securities, corporate fixed-income securities and other marketable securities. We also originate certain other consumer loans including overdraft lines of credit. Our results of operations depend primarily on net interest income, which is the difference between the income earned on our interest-earning assets and the cost of our interest-bearing liabilities. Net interest income is the result of our net interest rate margin, which is the difference between the average yield earned on interest-earning assets and the average cost of

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

interest-bearing liabilities, adjusted for the difference in the average balance of interest-earning assets as compared to the average balance of interest-bearing liabilities. We also generate non-interest income primarily from loan fees, service charges on deposit accounts, and other fees, income earned on Bank Owned Life Insurance (“BOLI”), dividends on Federal Home Loan Bank of New York (“FHLB-NY”) stock and net gains and losses on sales of securities and loans. Our operating expenses consist principally of employee compensation and benefits, occupancy and equipment costs, other general and administrative expenses and income tax expense. Our results of operations can also be significantly affected by changes in the fair value of financial assets and financial liabilities for which changes in value are recorded through earnings and our periodic provision for credit losses.

Our investment policy, which is approved by the Board of Directors, is designed primarily to manage the interest rate sensitivity of our overall assets and liabilities, to generate a favorable return without incurring undue interest rate risk and credit risk, to complement our lending activities and to provide and maintain liquidity. In establishing our investment strategies, we consider our business and growth strategies, the economic environment, our interest rate risk exposure, our interest rate sensitivity “gap” position, the types of securities to be held and other factors. We classify our investment securities as available for sale or held-to-maturity.

We carry a portion of our financial assets and financial liabilities under the fair value option and record changes in their fair value through earnings in non-interest income on our Consolidated Statements of Operations and Comprehensive Income. A description of the financial assets and financial liabilities that are carried at fair value through earnings can be found in Note 10 (“Fair Value of Financial Instruments”) of the Notes to the Consolidated Financial Statements.

For the three months ended June 30, 2025, we reported a net income of $14.2 million, or $0.41 per diluted common share, an increase of $8.9 million, or 166.9% from net income of $5.3 million, or $0.18 per diluted common share earned in the three months ended June 30, 2024.

​

During the three months ended June 30, 2025, the net interest margin increased 49 basis points to 2.54% from 2.05% in the three months ended June 30, 2024. Excluding prepayment penalty income from loans, net recoveries/reversals of interest from non-accrual and delinquent loans, net gains (losses) from fair value adjustments on hedges, and purchase accounting adjustments, the net interest margin increased 46 basis points to 2.48% for the three months ended June 30, 2025, from 2.02% for the three months ended June 30, 2024.

Approximately 90% of our loan portfolio is collateralized by real estate with an average loan to value of less than 35%, based on appraisal at origination. We have a long history and foundation built upon disciplined underwriting, strong credit quality, and a resilient seasoned loan portfolio with solid asset protection. At June 30, 2025, our allowance for credit losses (“ACL”) to gross loans stood at 0.62% and our ACL to non-performing loans was 83.8%. Non-performing assets at the end of the quarter were 0.75% of total assets.

The Bank and Company remain well-capitalized under current capital regulations of the FDIC and the Federal Reserve Board, respectively, and are subject to similar regulatory capital requirements. See Note 13 (“Regulatory Capital”) of the Notes to the Consolidated Financial Statements.

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

The following table presents operating data highlights for the periods indicated:

​

​	​	​	​	​	​	​
​	​	For the three months ended June 30,
​		2025			2024
​	​	(In thousands, except per share data)
Quarterly operating data:		​			​
Interest and dividend income	​	$	117,402	​	$	113,230
Interest expense	​		64,193	​		70,454
Net interest income (loss)	​		53,209	​		42,776
Provision (benefit) for credit losses	​		4,194	​		809
Non-interest income (loss)	​		10,277	​		4,216
Non-interest expense	​		40,356	​		39,047
Income (loss) before income taxes	​		18,936	​		7,136
Provision (benefit) for income taxes	​	​	4,733	​	​	1,814
Net income (loss)	​	$	14,203	​	$	5,322
​	​	​	​	​	​	​
Basic earnings (loss) per common share	​	$	0.41	​	$	0.18
Diluted earnings (loss) per common share	​	​	0.41	​	​	0.18
Dividends per common share	​	$	0.22	​	$	0.22

​

COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED JUNE 30, 2025 AND 2024

General. Net income for the three months ended June 30, 2025 was $14.2 million, an increase of $8.9 million, or 166.9%, from $5.3 million for the three months ended June 30, 2024. Diluted earnings per common share was $0.41 for the three months ended June 30, 2025, an increase of $0.23, or 127.8%, from $0.18 for the three months ended June 30, 2024. Return on average equity was 8.00% for the three months ended June 30, 2025 compared to 3.19% for the three months ended June 30, 2024. Return on average assets was 0.64% for the three months ended June 30, 2025 compared to 0.24% for the three months ended June 30, 2024.

Interest Income. Interest and dividend income increased $4.2 million, or 3.7%, to $117.4 million for the three months ended June 30, 2025, from $113.2 million for the three months ended June 30, 2024. The increase in interest income was primarily attributable to the 16 basis point increase in the yield on interest-earning assets to 5.59% for the three months ended June 30, 2025, compared to 5.43% for the three months ended June 30, 2024, coupled with the average balance of total interest-earning assets increasing $47.6 million from the comparable prior year period. Excluding prepayment penalty income from loans, net recoveries/reversals of interest from non-accrual and delinquent loans, net gains (losses) from fair value adjustments on hedges, and purchase accounting adjustments, the yield on total interest-earning assets increased 14 basis points to 5.53% for the three months ended June 30, 2025, from 5.39% for the three months ended June 30, 2024.

Interest Expense. Interest expense decreased $6.3 million, or 8.9%, to $64.2 million for the three months ended June 30, 2025, from $70.5 million for the three months ended June 30, 2024. The decline in interest expense was primarily due to the average cost of interest-bearing liabilities decreasing 37 basis points to 3.58% for the three months ended June 30, 2025, from 3.95% for the three months ended June 30, 2024, partially offset by the average balance of interest-bearing liabilities increasing $36.3 million to $7,176.4 million for the three months ended June 30, 2025, from $7,140.1 million for the comparable prior year period.

Net Interest Income. Net interest income for the three months ended June 30, 2025, was $53.2 million, an increase of $10.4 million, or 24.4%, from $42.8 million for the three months ended June 30, 2024. The increase in net interest income was driven by an increase in the net interest margin of 49 basis points to 2.54% for the three months ended June 30, 2025, from 2.05% for the three months ended June 30, 2024. The net interest margin, excluding the items noted above in Interest Income, for the three months ended June 30, 2025 was 2.48%, an increase of 46 basis points from 2.02% for the three months ending June 30, 2024.

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PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

Provision for Credit Losses. During the three months ended June 30, 2025, the provision for credit losses was $4.2 million compared to $0.8 million for the three months ended June 30, 2024. The provision recorded during the three months ended June 30, 2025 was primarily due to increased reserves applied to three Business Banking loans and charges-offs on three Multi-Family residential loans comprising one relationship that were sold. The current average loan-to-value ratio for our non-performing assets collateralized by real estate was 63.3% at June 30, 2025. The Bank continues to maintain conservative underwriting standards.

Non-Interest Income. Non-interest income for the three months ended June 30, 2025, was $10.3 million, an increase of $6.1 million, or 143.8% from $4.2 million in the prior year comparable period. The increase was primarily due to increases in net gain on sale of loans, BOLI income and fair value adjustments during the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The increase in net gain on sale of loans was driven by the reversal of a previously recorded valuation allowance upon the reclassification of loans held for sale to loans held for investment during the three months ended June 30, 2025, as Management decided not to sell the performing loans. The improvement in BOLI income resulted from the exchange of lower yielding policies for higher yielding alternatives.

Non-Interest Expense. Non-interest expense for the three months ended June 30, 2025, was $40.4 million, an increase of $1.3 million, or 3.4%, from $39.0 million for the three months ended June 30, 2024. The increase was primarily due to increases in multiple expense categories driven by the growth of the Bank.

Income before Income Taxes. Income (loss) before income taxes for the three months ended June 30, 2025, was $18.9 million, an increase of $11.8 million, or 165.4%, from $7.1 million for the three months ended June 30, 2024 for the reasons discussed above.

Provision for Income Taxes. The provision for income taxes was $4.7 million for the three months ended June 30, 2025, an increase of $2.9 million, or 160.9%, from $1.8 million for the three months ended June 30, 2024. The effective tax rate for the three months ended June 30, 2025 was 25.0% compared to 25.4% for the three months ended June 30, 2024.

The following table presents operating data highlights for the periods indicated:

​

​	​	​	​	​	​	​
​	​	For the six months ended June 30,
​		2025			2024
​	​	(In thousands, except per share data)
Quarterly operating data:		​			​
Interest and dividend income	​	$	233,938	​	$	222,729
Interest expense	​		127,740	​		137,556
Net interest income (loss)	​		106,198	​		85,173
Provision (benefit) for credit losses	​		8,512	​		1,401
Non-interest income (loss)	​		15,351	​		7,300
Non-interest expense	​		100,032	​		78,939
Income (loss) before income taxes	​		13,005	​		12,133
Provision (benefit) for income taxes	​	​	8,598	​	​	3,127
Net income (loss)	​	$	4,407	​	$	9,006
​	​	​	​	​	​	​
Basic earnings (loss) per common share	​	$	0.12	​	$	0.30
Diluted earnings (loss) per common share	​	​	0.12	​	​	0.30
Dividends per common share	​	$	0.44	​	$	0.44

​

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

COMPARISON OF OPERATING RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 2025 AND 2024

General. Net income for the six months ended June 30, 2025 was $4.4 million, a decrease of $4.6 million, or 51.1%, from $9.0 million for the six months ended June 30, 2024. Diluted earnings per common share were $0.12 for the six months ended June 30, 2025, a decrease of $0.18, or 60.0%, from $0.30 for the six months ended June 30, 2024. Return on average equity was 1.22% for the six months ended June 30, 2025 compared to 2.69% for the six months ended June 30, 2024. Return on average assets was 0.10% for the six months ended June 30, 2025 compared to 0.21% for the six months ended June 30, 2024.

​

The primary reason for the decrease in net income, diluted earnings per share, return on average assets and return on average equity was due to the Company recording a non-cash, non-tax deductible impairment charge on its entire goodwill balance totaling $17.6 million during the six month ended June 30, 2025.

Interest Income. Interest and dividend income increased $11.2 million, or 5.0%, to $233.9 million for the six months ended June 30, 2025 from $222.7 million for the six months ended June 30, 2024. The increase in interest income was primarily attributable to the 18 basis point increase in the yield on interest-earning assets to 5.55% for the six months ended June 30, 2025 compared to 5.37% for the six months ended June 30, 2024. In addition, the average balance of total interest-earning assets increased $140.5 million from the comparable prior year period. Excluding prepayment penalty income from loans, net recoveries/reversals of interest from non-accrual loans, net gains (losses) from fair value adjustments on hedges, and purchase accounting adjustments, the yield on total interest-earning assets increased 18 basis points to 5.51% for the six months ended June 30, 2025 from 5.33% for the six months ended June 30, 2024.

​

Interest Expense. Interest expense decreased $9.8 million, or 7.1%, to $127.7 million for the six months ended June 30, 2025 from $137.6 million for the six months ended June 30, 2024. The decrease in interest expense was primarily due to a decrease of 35 basis points in the average cost of interest-bearing liabilities to 3.54% for the six months ended June 30, 2025 from 3.89% for the six months ended June 30, 2024, partially offset by an increase of $141.0 million in the average balance of interest-bearing liabilities to $7,218.5 million for the six months ended June 30, 2025 from $7,077.5 million for the comparable prior year period.

​

Net Interest Income. Net interest income for the six months ended June 30, 2025 was $106.2 million, an increase of $21.0 million, or 24.7%, from $85.2 million for the six months ended June 30, 2024. The increase in net interest income was driven by the net interest margin increasing 46 basis points to 2.52% for the six months ended June 30, 2025 from 2.06% for the six months ended June 30, 2024. The net interest margin, excluding the items noted above in Interest Income, for the three months ended June 30, 2025 was 2.48%, an increase of 46 basis points from 2.02% for the three months ending June 30, 2024.

​

Provision for Credit Losses. During the six months ended June 30, 2025, the provision for credit losses was $8.5 million compared to $1.4 million for the six months ended June 30, 2024. The provision recorded during the six months ended June 30, 2025, was primarily due to reserves on one commercial real estate loan which lost its primary tenant, increased reserves applied to three Business Banking loans and charges-offs on three Multi-Family residential loans comprising one relationship that were sold. The current average loan-to-value ratio for our non-performing assets collateralized by real estate was 63.3% at June 30, 2025. The Bank continues to maintain conservative underwriting standards.

​

Non-Interest Income. Non-interest income for the six months ended June 30, 2025 was $15.4 million, an increase of $8.1 million, or 110.3% from $7.3 million in the prior year comparable period. The increase was primarily due to increases in net gain on sale of loans, BOLI income and fair value adjustments during the six months ended June 30, 2025 compared to the six months ended June 30, 2024. The increase in net gain on sale of loans was driven by the reversal of a previously recorded valuation allowance upon the reclassification of loans held for sale to loans held for investment during the six months ended June 30, 2025, as Management decided not to sell the performing loans. The improvement in BOLI income resulted from the exchange of lower yielding policies for higher yielding alternatives.

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

Non-Interest Expense. Non-interest expense for the six months ended June 30, 2025 was $100.0 million, an increase of $21.1 million, or 26.7%, from $78.9 million for the six months ended June 30, 2024. The increase was primarily due to the recording of a non-cash non-tax deductible goodwill impairment charge of all goodwill outstanding totaling $17.6 million during the six months ended June 30, 2025. The remainder of the growth in non-interest expense was primarily due to increases in multiple expense categories driven by the growth of the Bank.

​

Income before Income Taxes. Income before income taxes for the six months ended June 30, 2025 was $13.0 million, an increase of $0.9 million, or 7.2%, from $12.1 million for the six months ended June 30, 2024 for the reasons discussed above.

​

Provision for Income Taxes. The provision for income taxes was $8.6 million for the six months ended June 30, 2025, an increase of $5.5 million, or 175.0%, from $3.1 million for the six months ended June 30, 2024. The effective tax rate for the six months ended June 30, 2025 was 66.1% compared to 25.8% for the six months ended June 30, 2024. The higher effective tax rate for the six months ended June 30, 2025 was primarily related to the non-tax deductible goodwill impairment and the settlement of income tax audits.

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

FINANCIAL CONDITION

Assets. Total assets at June 30, 2025, were $8,776.5 million, a decrease of $262.4 million, or 2.9%, from $9,039.0 million at December 31, 2024. The decrease in total assets was mainly due to available for sale securities decreasing $106.1 million, or 7.1%, to $1,391.8 million. Loans held for sale decreased $70.1 million, or 100.0%, while total net loans held for investment decreased $37.3 million, or 0.6%, during the six months ended June 30, 2025, to $6,668.4 million from $6,705.7 million at December 31, 2024. Loan originations and purchases were $333.3 million for the six months ended June 30, 2025, an increase of $77.3 million, or 30.2%, from $255.9 million for the six months ended June 30, 2024. The loan pipeline was $181.0 million at June 30, 2025, compared to $198.9 million at December 31, 2024.

The following table shows loan originations and purchases for the periods indicated:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​		For the three months ended						For the six months ended
​		June 30,					​	June 30,
(In thousands)		2025			2024			2025			2024
Multi-family residential	​	$	8,546	​	$	27,966		$	29,729	​	$	39,771
Commercial real estate	​		57,533	​		20,573		​	80,449	​	​	30,613
One-to-four family – mixed-use property	​		3,039	​		3,980		​	4,881	​	​	4,730
One-to-four family – residential ^(1)^	​		411	​		689		​	35,617	​	​	53,228
Construction	​		2,469	​		4,594		​	5,744	​	​	6,489
Small Business Administration^^	​		2,457	​		—		​	3,707	​	​	—
Commercial business and other ^(2)^	​		84,721	​		68,162		​	173,125	​		121,117
Total	​	$	159,176	​	$	125,964	​	$	333,252	​	$	255,948

(1) Includes purchases of $35.1 million and $52.3 million for the six months ended June 30, 2025 and 2024, respectively.

(2) Includes purchases of $19.0 million and $20.9 million for the three months ended June 30, 2025 and 2024, respectively. Includes purchases of $42.2 million and $44.4 million for the six months ended June 30, 2025 and 2024, respectively.

​

​

The Bank maintains its conservative underwriting standards that include, among other things, a loan-to-value ratio of 75% or less and a debt coverage ratio of at least 125%. Multi-family residential (excluding underlying co-operative mortgages), commercial real estate and one-to-four family mixed-use property mortgage loans originated and purchased during the three months ended June 30, 2025 had an average loan-to-value ratio of 51.9% and an average debt coverage ratio of 145.0%.

Non-performing assets totaled $66.1 million at June 30, 2025, an increase of $14.8 million, or 28.9% from December 31, 2024. Total non-performing assets as a percentage of total assets were 0.75% at June 30, 2025 compared to 0.57% at December 31, 2024. The ratio of ACL – loans to total non-performing loans was 83.8% at June 30, 2025 compared to 120.5% at December 31, 2024.

During the six months ended June 30, 2025, mortgage-backed securities decreased $82.9 million, or 9.0%, to $836.6 million from $919.5 million at December 31, 2024. The decrease during the six months ended June 30, 2025 was primarily due to principal repayments totaling $86.9 million, partially offset by an improvement in the securities fair value totaling $4.1 million.

During the six months ended June 30, 2025, other securities decreased $23.9 million, or 3.8%, to $606.0 million from $629.9 million at December 31, 2024. The decrease in other securities during the six months ended June 30, 2025, was primarily due to calls totaling $34.1 million coupled with principal repayments totaling $3.5 million, partially offset by purchases totaling $14.2 million. At June 30, 2025, other securities primarily consisted of securities issued by mutual or bond funds, government agency securities, municipal bonds, corporate bonds, and CLOs. -52-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

Liabilities. Total liabilities were $8,070.1 million at June 30, 2025, a decrease of $244.3 million, or 2.9%, from $8,314.4 million at December 31, 2024. During the six months ended June 30, 2025, due to depositors increased $95.1 million, or 1.3%, to $7,221.0 million primarily due to increases in NOW accounts of $320.1 million, or 17.3%. At June 30, 2025, the Company had uninsured deposits totaling $2.5 billion, or 34.7% of deposits with $1.3 billion fully collateralized by some other method leaving uninsured and uncollateralized deposits totaling $1.2 billion or 16.6% of deposits. Uninsured deposits are greatly influenced by our government deposit portfolio. These deposits fluctuate at times that affect both the uninsured deposit levels and other sources of liquidity used. Borrowed funds decreased $315.9 million, or 34.5%, during the six months ended June 30, 2025, as funds were not needed due to increases in deposits

Total deposits at the periods shown and the weighted average rate on deposits at June 30, 2025 and December 31, 2024, are as follows:

​	​	​	​	​	​	​	​	​	​
​	​	​					​	Weighted Average	​
​	​	June 30,		​	December 31,		​	Nominal Rate	​
​		2025			2024			2025 ^(1)^	​
​	​	(In thousands)
Interest-bearing deposits:	​	​	​	​	​	​	​	​	​
Certificates of deposit accounts	​	$	2,452,624	​	$	2,650,164	​	4.09	%
Savings accounts	​		92,699	​		98,964	​	0.41	​
Money market accounts	​		1,601,948	​		1,686,109	​	3.65	​
NOW accounts	​		2,174,124	​		1,854,069	​	3.46	​
Total interest-bearing deposits	​		6,321,395	​		6,289,306	​		​
Non-interest bearing demand deposits	​		899,602	​		836,545	​		​
Total due to depositors	​		7,220,997	​		7,125,851	​		​
Mortgagors' escrow deposits	​		68,355	​		53,082	​	0.28	​
Total deposits	​	$	7,289,352	​	$	7,178,933	​		​

(1) The weighted average rate does not reflect the effect of interest rate swaps.

​

Included in deposits were brokered deposits totaling $1,189.3 million, a decrease of $129.7 million, or 9.8% from $1,319.0 million at December 31, 2024. We utilize brokered deposits as an additional funding source, to assist in the management of our interest rate risk and as an underlying funding source for a portion of our interest rate swaps. We obtain brokered certificates of deposit as a wholesale funding source when the interest rate on these deposits are below other wholesale options, or to extend the maturities of our deposits. Brokered deposits generally have a higher beta than our retail deposits as the interest rates are typically more sensitive to changes in the federal funds rates. A portion of our brokered certificates of deposit are hedged against rising interest rates using interest rate swaps. At June 30, 2025 and December 31, 2024, $725.8 million and $875.8 million, respectively, of brokered certificates of deposits were hedged using interest rate swaps. See Note 11 (“Derivative Financial Instruments”) of the Notes to the Consolidated Financial Statements. Brokered deposits obtained by the Bank are generally fully FDIC insured. At June 30, 2025, and December 31, 2024, the Bank did not hold any uninsured brokered deposits.

​

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

The following table shows the composition of brokered deposits at the periods indicated:

​

​	​	​	​	​	​	​
​	​	June 30,		​	December 31,
(In thousands)	​	2025		​	2024
NOW accounts	​	$	299,969	​	$	151,387
Money market accounts	​		—	​		73,622
Certificates of deposit	​	​	889,357	​	​	1,093,996
Total brokered deposits	​	$	1,189,326	​	$	1,319,005

​

​

Interest expense on brokered deposits is summarized as follows for the periods indicated:

​

​	​	​	​	​	​	​
​	​	For the three months ended June 30,
(In thousands)	****	2025			2024
NOW accounts	​	$	2,938	​	$	70
Money market accounts	​		61	​		359
Certificates of deposit	​	​	7,197	​	​	5,924
Total interest expense on brokered deposits	​	$	10,196	​	$	6,353

​

​	​	​	​	​	​	​
​	​	For the six months ended June 30,
​	​	June 30,
(In thousands)	​	2025		​	2024
NOW accounts	​	$	4,418	​	$	214
Money market accounts	​		551	​		885
Certificates of deposit	​	​	14,144	​	​	10,889
Total brokered deposits	​	$	19,113	​	$	11,988

​

Equity. Total stockholders’ equity was $706.4 million at June 30, 2025, a decrease of $18.2 million, or 2.5%, from $724.5 million at December 31, 2024. Stockholders’ equity decreased primarily due to the declaration and payment of dividends on the Company’s common stock of $0.44 per common share totaling $15.1 million, and a decrease of $8.4 million in other comprehensive income (loss), partially offset by net income totaling $4.4 million. Book value per common share was $20.91 at June 30, 2025, compared to $21.53 at December 31, 2024.

Liquidity. Liquidity is the ability to economically meet current and future financial obligations. The Company’s primary objectives in terms of managing liquidity are to maintain the ability to originate and purchase loans and securities, repay borrowings as they mature, satisfy financial obligations that arise in the normal course of business and meet our customer’s deposit withdrawal needs. Our primary sources of funds are deposits, borrowings, principal and interest payments on loans, mortgage-backed and other securities, and proceeds from sales of securities and loans. Deposit flows and mortgage prepayments, however, are greatly influenced by the level of interest rates, economic conditions, and competition. The Company has other sources of liquidity, including unsecured overnight lines of credit, brokered deposits and other types of borrowings. At June 30, 2025 and December 31, 2024, the Company had $3.6 billion in combined available liquidity through cash lines with the FHLB-NY, Federal Reserve and other commercial banks, as well as unencumbered securities.

​ -54-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

The following tables present the Company’s available liquidity by source at the periods indicated:

​

​	​	​	​	​	​	​	​	​	​
​	​	At June 30, 2025
​	​	Total		​	Amount		​	Net
​		Available			Used			Availability
​	​	(In millions)
Internal Sources:		​			​			​
Unencumbered Securities	​	$	767.4	​	$	—	​	$	767.4
Interest Earnings Deposits	​		64.7	​		—	​		64.7
External Sources:	​		​	​		​	​		​
Federal Home Loan Bank	​		2,702.4	​		2,022.6	​		679.8
Federal Reserve Bank	​		1,616.2	​		—	​		1,616.2
Other Banks	​		537.0	​		80.0	​		457.0
Total Liquidity	​	$	5,687.7	​	$	2,102.6	​	$	3,585.1
​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​
​	​	At December 31, 2024
​	​	Total		​	Amount		​	Net
​		Available			Used			Availability
​	​	(In millions)
Internal Sources:		​			​			​
Unencumbered Securities	​	$	954.3	​	$	—	​	$	954.3
Interest Earnings Deposits	​		57.4	​		—	​		57.4
External Sources:	​		​	​		​	​		​
Federal Home Loan Bank	​		2,730.3	​		2,034.7	​		695.6
Federal Reserve Bank	​		1,528.9	​		—	​		1,528.9
Other Banks	​		379.0	​		50.0	​		329.0
Total Liquidity	​	$	5,649.9	​	$	2,084.7	​	$	3,565.2

​

Liquidity management is both a short and long-term function of business management. During 2025, funds were provided by the Company’s operating and investing activities to fund financing activities. The largest use of funds during the six months ended June 30, 2025 was the repayment of $315.0 million in short-term borrowed funds. Our most liquid assets are cash and cash equivalents, which include cash and due from banks, overnight interest-earning deposits and federal funds sold with original maturities of 90 days or less. The level of these assets is dependent on our operating, financing, lending, and investing activities during any given period. At June 30, 2025, cash and cash equivalents totaled $150.1 million, a decrease of $2.5 million, or 1.6% from $152.6 million, at December 31, 2024. A portion of our cash and cash equivalents is restricted cash held as collateral for interest rate swaps. At June 30, 2025, and December 31, 2024, restricted cash totaled $20.6 million and $43.2 million, respectively.

INTEREST RATE RISK

Interest rate risk is the impact on earnings and capital from changes in interest rates. Interest rate risk exists because our interest-earning assets and interest-bearing liabilities may mature or reprice at different times or by different amounts. We assess interest rate risk by comparing the results of several income and capital simulations scenarios to the base case compared to scenarios with changes in interest rates, degree of change over time, speed of change, and changes in the shape of the yield curve. These scenarios have assumptions including loan originations, investment securities purchases and sales, prepayment rates on loans and investment securities, deposit flows, and mix and pricing decisions.

Asset/Liability Management. Asset/liability management involves assessing, monitoring and managing interest rate risk. The asset liability committee (“ALCO”) and the Investment Committee of the Board of Directors (“Board ALCO”) have primary oversight responsibility of interest rate risk. The actions and activities of the Board ALCO are dictated by the “ALCO and Investment Committee Charter” of the Company Board of Directors (the “Charter”). The Board ALCO has established policy limits for changes of net interest income and the economic value of equity under various scenarios and liquidity risk limits to ensure the Company has sufficient liquid assets to meet its short-term obligations, even during -55-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

periods of financial stress and is reviewed no less frequently than quarterly. The ALCO policy and oversight is interconnected to the Company’s capital plan.

The Board ALCO reviews simulations of various interest rate scenarios to assess the potential impact on the Company’s balance sheet and income statement. The model employed by the Company uses a statistic balance sheet as of the date the modeling is being generated. The limitation to this model is that unexpected events may not be captured in the output. The model is validated no less frequently than annually with the variables in the model subjected to annual stress tests. In addition, the interest rate risk model is back-tested no less frequently than annually to ensure the model remains consistent with actual results. The information from the interest rate risk modeling allows the Board ALCO to assess the potential impact of interest rate changes on the Company’s profitability and future earnings.

The interest rate risk scenarios affect the position the Company may take with the pricing of assets and liabilities.

Models are inherently imperfect and subject to assumptions and limitations.  The model output is affected by the data quality and the assumptions used.  The Company uses both internal and external inputs into the model. The market interest rates are obtained from the Federal Reserve World Interest Rate Probabilities (“WIRP”) curve and may be adjusted by the management level ALCO committee (“Management ALCO”); the change in deposit betas is based upon deposit studies completed by an independent third party; loan prepayment assumptions are based upon internal analysis; loan origination data is Company generated; and additions to assets and liabilities is derived from the budget or forecast or internally generated projected cash flows.

There was no material change in the source of the data used in our interest rate risk modeling in the current period. Current economic factors such as interest rate forecasts as changed from period over period may affect the modeling. Key assumptions include deposit betas and loan origination yields. Deposit betas vary by product and direction of interest rates. In an upward shock, weighted average deposit betas (based on period end balances) were 71% at June 30, 2025 and 70% at June 30, 2024. In a downward shock, weighted average deposit betas (based on period end balances) were 62% at both June 30, 2025 and June 30, 2024. Loan origination yields vary by product and the weighted average yield (based on period end loan balances) was 6.81% at June 30, 2025 compared to 7.14% at June 30, 2024.

Management ALCO, which consists of representatives from treasury, finance, business units, and senior management, oversees the interest rate risk, liquidity risk and capital risk while providing regular reports to the Board ALCO. These reports quantify the potential changes in net interest income and economic value of equity through various rate scenarios.  The Management ALCO also provides the results of the liquidity stress test prepared by the Chief Risk Officer, the sensitivity analyses of the interest rate risk model variables, and the capital position of the Company and the Bank.

Economic Value of Equity Analysis. The Consolidated Statements of Financial Condition have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), which require the measurement of financial position and operating results in terms of historical dollars without considering the changes in fair value of certain investments due to changes in interest rates. Generally, the fair value of financial investments such as loans and securities fluctuate inversely with changes in interest rates. As a result, increases in interest rates could result in decreases in the fair value of the Company’s interest-earning assets which could adversely affect the Company’s results of operations if such assets were sold, or, in the case of securities classified as available for sale, decreases in the Company’s stockholders’ equity, if such securities were retained.

The Company quantifies the net portfolio value should interest rates immediately go up or down 100 or 200 basis points, assuming the yield curves of the rate shocks will be parallel to each other. Net portfolio value is defined as the market value of assets less the market value of liabilities. The market value of assets and liabilities is determined using a discounted cash flow calculation. The net portfolio value ratio is the ratio of the net portfolio value to the market value of assets. The changes in value are measured as percentage changes from the net portfolio value at the base interest rate scenario. The base interest rate scenario assumes interest rates at June 30, 2025. Various estimates regarding prepayment assumptions are made at each level of rate shock. At June 30, 2025, the Company was within the guidelines set forth by the Board of Directors for each interest rate level. -56-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

The following table presents the change in the Company’s net portfolio value and the net portfolio ratio for the following periods:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	Projected Percentage Change In						​	​	​	​	​	​
​	Net Portfolio Value (NPV)						​	Net Portfolio Value Ratio
​	​	June 30,	​	​	June 30,	​	​	June 30,	​	​	June 30,	​
Change in Interest Rate	​	2025	​	​	2024	​	​	2025	​	​	2024	​
-200 Basis points	​	6.0	%	​	1.9	%	​	9.0	%	​	7.7	%
-100 Basis points	​	2.7	​	​	1.0	​	​	8.8	​	​	7.8	​
Base interest rate	​	-	​	​	-	​	​	8.8		​	7.8
+100 Basis points	​	(5.4)	​	​	(5.8)	​	​	8.4		​	7.5
+200 Basis points	​	(11.5)	​	​	(11.7)	​	​	8.0		​	7.1

​

Income Simulation Analysis. The Company manages the mix of interest-earning assets and interest-bearing liabilities on a continuous basis to maximize return and adjust its exposure to interest rate risk. The starting point for the net interest income simulation is an estimate of the next twelve months’ net interest income, assuming that both interest rates and the Company’s interest-sensitive assets and liabilities remain at period-end levels. The report quantifies the potential changes in net interest income should interest rates go up or down 100 or 200 basis points (shocked), assuming the yield curves of the rate shocks will be parallel to each other. All changes in income are measured as percentage changes from the projected net interest income at the base interest rate scenario. The base interest rate scenario assumes interest rates at June 30, 2025 and 2024. Prepayment penalty income is excluded from this analysis. Actual results could differ significantly from these estimates. At June 30, 2025, the Company was within the guidelines set forth by the Board of Directors for each interest rate level.

The following table presents the Company’s interest rate shock as of June 30:

​	​	​	​	​	​	​
​	​	Projected Percentage Change in Net Interest Income				​
Change in Interest Rate	​	2025		​	2024
-200 Basis points	​	-	%	​	1.1	%
-100 Basis points	​	(0.4)	​	​	0.6	​
Base interest rate	​	-	​	​	-	​
+100 Basis points	​	(3.8)	​	​	(6.7)	​
+200 Basis points	​	(8.5)	​	​	(12.9)	​

​

Another net interest income simulation assumes that changes in interest rates change gradually in equal increments over the twelve-month period. Prepayment penalty income is excluded from this analysis. Based on these assumptions, net interest income would be reduced by 4.8% from a 200 basis point increase in rates over the next twelve months and a 0.5% reduction from a 200 basis point decrease in rate over the same period. Actual results could differ significantly from these estimates.

At June 30, 2025, the Company had a derivative portfolio with a notional value totaling $2.6 billion. This portfolio is designed to provide protection against rising interest rates. See Note 11 (“Derivative Financial Instruments”) of the Notes to the Consolidated Financial Statements.

​

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Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

AVERAGE BALANCES

Net interest income represents the difference between income on interest-earning assets and expense on interest-bearing liabilities. Net interest income depends upon the relative amount of interest-earning assets and interest-bearing liabilities and the interest rates earned or paid on them. The following table sets forth certain information relating to the Company’s Consolidated Statements of Financial Condition and Consolidated Statements of Operations for the three months ended June 30, 2025 and 2024, and reflects the average yield on assets and average cost of liabilities for the periods indicated. Such yields and costs are derived by dividing income or expense by the average balance of assets or liabilities, respectively, for the periods shown. Average balances are derived from average daily balances. The yields include amortization of fees and costs, which are considered adjustments to yields.

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	For the three months ended June 30,
​	​	2025							​	2024							​
​	​	Average		​	​	​	​	Yield/	​	Average		​	​	​	​	Yield/	​
​		Balance			Interest			Cost		Balance			Interest			Cost
​	​	(Dollars in thousands)
Assets	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest-earning assets:		​			​					​			​
Loans held for sale	​	$	24,708	​	$	247		4.00	%	$	—	​	$	—		—	%
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Mortgage loans, net	​	​	5,260,610	​	​	74,240		5.64	​	​	5,338,614	​	​	71,968		5.39	​
Other loans, net	​		1,417,884	​		20,518		5.79	​		1,409,526	​		20,760		5.89	​
Total loans, net ^(1) (2)^	​		6,678,494	​		94,758		5.68	​		6,748,140	​		92,728		5.50	​
Taxable securities:	​			​					​			​					​
Mortgage-backed securities	​		863,573	​		11,709		5.42	​		691,802	​		7,462		4.31	​
Other securities	​		573,730	​		8,143		5.68	​		663,975	​		10,408		6.27	​
Total taxable securities	​		1,437,303	​		19,852		5.52	​		1,355,777	​		17,870		5.27	​
Tax-exempt securities: ^(3)^	​			​					​			​					​
Other securities	​		43,489	​		458		4.21	​		65,451	​		470		2.87	​
Total tax-exempt securities	​		43,489	​		458		4.21	​		65,451	​		470		2.87	​
Interest-earning deposits and federal funds sold	​		218,588	​		2,183		3.99	​		185,626	​		2,260		4.87	​
Total interest-earning assets	​		8,402,582	​		117,498		5.59	​		8,354,994	​		113,328		5.43	​
Other assets	​		515,493	​		​		​	​		475,671	​		​		​	​
Total assets	​	$	8,918,075	​	​	​	​	​	​	$	8,830,665	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interest-bearing liabilities:	​			​			​		​			​			​		​
Deposits:	​			​			​		​			​			​		​
Savings accounts	​	$	94,884	​		98	​	0.41	​	$	103,335	​		115	​	0.45	​
NOW accounts	​		2,388,559	​		21,111	​	3.54	​		2,017,085	​		20,007	​	3.97	​
Money market accounts	​		1,665,625	​		15,323	​	3.68	​		1,714,085	​		17,326	​	4.04	​
Certificates of deposit accounts	​		2,477,716	​		22,443	​	3.62	​		2,443,047	​		23,383	​	3.83	​
Total due to depositors	​		6,626,784	​		58,975	​	3.56	​		6,277,552	​		60,831	​	3.88	​
Mortgagors' escrow accounts	​		104,761	​		62	​	0.24	​		95,532	​		62	​	0.26	​
Total interest-bearing deposits	​		6,731,545	​		59,037	​	3.51	​		6,373,084	​		60,893	​	3.82	​
Borrowings	​		444,854	​		5,156	​	4.64	​		766,984	​		9,561	​	4.99	​
Total interest-bearing liabilities	​		7,176,399	​		64,193	​	3.58	​		7,140,068	​		70,454	​	3.95	​
Non interest-bearing demand deposits	​		875,535	​		​	​	​	​		822,856	​		​	​	​	​
Other liabilities	​		156,302	​		​	​	​	​		200,184	​		​	​	​	​
Total liabilities	​		8,208,236	​		​	​	​	​		8,163,108	​		​	​	​	​
Equity	​		709,839	​		​	​	​	​		667,557	​		​	​	​	​
Total liabilities and equity	​	$	8,918,075	​	​	​	​	​	​	$	8,830,665	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net interest income / net interest rate spread	​	​	​	​	$	53,305	​	2.01	%	​	​	​	$	42,874	​	1.48	%
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net interest-earning assets / net interest margin	​	$	1,226,183	​		​	​	2.54	%	$	1,214,926	​		​	​	2.05	%
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Ratio of interest-earning assets to interest-bearing liabilities				​		​	​	1.17	X		​	​		​	​	1.17	X

(1) Loan interest income includes loan fee income (expense) (which includes net amortization of deferred fees and costs, late charges, and prepayment penalties) of approximately $1.2 million and ($0.2) million for the three months ended June 30, 2025 and 2024, respectively.

(2) Loan interest income includes net gains (losses) from fair value adjustments on hedges of $0.1 million and $0.2 million for three months ended June 30, 2025 and 2024, respectively.

(3) Interest and yields are calculated on the tax equivalent basis using the statutory federal income tax rate of 21% for the periods presented totaling $0.1 million each for the three months ended June 30, 2025 and 2024. -58-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​		For the six months ended June 30,															​
​		2025								2024							​
​		Average		​	​	​		Yield/		Average		​	​			Yield/	​
​		Balance			Interest			Cost		Balance			Interest			Cost	​
Assets		(Dollars in thousands)															​
Interest-earning assets:		​			​			​		​			​			​	​
Loans held for sale	​	$	44,288	​	$	911		4.11	%	$	—	​	$	—		—	%
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Mortgage loans, net	​	​	5,260,934	​	​	146,631		5.57	​	​	5,346,110	​	​	143,540		5.37	​
Other loans, net	​		1,414,292	​		40,495		5.73	​		1,430,018	​		42,147		5.89	​
Total loans, net^(1) (2)^	​		6,675,226	​	​	187,126	​	5.61	​		6,776,128	​	​	185,687	​	5.48	​
Taxable securities:	​			​				​	​			​				​	​
Mortgage-backed securities	​		879,248	​		24,237		5.51	​		577,368	​		11,158		3.87	​
Other securities	​		579,443	​		16,696		5.76	​		627,089	​		18,912		6.03	​
Total taxable securities	​		1,458,691	​	​	40,933	​	5.61	​		1,204,457	​	​	30,070	​	4.99	​
Tax-exempt securities: ^(3)^	​			​				​	​			​				​	​
Other securities	​		43,650	​		914		4.19	​		65,695	​		944		2.87	​
Total tax-exempt securities	​		43,650	​	​	914	​	4.49	​		65,695	​	​	944	​	2.87	​
Interest-earning deposits and federal funds sold	​		213,710	​		4,246		3.97	​		248,796	​		6,226		5.00	​
Total interest-earning assets ^(3)^	​		8,435,565	​	​	234,130	​	5.55	​		8,295,076	​	​	222,927	​	5.37	​
Other assets	​		531,142	​		​		​	​		474,009	​		​		​	​
Total assets	​	$	8,966,707	​		​		​	​	$	8,769,085	​		​		​	​
Liabilities and Equity	​			​				​	​			​				​	​
Interest-bearing liabilities	​			​				​	​			​				​	​
Deposits:	​			​				​	​			​				​	​
Savings accounts	​	$	96,545	​		208		0.43	​	$	104,774	​		237		0.45	​
NOW accounts	​		2,302,598	​		40,026		3.48	​		1,976,168	​		38,498		3.90	​
Money market accounts	​		1,690,851	​		30,695		3.63	​		1,719,899	​		34,598		4.02	​
Certificate of deposit accounts	​		2,536,886	​		45,153		3.56	​		2,424,665	​		45,301		3.74	​
Total due to depositors	​		6,626,880	​	​	116,082	​	3.50	​		6,225,506	​	​	118,634	​	3.81	​
Mortgagors' escrow accounts	​		91,780	​		129		0.28	​		84,677	​		124		0.29	​
Total deposits	​		6,718,660	​	​	116,211	​	3.46	​		6,310,183	​	​	118,758	​	3.76	​
Borrowed funds	​		499,854	​		11,529		4.61	​		767,315	​		18,798		4.90	​
Total interest-bearing liabilities	​		7,218,514	​	​	127,740	​	3.54	​		7,077,498	​	​	137,556	​	3.89	​
Non-interest-bearing deposits	​		865,484	​				​	​		828,537	​				​	​
Other liabilities	​		162,053	​				​	​		194,679	​				​	​
Total liabilities	​		8,246,051	​				​	​		8,100,714	​				​	​
Equity	​		720,656	​				​	​		668,371	​				​	​
Total liabilities and equity	​	$	8,966,707	​				​	​	$	8,769,085	​				​	​
Net interest income / net interest rate spread (tax equivalent) ^(3)^	​			​	$	106,390		2.01	%			​	$	85,371		1.48	%
Net interest-earning assets / net interest margin (tax equivalent) ^(3)^	​	$	1,217,051	​				2.52	%	$	1,217,578	​				2.06	%
Ratio of interest-earning assets to interest-bearing liabilities	​			​				1.17	X			​				1.17	X

(1) Loan interest income includes loan fee income (expense) (which includes net amortization of deferred fees and costs, late charges, and prepayment penalties) of approximately $1.6 million and $0.2 million for the six months ended June 30, 2025 and 2024, respectively.

(2) Loan interest income includes net gains (losses) from fair value adjustments and termination on hedges of $0.1 million and $33,000 for the six months ended June 30, 2025 and 2024, respectively.

(3) Interest and yields are calculated on the tax equivalent basis using the statutory federal income tax rate of 21% for the periods presented totaling $0.2 million each for the six months ended June 30, 2025 and 2024.

​ -59-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

LOANS HELD FOR INVESTMENT

The following table sets forth the Company’s loan originations (including the net effect of refinancing) and the changes in the Company’s portfolio of loans held for investment, including purchases, sales and principal reductions for the periods indicated.

​

​	​	​	​	​	​	​
​	​	For the six months ended June 30,
(In thousands)		2025			2024
Mortgage Loans		​			​
At beginning of period	​	$	5,316,249	​	$	5,425,586
Mortgage loans originated:	​			​
Multi-family residential	​		29,729	​		39,771
Commercial real estate	​		80,449	​		30,613
One-to-four family mixed-use property	​		4,881	​		4,730
One-to-four family residential	​		469	​		914
Construction	​		5,744	​		6,489
Total mortgage loans originated	​		121,272	​		82,517
​	​	​	​	​	​	​
Mortgage loans purchased:	​			​
One-to-four family residential	​		35,148	​		52,314
Total mortgage loans purchased	​		35,148	​		52,314
​	​	​	​	​	​	​
Less:	​			​
Principal reductions	​		212,866	​		184,582
Loans transferred to (from) held for sale	​		(34,714)	​		—
Mortgage loan sales	​		18,374	​		4,174
Charge-Offs	​		1,758	​		14
At end of period	​	$	5,274,385	​	$	5,371,647
​	​	​	​	​	​	​
Commercial business loans	​			​
At beginning of period	​	$	1,421,527	​	$	1,472,723
Loans originated:	​			​
Small Business Administration	​		3,707	​		—
Commercial business	​	​	128,274	​	​	73,303
Other	​		2,634	​		3,439
Total commercial business and other loans originated	​		134,615	​		76,742
​	​	​	​	​	​	​
Commercial business loans purchased:	​			​
Commercial business	​		42,217	​		44,375
Total commercial business loans purchased	​		42,217	​		44,375
​	​	​	​	​	​	​
Less:	​			​
Small Business Administration sales	​	​	6,335	​	​	—
Principal reductions	​		163,190	​		190,117
Charge-offs	​		5,569	​		55
At end of period	​	$	1,423,265	​	$	1,403,668

​

​

​

​

​

​

​

​ -60-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

NON-PERFORMING ASSETS

​

​

The following table shows the principal balance of our non-performing assets at the periods indicated:

​

​	​	​	​	​	​	​	​
​	​	At June 30,		​	At December 31,		​
(Dollars in thousands)		2025			2024
​	​	​	​	​	​	​	​
Non-accrual mortgage loans:	​			​			​
Multi-family residential	​	$	12,364	​	$	11,031	​
Commercial real estate	​		23,481	​		6,283	​
One-to-four family mixed-use property	​		422	​		116	​
One-to-four family residential	​		2,277	​		1,428	​
Total	​		38,544	​		18,858	​
Non-accrual commercial business loans:	​			​			​
Small Business Administration	​		2,445	​		2,445	​
Commercial business and other	​		8,258	​		12,015	​
Total	​		10,703	​		14,460	​
Total non-accrual loans	​		49,247	​		33,318	​
​	​	​	​	​	​	​	​
Total non-performing loans	​		49,247	​		33,318	​
Other non-performing assets:	​			​			​
Available for sale securities	​		16,878	​		18,000	​
Total	​		16,878	​		18,000	​
​	​	​	​	​	​	​	​
Total non-performing assets	​	$	66,125	​	$	51,318	​
​	​	​	​	​	​	​	​
Non-performing loans to gross loans	​		0.74	%		0.49	%
Non-performing assets to total assets	​		0.75	%		0.57	%

​

​

CRITICIZED AND CLASSIFIED ASSETS

Our policy is to review our assets, focusing primarily on the loan portfolio, other real estate owned, and the investment portfolio, to ensure that credit quality is maintained at the highest levels. See Note 5 (“Loans”) of the Notes to the Consolidated Financial Statements for a description of how loans are determined to be criticized or classified and a table displaying criticized and classified loans at June 30, 2025. The amortized cost of Criticized and Classified assets was $90.6 million at June 30, 2025, a decrease of $1.3 million from $91.9 million at December 31, 2024.

Included within net loans at June 30, 2025 and December 31, 2024, were $2.5 million and $2.7 million, respectively, of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process according to local requirements of the applicable jurisdiction.

​

​

​

​ -61-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

ALLOWANCE FOR CREDIT LOSSES

The following table shows allowance for credit losses at the period indicated:

​

​	​	​	​	​	​	​
​	​	For the six months ended June 30,
(In thousands)	​	​	2025	​	​	2024
Balance at beginning of period	​	$	40,152	​	$	40,161
Loans- charge-off	​	​	(7,328)	​	​	(69)
Loans- recovery	​	​	352	​	​	157
Loans- provision (benefit)	​	​	8,071	​	​	1,399
Allowance for credit losses - loans	​	​	41,247	​	​	41,648
​	​	​	​	​	​	​
​	​	​	​	​	​	​
Balance at beginning of period	​	​	353	​	​	1,087
HTM securities (benefit) provision	​	​	2	​	​	2
Allowance for credit losses - HTM securities	​	​	355	​	​	1,089
​	​	​	​	​	​	​
Balance at beginning of period	​	​	2,627	​	​	—
AFS securities (benefit) provision	​	​	439	​	​	—
Allowance for credit losses - AFS securities	​	​	3,066	​	​	—
​	​	​	​	​	​	​
​	​	​	​	​	​	​
Balance at beginning of period	​	​	1,037	​	​	1,102
Off-balance sheet- (benefit) provision	​	​	(61)	​	​	(100)
Allowance for credit losses - off-balance sheet	​	​	976	​	​	1,002
​	​	​	​	​	​	​
Allowance for credit losses	​	$	45,644	​	$	43,739

​ -62-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

Management’s Discussion and Analysis of

Financial Condition and Results of Operations

The following table sets forth the activity in the Company’s ACL - loans for the periods indicated:

​

​	​	​	​	​	​	​	​
​	​	For the six months ended June 30,					​
(Dollars in thousands)		2025			2024		​
Balance at beginning of year	​	$	40,152	​	$	40,161	​
Provision (benefit) for credit losses	​		8,071	​		1,399	​
​	​	​	​	​	​	​	​
Loans charged-off:	​			​			​
Multi-family residential	​	​	(1,681)	​	​	—	​
Commercial real estate	​	​	(72)	​	​	—	​
One-to-four family - residential	​	​	(5)	​	​	(14)	​
Small Business Administration	​		(2)	​		—	​
Commercial business and other	​		(5,568)	​		(55)	​
Total loans charged-off	​		(7,328)	​		(69)	​
​	​	​	​	​	​	​	​
Recoveries:	​			​			​
Multi-family residential	​		—	​		1	​
One-to-four family - mixed-use property	​	​	—	​	​	2	​
One-to-four family - residential	​	​	5	​	​	3	​
Small Business Administration	​	​	46	​	​	96	​
Commercial business and other	​	​	301	​	​	55	​
Total recoveries	​		352	​		157	​
​	​	​	​	​	​	​	​
Net (charge-offs) recoveries	​		(6,976)	​		88	​
Balance at end of year	​	$	41,247	​	$	41,648	​
​	​	​	​	​	​	​	​
Ratio of net charge-offs to average loans outstanding during the period	​		0.21	%		0.00	%
Ratio of ACL - loans to gross loans at end of period	​		0.62	%		0.61	%
Ratio of ACL - loans to non-accrual loans at end of the period	​	​	83.76	%		120.58	%
Ratio of ACL - loans to non-performing loans at end of period	​		83.76	%		120.58	%

​

​

​

​ -63-

Table of Contents

PART I – FINANCIAL INFORMATION

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

ITEM 3.       QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For a discussion of the qualitative and quantitative disclosures about market risk, see the information under the caption "Management’s Discussion and Analysis of Financial Condition and Results of Operations - Interest Rate Risk."

​

ITEM 4.       CONTROLS AND PROCEDURES

The Company carried out, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this Quarterly Report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2025, the design and operation of these disclosure controls and procedures were effective. During the period covered by this Quarterly Report, there have been no changes in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

​

​

​

-64-

​

Table of Contents

​

ITEM 1.       LEGAL PROCEEDINGS

The Company is a defendant in various lawsuits. Management of the Company, after consultation with outside legal counsel, believes that the resolution of these various matters will not result in any material adverse effect on the Company’s consolidated financial condition, results of operations and cash flows.

​

ITEM 1A.     RISK FACTORS

There have been no material changes from the risk factors disclosed in the Company’s annual report on Form 10-K for the year ended December 31, 2024.

​

​

​

ITEM 2.       UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table sets forth information regarding the shares of common stock repurchased by the Company during the three months ended June 30, 2025:

​

​	​	​	​	​	​	​	​	​	​
​				​	​				Maximum
​	​	​	​	​	​	​	Total Number of	​	Number of
​	​	Total	​	​	​	​	Shares Purchased	​	Shares That May
​	​	Number	​	​	​	​	as Part of Publicly	​	Yet Be Purchased
​	​	of Shares	​	Average Price		​	Announced Plans	​	Under the Plans
Period	​	Purchased	​	Paid per Share		​	or Programs	​	or Programs
April 1 to April 30, 2025	​	—	​	​	—	​	—	​	807,964
May 1 to May 31, 2025	​	—	​	​	—	​	—	​	807,964
June 1 to June 30, 2025	​	—	​	​	—	​	—	​	807,964
Total		—	​	$	—		—	​

​

During the quarter ended June 30, 2025, the Company did not repurchase any shares of the Company’s common stock. On June 30, 2025, 807,964 shares remained to be repurchased under the currently authorized stock repurchase programs. Stock will be purchased under the current stock repurchase programs from time to time, in the open market or through private transactions, subject to market conditions. There is no expiration or maximum dollar amount under these authorizations.

​

ITEM 3.       DEFAULTS UPON SENIOR SECURITIES

None.

​

ITEM 4.        MINE SAFETY DISCLOSURES

Not applicable.

​

ITEM 5.       OTHER INFORMATION

None. -65-

Table of Contents

​

ITEM 6.       EXHIBITS

​	​	​
Exhibit No.	****	Description
​	​	​
3.1 P	​	Certificate of Incorporation of Flushing Financial Corporation (Incorporated by reference to Exhibits filed with the Registration Statement on Form S-1 filed September 1, 1995, Registration No. 33-96488)
3.2	​	Certificate of Amendment to Certificate of Incorporation of Flushing Financial Corporation (Incorporated by reference to Exhibit 4.2 filed with Form S-8 filed May 31, 2002)
3.3	​	Certificate of Amendment to Certificate of Incorporation of Flushing Financial Corporation (Incorporated by reference to Exhibit 3.3 filed with Form 10-K for the year ended December 31, 2011)
3.4	​	Amended and Restated By-Laws of Flushing Financial Corporation (Incorporated by reference to Exhibit 3.6 filed with Form 10-Q for the quarter ended June 30, 2014)
4.1	​	Indenture, dated November 22, 2021, between Flushing Financial Corporation and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.1 filed with Form 8-K filed November 22, 2021)
4.2	​	First Supplemental Indenture, dated November 22, 2021, between Flushing Financial Corporation and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.2 filed with Form 8-K filed November 22, 2021)
4.3	​	Second Supplemental Indenture, dated August 24, 2022, between Flushing Financial Corporation and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.2 filed with Form 8-K filed August 24, 2022)
4.4	​	Flushing Financial Corporation has outstanding certain long-term debt. None of such debt exceeds ten percent of Flushing Financial Corporation's total assets; therefore, copies of constituent instruments defining the rights of the holders of such debt are not included as exhibits. Copies of instruments with respect to such long-term debt will be furnished to the Securities and Exchange Commission upon request.
10.1 *	​	Flushing Bank Specified Officer Change in Control Severance Policy (effective July 2025) (filed herewith)
10.2 **	​	Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents (effective July 2025) (filed herewith)
31.1	​	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by the Chief Executive Officer (filed herewith)
31.2	​	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by the Chief Financial Officer (filed herewith)
32.1	​	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 by the Chief Executive Officer (furnished herewith)
32.2	​	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 by the Chief Financial Officer (furnished herewith)
101.INS	​	Inline XBRL Instance Document -the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH	​	Inline XBRL Taxonomy Extension Schema Document (filed herewith)
101.CAL	​	Inline XBRL Taxonomy Extension Calculation Linkbase Document (filed herewith)
101.DEF	​	Inline XBRL Taxonomy Extension Definition Linkbase Document (filed herewith)
101.LAB	​	Inline XBRL Taxonomy Extension Label Linkbase Document (filed herewith)
101.PRE	​	Inline XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith)
104	​	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

P     Indicates a filing submitted in paper.

*	This replaces the predecessor policy effective July 2025 and has been revised to exclude individuals hired or promoted into the position of senior vice president on or after July 1, 2025.  The foregoing is qualified in its entirety by the Flushing Bank Specified Officer Change in Control Severance Policy (effective July 2025), which is filed herewith.
**	This replaces the predecessor policy effective July 2025 and has been revised to (i) reduce benefits for individuals hired or promoted into a position covered by the policy on or after July 1, 2025, and (ii) limit the maximum post-termination continued health and welfare benefits to a maximum period of six months.  The foregoing is qualified in its entirety by the Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents (effective July 2025), which is filed herewith.
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Table of Contents

​

​

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

EXHIBIT INDEX

​	​	​
Exhibit No.	****	Description
​	​	​
3.1 P	​	Certificate of Incorporation of Flushing Financial Corporation (Incorporated by reference to Exhibits filed with the Registration Statement on Form S-1 filed September 1, 1995, Registration No. 33-96488)
3.2	​	Certificate of Amendment to Certificate of Incorporation of Flushing Financial Corporation (Incorporated by reference to Exhibit 4.2 filed with Form S-8 filed May 31, 2002)
3.3	​	Certificate of Amendment to Certificate of Incorporation of Flushing Financial Corporation (Incorporated by reference to Exhibit 3.3 filed with Form 10-K for the year ended December 31, 2011)
3.4	​	Amended and Restated By-Laws of Flushing Financial Corporation (Incorporated by reference to Exhibit 3.6 filed with Form 10-Q for the quarter ended June 30, 2014)
4.1	​	Indenture, dated November 22, 2021, between Flushing Financial Corporation and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.1 filed with Form 8-K filed November 22, 2021)
4.2	​	First Supplemental Indenture, dated November 22, 2021, between Flushing Financial Corporation and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.2 filed with Form 8-K filed November 22, 2021)
4.3	​	Second Supplemental Indenture, dated August 24, 2022, between Flushing Financial Corporation and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.2 filed with Form 8-K filed August 24, 2022)
4.4	​	Flushing Financial Corporation has outstanding certain long-term debt. None of such debt exceeds ten percent of Flushing Financial Corporation's total assets; therefore, copies of constituent instruments defining the rights of the holders of such debt are not included as exhibits. Copies of instruments with respect to such long-term debt will be furnished to the Securities and Exchange Commission upon request.
10.1 *	​	Flushing Bank Specified Officer Change in Control Severance Policy (effective July 2025) (filed herewith)
10.2 **	​	Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents (effective July 2025) (filed herewith)
31.1	​	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by the Chief Executive Officer (filed herewith)
31.2	​	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by the Chief Financial Officer (filed herewith)
32.1	​	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 by the Chief Executive Officer (furnished herewith)
32.2	​	Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 by the Chief Financial Officer (furnished herewith)
101.INS	​	Inline XBRL Instance Document -the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH	​	Inline XBRL Taxonomy Extension Schema Document (filed herewith)
101.CAL	​	Inline XBRL Taxonomy Extension Calculation Linkbase Document (filed herewith)
101.DEF	​	Inline XBRL Taxonomy Extension Definition Linkbase Document (filed herewith)
101.LAB	​	Inline XBRL Taxonomy Extension Label Linkbase Document (filed herewith)
101.PRE	​	Inline XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith)
104	​	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

​

P     Indicates a filing submitted in paper.

*	This replaces the predecessor policy effective July 2025 and has been revised to exclude individuals hired or promoted into the position of senior vice president on or after July 1, 2025.  The foregoing is qualified in its entirety by the Flushing Bank Specified Officer Change in Control Severance Policy (effective July 2025), which is filed herewith.
**	This replaces the predecessor policy effective July 2025 and has been revised to (i) reduce benefits for individuals hired or promoted into a position covered by the policy on or after July 1, 2025, and (ii) limit the maximum post-termination continued health and welfare benefits to a maximum period of six months.  The foregoing is qualified in its entirety by the Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents (effective July 2025), which is filed herewith.
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Table of Contents

​

FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

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.

​

​			Flushing Financial Corporation,
​		​	​
​		​	​
​		​	​
Dated:	August 7, 2025	​	By:	/s/John R. Buran
​		​	​	John R. Buran
​		​	​	President and Chief Executive Officer
​		​	​
​		​	​
​		​	​
Dated:	August 7, 2025	​	By:	/s/Susan K. Cullen
​		​	​	Susan K. Cullen
​		​	​	Senior Executive Vice President, Treasurer and
​		​	​	Chief Financial Officer

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​

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Exhibit 10.1

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POLICY TITLE	Flushing Bank Specified Officer Change In Control Severance Policy
POLICY TYPE	BOARD (Bank)
GROUP	Human Resources	Policy Number	​
		​	​	Approval Date	July 2025
DIVISION	Human Resources	Effective Date	July 2025
		​	​	Last Revision	July 2025-
Policy Owner	Chief Operating Officer

​

1.	Purpose

The purpose of this COC Severance Policy (the “Policy”) is to provide for the payment of certain severance benefits by Flushing Bank (the “Bank”) to employees of the Bank covered by this Policy who become eligible for the payment of such benefits following the occurrence of a Change of Control in accordance with the terms hereof. The payment of benefits under this Policy is guaranteed by Flushing Financial Corporation (the “Company”).

2.	Policy Scope

2.1  Employees Covered

(a)This Policy shall apply to (i) each employee at the level of Executive Vice President or above in good standing of the Bank, (ii) each employee at the level of Assistant Vice President or above in good standing of the Bank who was a participant in this Policy as in effect immediately prior to July 28, 2015, and (iii) each employee at the level of Senior Vice President in good standing of the Bank who was a participant in this Policy as in effect immediately prior to July 1, 2025, in each case who is not party to an employment agreement with the Company and/or the Bank (an “Employee”) for the period that both (A) such Employee is employed as such and (B) this Policy is in effect in accordance with Section 2.1(b) below (conjunctively, the “Term”); and provided that, notwithstanding the provisions of Section 2.1(b), the Term shall continue for such Employee for

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a period of two years following a Change in Control (as defined in Section 6.2 below) that otherwise occurs during the Term.

(b)The Effective Date of this Policy is the date indicated above and shall remain in effect through January 1, 2026, and such effectiveness shall be automatically renewed for an additional one year period on January 1st, 2026 and on each succeeding January 1^st^ thereafter, unless the Board of Directors or any officer of the Bank, acting upon the authority thereof, shall resolve to not renew the Policy as of the next such January 1^st^; provided that such resolution is adopted prior to such anniversary date and the participants under the Policy are notified of such non-renewal within 60 days after such anniversary date.

(c)Upon the expiration of the Term, all rights, benefits and obligations of the Bank and the Company hereunder shall terminate.

(d)Notwithstanding anything in this Policy to the contrary, the amendments to this Policy that became effective July 28, 2015 shall not apply to any employee who was covered by this Policy immediately prior to July 28, 2015 (the “Grandfathered Employees”). The rights of the Grandfathered Employees shall continue to be governed by the terms of the Policy as in effect immediately prior to July 28, 2015, except that the definition of Change of Control in Section 6.2 below shall be applied in lieu of the definition of Change of Control that was in effect immediately prior to July 28, 2015.

3.	Policy Statement

The Bank will provide certain severance benefits to employees covered by this Policy who become eligible for the payment of such benefits following the occurrence of a Change of Control in accordance with the terms hereof. The payment of benefits under this Policy is guaranteed by the Company.

3.1 Exceptions to This Policy

(a)Notwithstanding any other provision of this Policy to the contrary, this Section 3.1 shall apply at all times, during the Term.

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(b)If the Employee is suspended and/or temporarily prohibited from participating in the conduct of the affairs of the Bank by a notice served under 12 U.S.C. § 1818(e)(3) and (g)(1), the Bank’s obligations to the Employee under this Policy shall be suspended as of the date of such service unless stayed by appropriate proceedings. If the charges in such notice are dismissed, the

Bank shall (i) pay the Employee all of the compensation payable under this Policy that was withheld while the Bank’s obligations under this Policy were so suspended, and (ii) reinstate in whole any of its obligations to the Employee which were suspended.

(c)If the Employee is removed and/or permanently prohibited from participating in the conduct of the Bank’s affairs by an order issued under 12 U.S.C. § 1818(e)(4) or (g)(1), all obligations of the Bank to the Employee under this Policy shall terminate as of the effective date of the order, other than vested rights of the parties accrued as of such effective date, which shall not be affected.

(d)If the Bank is in default (as defined in section 3(x)(1) of the Federal Deposit Insurance Act (the “FDIA”)), all obligations of the Bank under this Policy shall terminate as of the date of such default, but this Section 3.1(d) shall not affect any vested rights of the Employee accrued as of such date of default.

(e)All obligations of the Bank under this Policy shall be terminated, except to the extent it is determined that continuation of the Policy is necessary to the continued operation of the Bank, (i) by the director of the Federal Deposit Insurance Corporation (the “FDIC”) or his or her designee (“Director”) at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Bank under the authority contained in Section 13(c) of the FDIA; or (ii) by the Director at the time the Director approves a supervisory merger to resolve problems related to operation of the Bank or when the Bank is determined by the Director to be in an unsafe or unsound condition; provided, however, that this Section 3.1(e) shall not affect any vested rights of the Employee accrued as of such date of termination.

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(f)All obligations under this Policy are further subject to such conditions, restrictions, limitations and forfeiture provisions as may separately apply pursuant to any applicable state banking laws.

(g)Notwithstanding any other provision of this Policy to the contrary, any payments made to the Employee pursuant to this Policy or otherwise are subject to and conditioned upon their compliance with 12 U.S.C. § 1828(k) and any regulations promulgated thereunder.

3.2 Review

This Policy will be reviewed periodically, but in no event less than once every twelve (12) months, and may be amended or terminated by the Board of Directors of the Bank in accordance with Section 5.4(f) hereof.

4.	Policy Administration

4.1 Authority

a.	Bank President and Chief Executive Officer (“President”) has been delegated authority from the Board of Directors to implement the Flushing Bank Specified Officer Change In Control Severance Policy and the President has delegated oversight of the Flushing Bank Specified Officer Change In Control Severance Policy to the Chief Operating Officer.
b.	The Chief Operating Officer has designated the Director of Human Resources as the individual responsible for ensuring compliance with this Policy (the “Compliance Officer”). The duties of the Compliance Officer include the following: administering this Policy and monitoring and enforcing compliance with all Policy provisions and procedures; responding to all inquiries relating to this Policy; and recommending to the Board of Directors of the Bank revisions to this Policy as deemed necessary or appropriate.
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4.2Responsibility and Accountability

a.	The Board of Directors of the Bank provides oversight of the Bank’s activities including activities which pertain to the Flushing Bank Specified Officer Change In Control Severance Policy.
b.	The Director of Human Resources
---	---

The Director of Human Resources is responsible for monitoring and tracking all matters that relates to the Flushing Bank Specified Officer Change In Control Severance Policy.

5.	Policy Standards

5.1Severance Benefits

In the event the Employee’s employment with the Company and any of its subsidiaries (including the Bank) is terminated within two years following a Change of Control (i) by the Company or any of its subsidiaries (including the Bank) other than by reason of the death or Disability of the Employee and other than for Cause, or (ii) by the Employee for Good Reason, the Bank shall provide and pay to the Employee the following:

(a)the Employee’s earned but unpaid current salary as of the date of termination, plus an amount representing any accrued but unpaid vacation time, which amounts shall be paid within thirty days of termination;

(b)the benefits, if any, to which the Employee is entitled as a former employee under the Company’s and subsidiaries’ (including the Bank’s) employee benefit plans and programs and compensation plans and programs, which shall be paid in accordance with the terms of such plans and programs;

(c)continued health and welfare benefits (including group life, disability, medical and dental benefits), in addition to that provided in paragraph (b) above, to the extent necessary to provide coverage for the

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Employee for the number of months equal to the number of months of salary payable to the Employee pursuant to paragraph (d) below (the “Severance Period”). Such benefits shall be provided through the purchase of insurance, and shall be equivalent to the health and welfare benefits (including cost-sharing percentages) provided to active employees of the Bank (or any successor thereof) as from time to time in effect during the Severance Period. Where the amount of such benefits is based on salary, they shall be provided to the Employee based on the highest annual rate of salary achieved by the Employee during the period of the Employee’s employment with the Bank or its subsidiaries. If the Employee had dependent coverage in effect at the time of his or her termination of employment, the Employee shall have the right to elect to continue such dependent coverage for the Severance Period. The benefits to be provided under this paragraph (c) shall cease to the extent that in the judgment of the Bank substantially equivalent benefits are provided to the Employee (and/or his/her dependents) by a subsequent employer of the Employee, who shall certify a description thereof to the Bank; and

(d)within thirty days following the Employee’s termination of employment, a cash lump sum payment in an amount equal to one month’s salary for each full year of continuous service completed with the Company or any of its subsidiaries (including the Bank or any predecessor of the Bank), but in no event less than 12 months’ salary or more than 18 months’ salary, such salary to be the greater of the Employee’s salary immediately prior to the Change of Control or the Employee’s salary at the date of such termination.

Notwithstanding the foregoing, the benefits provided to the Employee under this Section 3 shall be reduced if and to the extent that a nationally recognized firm of compensation consultants or auditors designated by the Company or the Bank determines that such reduction will result in a greater net after-tax benefit to the Employee than the Employee would obtain in the absence of such reduction, taking into account any excise tax payable by the Employee under Internal Revenue Code Section 4999.

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5.2No Effect on Employee Benefit Plans or Compensation Programs.

Except as expressly provided in this Policy, the termination of the Employee’s employment, whether by the Company or any of its subsidiaries (including the Bank) or by the Employee, shall have no effect on the rights and obligations of the parties hereto under the employee benefit plans or programs or compensation plans or programs (whether or not employee benefit plans or programs) that the Company or any subsidiary (including the Bank) may maintain from time to time.

5.3No Right to Employment.

Nothing in this Policy shall be construed as giving the Employee the right to be retained in the employment of the Company or any of its subsidiaries (including the Bank), nor shall it affect the right of the Company or any of its subsidiaries (including the Bank) to terminate the Employee’s employment with or without cause.

5.4Miscellaneous

(a)Successors. This Policy shall inure to the benefit of and be binding upon the Employee and his legal representatives and the Company and the Bank, their successors and assigns, including any successor by merger or consolidation or a statutory receiver or any other person or firm or corporation to which all or substantially all of the assets and business of the Company or the Bank may be sold or otherwise transferred.

(b)Waiver. The Waiver by any party of a breach of any provision of this Policy shall not operate or be construed as a waiver of any subsequent breach of this Policy.

(c)Severability. The invalidity or unenforceability of any provision of this Policy shall not affect the validity or enforceability of any other provision of this Policy, which shall remain in full force and effect.

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(d)Headings and References. The headings of the sections of this Policy are inserted for convenience only and shall not be deemed to constitute a part of this Policy.

(e)Entire Policy. This Policy constitutes the entire policy, agreement and understanding of the parties with respect to the matters contemplated herein, and supersedes all prior policies, agreements, arrangements and understandings related to the subject matter hereof.

(f)Amendment or Termination. The Board of Directors of the Bank may amend or terminate this Policy at any time prior to a Change of Control. This Policy may not be amended or terminated at any time after a Change of Control in any manner adverse to the Employee without the consent of such Employee.

(g)Governing Law. This Policy shall be governed by the laws of the State of New York, without reference to conflicts of law principles.

(h)Withholding. The Employee agrees that the Bank may withhold from any payment required to be made to the Employee pursuant to this Policy all federal, state, local and/or other taxes which the Bank determines are required to be withheld in accordance with applicable statutes and/or regulations in effect from time to time.

5.5Guarantee.

The Company hereby agrees to guarantee the payment by the Bank of any benefits and compensation to which the Employee is entitled under this Policy.

5.6Compliance with Code Section 409A.

(a)Notwithstanding the provisions of section 5.1, if the Employee is a specified employee within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”), as determined by the Board in accordance with the election made by the Bank for determining specified employees, any amounts payable under section

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5.1(d) (and any other payments to which the Employee may be entitled) which constitute “deferred compensation” within the meaning of Section 409A and which are otherwise scheduled to be paid during the first six months following the Employee’s termination of employment (other than any payments that are permitted under Section 409A to be paid within six months following termination of employment of a specified employee) shall be suspended until the six-month anniversary of the Employee’s termination of employment (or the Employee’s death if sooner), at which time all payments that were suspended shall be paid to the Employee (or his estate) in a lump sum, together with interest on each suspended payment at the prime rate (as reported in the Wall Street Journal) from the date of suspension to the date of payment.

(b)A termination of employment shall not be deemed to have occurred for purposes of any provision of this Policy providing for the payment of any amounts or benefits upon or following a termination of employment unless such termination is also a “separation from service” (within the meaning of Code Section 409A).

(c)For purposes of Section 409A, each payment under section 5.1(d) will be treated as a separate payment.

(d)It is intended that this Policy comply with the provisions of Section 409A and the regulations and guidance of general applicability issued thereunder so as to not subject the Employee to the payment of additional interest and taxes under Section 409A, and in furtherance of this intent, this Policy shall be interpreted, operated and administered in a manner consistent with these intentions.

6.	Definitions

6.1“Cause” means the Employee’s (i) intentional engagement in dishonest conduct or willful misconduct, (ii) breach of fiduciary duty involving personal profit, (iii) insubordination or intentional failure to perform stated duties, (iv) willful violation of the Bank’s rules and policies and other applicable laws, rules, or regulations, (v) conviction (including entry of a guilty or nolo contendere plea) of a felony or any crime

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involving dishonesty or moral turpitude, (vi) material breach of any provision of any Bank policy or employment agreement with the Bank, or (vii) poor performance.

6.2“Change of Control” means:

(i)the acquisition of all or substantially all of the assets of the Bank or the Company by any person or entity, or by any persons or entities acting in concert;

(ii)the occurrence of any event if, immediately following such event, a majority of the members of the Board of Directors of the Bank or the Company, as the case may be, or of any successor corporation shall consist of persons other than Current Members, respectively (for these purposes, a “Current Member” shall mean any member of the Board of Directors of the Bank or the Company as of June 1, 2018 and any successor of a Current Member whose nomination or election has been approved by a majority of the Current Members then on the respective Board of Directors);

(iii)the acquisition of beneficial ownership, directly or indirectly (as provided in Rule 13d-3 under the Securities Exchange Act of 1934 (the “Act”), or any successor rule), of 25% or more of the total combined voting power of all classes of stock of the Bank or the Company by any person or group deemed a person under Section 13(d)(3) of the Act; or

(iv)the consummation of a merger or consolidation of the Bank or the Company with another corporation where the stockholders of

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the Bank or the Company, immediately prior to the merger or consolidation, do not beneficially own, directly or indirectly, immediately after the merger or consolidation, shares entitling such stockholders to 50% or more of the total combined voting power of all classes of stock of the surviving corporation.

6.3“Disability” means termination under circumstances in which the Employee would qualify for disability benefits under one or more disability programs maintained by the Company or any subsidiary (including the Bank) employing the Employee.

6.4“Good Reason” means:

(i)a reduction by the Company or any subsidiary (including the Bank) in the Employee’s annual base salary as in effect immediately prior to a Change of Control; or

(ii)the failure of the Company or any subsidiary (including the Bank) to maintain the Employee’s principal place of employment within 50 miles as in effect immediately prior to a Change of Control. 11

Exhibit 10.2

​

POLICY TITLE	Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents of Flushing Bank
POLICY TYPE	BOARD (Bank)
GROUP	Human Resources	Policy Number	​
		​	​	Approval Date	July 2025
DIVISION	Human Resources	Effective Date	July 2025
		​	​	Last Revision	July 2025
Policy Owner	Chief Operating Officer

​

1.	Purpose

The purpose of this Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents (the “Plan”) is to provide an equitable measure of compensation for eligible employees of Flushing Bank (the “Bank”) or Flushing Financial Corporation (the “Company”) whose employment has been terminated within one year after a Change of Control.

2.	Policy Scope

2.1Employees Covered

An employee shall be eligible to receive the severance benefits described in Section 5.1 of this Plan if:

(i)the employee was employed by the Bank or the Company in good standing immediately prior to a Change of Control at the level of Senior Vice President, Vice President or Assistant Vice President,

(ii)the employee is not (i) a party to an employment agreement with the Bank or the Company or (ii) eligible to receive benefits under the Flushing Bank Specified Officer Change in

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Control Severance Policy, on the date of termination of the employee’s employment,

(iii)the employee completed at least one year of service with the Bank or the Company prior to termination of the employee’s employment,

(iv)the employee’s employment was terminated within one year following a Change of Control, and

(v)the employee’s employment was terminated (i) by the Bank or the Company other than by reason of the death, or Disability of the employee and other than for Cause, or (ii) by the employee for Good Reason.

2.2Effective Date

The Effective Date of the Plan is the date indicated above.

2.3Amendment; Termination

The Board of Directors of the Bank may amend or terminate this Plan at any time prior to a Change of Control.  This Plan may not be amended or terminated at any time after a Change of Control in any manner adverse to an employee without the consent of such employee.

3.	Policy Statement

The Bank will provide certain severance benefits to employees covered by this Plan who become eligible for the payment of such benefits following the occurrence of a Change of Control in accordance with the terms hereof. The payment of benefits under this Plan is guaranteed by the Company.

3.1Exceptions to This Policy

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(a)Notwithstanding any other provision of this Policy to the contrary, this Section 3.1 shall apply at all times, during the Term.

(b)If the Employee is suspended and/or temporarily prohibited from participating in the conduct of the affairs of the Bank by a notice served under 12 U.S.C. § 1818(e)(3) and (g)(1), the Bank’s obligations to the Employee under this Policy shall be suspended as of the date of such service unless stayed by appropriate proceedings.  If the charges in such notice are dismissed, the Bank shall (i) pay the Employee all of the compensation payable under this Policy that was withheld while the Bank’s obligations under this Policy were so suspended, and (ii) reinstate in whole any of its obligations to the Employee which were suspended.

(c)If the Employee is removed and/or permanently prohibited from participating in the conduct of the Bank’s affairs by an order issued under 12 U.S.C. § 1818(e)(4) or (g)(1), all obligations of the Bank to the Employee under this Policy shall terminate as of the effective date of the order, other than vested rights of the parties accrued as of such effective date, which shall not be affected.

(d)If the Bank is in default (as defined in section 3(x)(1) of the Federal Deposit Insurance Act (the “FDIA”)), all obligations of the Bank under this Policy shall terminate as of the date of such default, but this Section 3.1(d) shall not affect any vested rights of the Employee accrued as of such date of default.

(e)All obligations of the Bank under this Policy shall be terminated, except to the extent it is determined that continuation of the Policy is necessary to the continued operation of the Bank, (i) by the director of the Federal Deposit Insurance Corporation (the “FDIC”) or his or her designee (“Director”) at the time the FDIC enters into an agreement to provide assistance to or on behalf of the Bank under the authority contained in Section 13(c) of the FDIA; or (ii) by the Director at the time the Director approves a supervisory merger to resolve problems related to operation of the Bank or when the Bank is determined by the Director to be in an unsafe or unsound condition; provided, however, that this Section

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3.1(e) shall not affect any vested rights of the Employee accrued as of such date of termination.

(f)All obligations under this Policy are further subject to such conditions, restrictions, limitations and forfeiture provisions as may separately apply pursuant to any applicable state banking laws.

(g)Notwithstanding any other provision of this Policy to the contrary, any payments made to the Employee pursuant to this Policy or otherwise are subject to and conditioned upon their compliance with 12 U.S.C. § 1828(k) and any regulations promulgated thereunder.

3.2Review

This Plan will be reviewed periodically, but in no event less than once every twelve (12) months, and may be amended or terminated by the Board of Directors of the Bank in accordance with Section 2.3 hereof.

4.	Policy Administration

4.1 Authority

a.	Bank President and Chief Executive Officer (“President”) has been delegated authority from the Board of Directors to implement the Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents of Flushing Bank and the President has delegated oversight of the Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents of Flushing Bank to the Chief Operating Officer.
b.	The Chief Operating Officer has designated its Director of Human Resources as the individual responsible for ensuring compliance with this Plan (the “Compliance Officer”).  The duties of the Compliance Officer include the following: administering this Plan and monitoring and enforcing compliance with all Plan provisions
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and procedures; responding to all inquiries relating to this Plan; and recommending to the Board of Directors of the Bank revisions to this Plan as deemed necessary or appropriate.

4.2Responsibility and Accountability

a.	The Board of Directors of the Bank provides oversight of the Bank’s activities including activities which pertain to the Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents of Flushing Bank.
b.	The Business Owners
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The Director of Human Resources is responsible for monitoring and tracking all matters that relates to the Employee Severance Compensation Plan for Senior Vice Presidents, Vice Presidents and Assistant Vice Presidents of Flushing Bank.

5.	Policy Standards

5.1Severance Benefits

(a)Employees eligible pursuant to Section 2 shall be entitled to receive from the Bank a cash lump sum severance payment equal to two weeks of Pay for each full year of continuous service completed with the Bank or the Company or any predecessor of the Bank, up to a maximum benefit of 12 months of Pay in the case of Senior Vice Presidents and Vice Presidents or 6 months of Pay in the case of Assistant Vice Presidents, which shall be paid within thirty days of the Employee’s termination of employment; provided, however, that in the case of any such employee who is covered by this Policy and whose employment with the Bank in any capacity described in Section 2 commenced prior to July 1, 2025, the two week period referenced above shall be one month and the maximum benefit shall be 12 months of Pay, which shall be paid within thirty days of the Employee’s termination  of employment.

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(b)The severance payment described above in paragraph (a) shall be payable in addition to, and not in lieu of, all other accrued or vested or earned but deferred compensation, rights, options, or other benefits which may be owed to the employee following termination.

(c)Employees eligible pursuant to Section 2 shall be entitled to receive from the Bank continued health and welfare benefits (including group life, disability, medical and dental benefits) to the extent necessary to provide coverage for the Employee for the number of months equal to the number of months of Pay payable to the Employee pursuant to paragraph (a) above up to a maximum period of six months (the “Benefits Coverage Period”).  Such benefits shall be provided through the purchase of insurance and shall be equivalent to the health and welfare benefits (including cost-sharing percentages) provided to active employees of the Bank (or any successor thereof) as from time to time in effect during the Benefits Coverage Period.  Where the amount of such benefits is based on salary, they shall be provided to the Employee based on the highest annual rate of salary achieved by the Employee during the period of the Employee’s employment with the Bank or its subsidiaries.  If the Employee had dependent coverage in effect at the time of his or her termination of employment, the Employee shall have the right to elect to continue such dependent coverage for the Benefits Coverage Period.  The benefits to be provided under this paragraph (c) shall cease to the extent that in the judgment of the Bank substantially equivalent benefits are provided to the Employee (and/or his/her dependents) by a subsequent employer of the Employee, who shall certify a description thereof to the Bank.

(d)No employee shall be required to mitigate, by seeking employment or otherwise, the amount of any payment that the Bank becomes obligated to make under this Plan, and amounts to be paid to an employee pursuant to this Plan shall not be reduced by reason of the employee’s obtaining other employment or receiving similar payments or benefits from another employer.

5.2Withholding

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The Bank shall have the right to deduct from all payments under this Plan any taxes required by law to be withheld from such payments.

5.3No Right to Employment

Nothing in this Plan shall be construed as giving any person the right to be retained in the employment of the Bank or the Company, nor shall it affect the right of the Bank or the Company to terminate an employee’s employment with or without Cause.

5.4Nonassignability

Benefits under this Plan may not be assigned by the employee.  The terms and conditions of this Plan shall be binding on the successors and assigns of the Bank.

5.5Severability

In the event that any provision of this Plan shall be held to be invalid or unenforceable for any reason, in whole or in part, the remaining provisions of this Plan shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by law.

5.6Construction

The Board of Directors of the Bank shall have sole and full authority to interpret and construe this Plan.  Any such interpretation or construction shall be final and conclusive.

5.7Governing Law

This Plan shall be governed by the laws of the State of New York, without reference to conflicts of law principles.

5.8Guarantee

The Company shall guarantee the payment by the Bank of any benefits to which an employee is entitled under this Plan.

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5.9Compliance with Section 409A

(a)Notwithstanding the provisions of Section 5.1 of this Plan, if the employee is a specified employee within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”), as determined by the Board of Directors of the Bank in accordance with the election made by the Bank for determining specified employees, any amounts payable under Section 5.1 of this Plan which constitute “deferred compensation” within the meaning of Section 409A and which are otherwise scheduled to be paid during the first six months following the employee’s termination of employment (other than any payments that are permitted under Section 409A to be paid within six months following termination of employment of a specified employee) shall be suspended until the six-month anniversary of the employee’s termination of employment (or the employee’s death if sooner), at which time all payments that were suspended shall be paid to the employee (or her estate) in a lump sum, together with interest on each suspended payment at the prime rate (as reported in the Wall Street Journal) from the date of suspension to the date of payment.

(b)A termination of employment shall not be deemed to have occurred for purposes of any provision of this Plan providing for the payment of any amounts or benefits upon or following a termination of employment unless such termination is also a “separation from service” (within the meaning of Code Section 409A).

(c)It is intended that this Plan comply with the provisions of Section 409A and the regulations and guidance of general applicability issued thereunder so as to not subject the employee to the payment of additional interest and taxes under Section 409A, and in furtherance of this intent, this Plan shall be interpreted, operated and administered in a manner consistent with these intentions.

6.	Definitions

6.1“Cause” means intentional engagement in dishonest conduct, insubordination, willful misconduct, breach of fiduciary duty

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involving personal profit, intentional failure to perform duties, or commission of an act which would constitute a felony.

6.2“Change of Control” means:

(i)the acquisition of all or substantially all of the assets of the Bank or the Company by any person or entity, or by any persons or entities acting in concert;

(ii)the occurrence of any event if, immediately following such event, a majority of the members of the Board of Directors of the Bank or the Company or of any successor corporation shall consist of persons other than Current Members (for these purposes, a “Current Member” shall mean any member of the Board of Directors of the Bank or the Company as of June 1, 2018and any successor of a Current Member whose nomination or election has been approved by a majority of the Current Members then on the Board of Directors);

(iii)the acquisition of beneficial ownership, directly or indirectly (as provided in Rule 13d-3 under the Securities Exchange Act of 1934 (the “Act”), or any successor rule), of 25% or more of the total combined voting power of all classes of stock of the Bank or the Company by any person or group deemed a person under Section 13(d)(3) of the Act; or

(iv)the consummation of a merger or consolidation of the Bank or the Company with another corporation where the stockholders of the Bank or the Company, immediately prior to the merger or consolidation, do not beneficially

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own, directly or indirectly, immediately after the merger or consolidation, shares entitling such stockholders to 50% or more of the total combined voting power of all classes of stock of the surviving corporation.

6.3“Disability” means termination under circumstances in which the employee would qualify for disability benefits under one or more disability programs maintained by the Company or the Bank.

6.4“Good Reason” means (i) a reduction by the Bank or the Company in the employee’s Pay, as in effect immediately prior to a Change of Control, or (ii) the failure of the Bank or Company to maintain the employee’s principal place of employment within 50 miles, as in effect immediately prior to a Change of Control.

6.5“Pay” means the regular hourly wage of an employee or, if the employee is salaried, the annual base salary of the employee, as in effect immediately prior to a Change of Control, and does not include in either case overtime, bonuses, or other premium wage payments. 10

Exhibit 31.1

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FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

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CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

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I, John R. Buran, certify that:

​

1. I have reviewed this quarterly report on Form 10-Q of Flushing Financial Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

​

Date:   August 7, 2025		By:	/s/John R. Buran
​	​	​	John R. Buran
​	​	​	President and Chief Executive Officer

​

Exhibit 31.2

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FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

​

CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

​

I, Susan K. Cullen, certify that:

​

1. I have reviewed this quarterly report on Form 10-Q of Flushing Financial Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

​

Date:   August 7, 2025		By:	/s/Susan K. Cullen
​	​	​	Susan K. Cullen
​	​	​	Senior Executive Vice President, Treasurer and Chief
​	​	​	Financial Officer

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Exhibit 32.1

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FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

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CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

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In connection with the Quarterly Report of Flushing Financial Corporation (the “Corporation”) on Form 10-Q for the period ended June 30, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John R. Buran, Chief Executive Officer of the Corporation, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

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(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

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(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation.

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By:	/s/John R. Buran	​
​	John R. Buran	​
​	Chief Executive Officer	​
​	August 7, 2025	​

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Exhibit 32.2

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FLUSHING FINANCIAL CORPORATION and SUBSIDIARIES

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CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

​

In connection with the Quarterly Report of Flushing Financial Corporation (the “Corporation”) on Form 10-Q for the period ended June 30, 2025 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Susan K. Cullen, Chief Financial Officer of the Corporation, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

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(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

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(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation.

​

​	​	​
By:	/s/Susan K. Cullen	​
​	Susan K. Cullen	​
​	Chief Financial Officer	​
​	August 7, 2025	​

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