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(State or Other Jurisdiction of Incorporation)
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(Commission File No.) Identification No.)
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(I.R.S. Employer
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(Address of Principal Executive Offices)
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(Zip Code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of class
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Trading symbol
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Name of exchange on which registered
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| Item 2.02 |
Results of Operations and Financial Condition
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| Item 9.01 |
Financial Statements and Exhibits
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Exhibit No.
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Description
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Press release dated April 23, 2024
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| Exhibit Number Description | |
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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GREENE COUNTY BANCORP, INC.
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| DATE: April 23, 2024 | By: |
/s/ Donald E. Gibson
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Donald E. Gibson
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President and Chief Executive Officer
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| • |
Net Income: $18.0 million for the nine months ended March 31, 2024
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| • |
Total Assets: $2.9 billion at March 31, 2024, a new record high
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| • |
Net Loans: $1.5 billion at March 31, 2024, a new record high
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| • |
Return on Average Assets: 0.91% for the nine months ended March 31, 2024
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| • |
Return on Average Equity: 12.69% for the nine months ended March 31, 2024
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| • |
Net interest income decreased $2.9 million to $12.3 million
for the three months ended March 31, 2024 from $15.2 million for the three months ended March 31, 2023. Net interest income decreased $8.9 million to $38.1 million for the nine months ended March 31, 2024 from $47.0 million for the nine
months ended March 31, 2023. The decrease in net interest income was due to an increase in the average balance of interest-bearing liabilities, which increased $89.5 million and $85.6 million when comparing the three and nine months ended
March 31, 2024 and 2023, respectively, and increases in rates paid on interest-bearing liabilities, which increased 118 and 137 basis points when comparing the three and nine months ended March 31, 2024 and 2023, respectively. The decrease
in net interest income was partially offset by increases in the average balance of interest-earning assets, which increased $80.5 million and $76.5 million when comparing the three and nine months ended March 31, 2024 and 2023,
respectively, and increases in interest rates on interest-earning assets, which increased 53 and 69 basis points when comparing the three and nine months ended March 31, 2024 and 2023, respectively.
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| • |
Net interest rate spread and margin both decreased when
comparing the three and nine months ended March 31, 2024 and 2023. Net interest rate spread decreased 65 and 68 basis points to 1.66% and 1.75% for the three and nine months ended March 31, 2024, as compared to 2.31% and 2.43% for the three
and nine months ended March 31, 2023, respectively. Net interest margin decreased 53 and 54 basis points to 1.90% and 1.99% for the three and nine months ended March 31, 2024, as compared to 2.43% and 2.53% for the three and nine months
ended March 31, 2023, respectively. The decrease was due to the higher interest rate environment, which caused competitive pressure to increase rates paid on deposits, resulting in higher interest expense. This was partially offset by
increases in interest income on loans and securities, as they reprice at higher yields and the interest rates earned on new balances were higher than the low levels from the prior period.
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| • |
Net interest income on a taxable-equivalent basis includes the
additional amount of interest income that would have been earned if the Company’s investment in tax-exempt securities and loans had been subject to federal and New York State income taxes yielding the same after-tax income. Tax equivalent
net interest margin was 2.20% and 2.66% for the three months ended March 31, 2024 and 2023, respectively, and was 2.25% and 2.73% for the nine months ended March 31, 2024 and 2023, respectively.
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| • |
The Company adopted the Current Expected Credit Loss (CECL) accounting standard effective July 1, 2023. As a result of the day-one CECL adjustment, the Company recognized a $1.3 million
decrease to the allowance for credit losses on loans, a $503,000 increase to the allowance for credit losses on investment securities held-to-maturity, a $1.5 million increase to the reserve for unfunded loan commitments, and a $510,000
decrease to retained earnings, net of $186,000 in deferred income taxes, compared to fiscal year end June 30, 2023.
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| • |
Provision for credit losses on loans amounted to $277,000 for
the three months ended March 31, 2024 and a benefit of $944,000 for the three month ended March 31, 2023. Provision for credit losses on loans amounted to $922,000 for the nine months ended March 31, 2024 and a benefit of $1.2 million for
the nine months ended March 31, 2023. The loan provision for the nine months ended March 31, 2024 was primarily due to the growth in gross loans, offset by improvements in the economic forecasts. The allowance for credit losses on loans to
total loans receivable was 1.38% at March 31, 2024 compared to 1.51% at June 30, 2023 and 1.42% at day-one CECL adoption (July 1, 2023).
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| • |
Loans classified as substandard and special mention totaled
$51.6 million at March 31, 2024 and $41.9 million at June 30, 2023, an increase of $9.7 million. There were no loans classified as doubtful or loss at March 31, 2024 or June 30, 2023.
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| • |
Net charge-offs on loans amounted to $204,000 and $190,000 for
the three months ended March 31, 2024 and 2023, respectively, an increase of $14,000. Net charge-offs on loans totaled $420,000 and $407,000 for the nine months ended March 31, 2024 and 2023, respectively. There were no significant charge
offs in any loan segment during the three and nine months ended March 31, 2024.
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| • |
Nonperforming loans amounted to $5.6 million at March 31,
2024 and $5.5 million at June 30, 2023. The activity in nonperforming loans during the period included $482,000 in loan repayments, $93,000 in loans returning to performing status, $182,000 in charge-offs or transfers to foreclosed, and
$940,000 of loans placed into nonperforming status. At March 31, 2024 and June 30, 2023, nonperforming assets were 0.21% of total assets. Nonperforming loans were 0.39% of net loans at March 31, 2024 and June 30, 2023.
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| • |
Noninterest income increased $353,000, or 11.5%, to $3.4
million for the three months ended March 31, 2024 compared to $3.1 million for the three months ended March 31, 2023. Noninterest income increased $1.1 million, or 12.6%, to $10.2 million for the nine months ended March 31, 2024 compared to
$9.1 million for the nine months ended March 31, 2023. The increase during the three and nine months ended March 31, 2024 was primarily due to an increase in fee income earned on customer interest rate swap contracts and income from bank
owned life insurance.
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| • |
Noninterest expense decreased $622,000, or 6.3%, to $9.2
million for the three months ended March 31, 2024 compared to $9.9 million for the three months ended March 31, 2023. Noninterest expense decreased $1.2 million, or 4.2%, to $27.4 million for the nine months ended March 31, 2024, compared
to $28.6 million for the nine months ended March 31, 2023. The decrease during the three and nine months ended March 31, 2024 was primarily due to a decrease in
legal and professional fees, and a benefit from reducing the reserve for unfunded loan commitments included in other expense, as compared to the three and nine months ended March 31, 2023. This was partially offset by the increase in FDIC insurance premiums as compared to the three and nine months ended March 31, 2023.
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| • |
Provision for income taxes reflects the expected tax
associated with the pre-tax income generated for the given period and certain regulatory requirements. The effective tax rate was 5.2% and 9.8% for the three and nine months ended March 31, 2024 and 13.7% and 15.0% for the three and nine
months ended March 31, 2023. The statutory tax rate is impacted by the benefits derived from tax-exempt bond and loan income, the Company’s real estate investment trust subsidiary income, and income received on the bank owned life
insurance, to arrive at the effective tax rate. The decrease in the current quarter’s effective tax rate primarily reflected a higher mix of tax-exempt income
from municipal bonds, tax advantage loans and bank-owned life insurance in proportion to pre-tax income.
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| • |
Total assets of the Company were $2.9 billion at March 31,
2024 and $2.7 billion at June 30, 2023, an increase of $173.2 million, or 6.4%.
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| • |
Total cash and cash equivalents for the Company were $255.8
million at March 31, 2024 and $196.4 million at June 30, 2023. The Company has continued to maintain strong capital and liquidity positions as of March 31, 2024.
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| • |
Securities available-for-sale and held-to-maturity for the
Company were $1.0 billion at March 31, 2024 and June 30, 2023. Securities purchases totaled $194.5 million during the nine months ended March 31, 2024 and consisted primarily of $158.4 million of state and political subdivision securities,
$26.5 million of U.S. Treasury securities, $6.0 million of mortgage-backed securities and $3.6 million of corporate debt securities. Principal pay-downs and maturities during the nine months ended March 31, 2024 amounted to $156.4 million,
primarily consisting of $141.1 million of state and political subdivision securities, $2.0 million of collateralized mortgage obligations, and $13.3 million of mortgage-backed securities.
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| • |
Net loans receivable increased $69.6 million, or 5.0%, to $1.5
billion at March 31, 2024 from $1.4 billion at June 30, 2023. The loan growth experienced during the nine months consisted primarily of $42.4 million in commercial real estate loans, $20.6 million in residential real estate loans, and $4.8
million in home equity loans.
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| • |
Deposits totaled $2.6 billion at March 31, 2024 and $2.4
billion at June 30, 2023, an increase of $119.9 million, or 4.9%. NOW deposits increased $194.4 million, or 11.2% and money market deposits increased $1.0 million, or 0.9%, when comparing March 31, 2024 and June 30, 2023. Savings deposits
decreased $43.3 million, or 14.5%, noninterest-bearing deposits decreased $27.6 million, or 17.3%, and certificates of deposits decreased $4.6 million, or 3.6%, when comparing March 31, 2024 and June 30, 2023. As of March 31, 2024, the brokered deposit balance amounted to $120.0 million, which was included in NOW deposits. As of
June 30, 2023, the brokered deposit balance amounted to $60.0 million, which was included in certificates of deposits. The Company maintains an increased level of brokered deposits from several available sources as an alternative to
borrowed funds, and uses the funds to support loan growth, overall liquidity and a higher cash position.
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| • |
Borrowings for the Company amounted to $85.8 million at March 31, 2024 compared to $49.5 million at June 30, 2023, an increase of $36.3 million. At March 31, 2024, borrowings included $49.6 million of
Fixed-to-Floating Rate Subordinated Notes, $27.0 million in the Bank Term Funding Program with the Federal Reserve Bank, and $9.2 million of long-term borrowings with the FHLB.
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| • |
Shareholders’ equity increased to $199.2 million at March 31,
2024 from $183.3 million at June 30, 2023, resulting primarily from net income of $18.0 million and a decrease in accumulated other comprehensive loss of $991,000, partially offset by dividends declared and paid of $2.6 million and the
day-one CECL adoption impact of $510,000.
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|
At or for the Three Months
Ended March 31,
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At or for the Nine Months
Ended March 31,
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|||||||||||||||
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Dollars in thousands, except share and per share data
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2024
|
2023
|
2024
|
2023
|
||||||||||||
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Interest income
|
$
|
26,071
|
$
|
21,933
|
$
|
76,336
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$
|
61,101
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||||||||
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Interest expense
|
13,776
|
6,707
|
38,214
|
14,118
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||||||||||||
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Net interest income
|
12,295
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15,226
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38,122
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46,983
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Provision for credit losses6
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290
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(944
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)
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917
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(1,199
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)
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Noninterest income
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3,412
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3,059
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10,189
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9,052
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Noninterest expense
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9,234
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9,856
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27,405
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28,604
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Income before taxes
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6,183
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9,373
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19,989
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28,630
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Tax provision
|
322
|
1,282
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1,952
|
4,305
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||||||||||||
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Net income
|
$
|
5,861
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$
|
8,091
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$
|
18,037
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$
|
24,325
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Basic and diluted EPS
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$
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0.34
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$
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0.48
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$
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1.06
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$
|
1.43
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Weighted average shares outstanding
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17,026,828
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17,026,828
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17,026,828
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17,026,828
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Dividends declared per share 4
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$
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0.08
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$
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0.07
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$
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0.24
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$
|
0.21
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Selected Financial Ratios
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||||||||||||||||
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Return on average assets1
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0.88
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%
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1.25
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%
|
0.91
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%
|
1.26
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%
|
||||||||
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Return on average equity1
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11.92
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%
|
18.61
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%
|
12.69
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%
|
19.51
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%
|
||||||||
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Net interest rate spread1
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1.66
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%
|
2.31
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%
|
1.75
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%
|
2.43
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%
|
||||||||
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Net interest margin1
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1.90
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%
|
2.43
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%
|
1.99
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%
|
2.53
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%
|
||||||||
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Fully taxable-equivalent net interest margin2
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2.20
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%
|
2.66
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%
|
2.25
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%
|
2.73
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%
|
||||||||
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Efficiency ratio3
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58.79
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%
|
53.90
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%
|
56.73
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%
|
51.05
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%
|
||||||||
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Non-performing assets to total assets
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0.21
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%
|
0.19
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%
|
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Non-performing loans to net loans
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0.39
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%
|
0.34
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%
|
||||||||||||
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Allowance for credit losses on loans to non-performing loans6
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361.45
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%
|
450.87
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%
|
||||||||||||
|
Allowance for credit losses on loans to total loans6
|
1.38
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%
|
1.50
|
%
|
||||||||||||
|
Shareholders’ equity to total assets
|
6.94
|
%
|
6.55
|
%
|
||||||||||||
|
Dividend payout ratio4
|
22.64
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%
|
14.69
|
%
|
||||||||||||
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Actual dividends paid to net income5
|
14.50
|
%
|
6.76
|
%
|
||||||||||||
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Book value per share
|
$
|
11.70
|
$
|
10.49
|
||||||||||||
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For the three months ended
March 31,
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For the nine months ended
March 31,
|
|||||||||||||||
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(Dollars in thousands)
|
2024
|
2023
|
2024
|
2023
|
||||||||||||
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Net interest income (GAAP)
|
$
|
12,295
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$
|
15,226
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$
|
38,122
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$
|
46,983
|
||||||||
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Tax-equivalent adjustment
|
1,897
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1,400
|
5,051
|
3,808
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||||||||||||
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Net interest income (fully taxable-equivalent basis)
|
$
|
14,192
|
$
|
16,626
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$
|
43,173
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$
|
50,791
|
||||||||
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Average interest-earning assets
|
$
|
2,583,271
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$
|
2,502,802
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$
|
2,556,441
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$
|
2,479,919
|
||||||||
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Net interest margin (fully taxable-equivalent basis)
|
2.20
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%
|
2.66
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%
|
2.25
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%
|
2.73
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%
|
||||||||
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At
March 31, 2024
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At
June 30, 2023
|
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(Dollars In thousands, except share data)
|
||||||||
|
Assets
|
||||||||
|
Cash and due from banks
|
$
|
11,234
|
$
|
15,305
|
||||
|
Interest-bearing deposits
|
244,589
|
181,140
|
||||||
|
Total cash and cash equivalents
|
255,823
|
196,445
|
||||||
|
Long term certificate of deposit
|
3,083
|
4,576
|
||||||
|
Securities available-for-sale, at fair value
|
345,519
|
281,133
|
||||||
|
Securities held-to-maturity, at amortized cost, net of allowance for credit losses of $498 at March 31, 20246
|
700,371
|
726,363
|
||||||
|
Equity securities, at fair value
|
343
|
306
|
||||||
|
Federal Home Loan Bank stock, at cost
|
2,219
|
1,682
|
||||||
|
Loans receivable
|
1,477,635
|
1,408,866
|
||||||
|
Less: Allowance for credit losses on loans6
|
(20,382
|
)
|
(21,212
|
)
|
||||
|
Net loans receivable
|
1,457,253
|
1,387,654
|
||||||
|
Premises and equipment
|
15,651
|
15,028
|
||||||
|
Bank owned life insurance
|
56,618
|
55,063
|
||||||
|
Accrued interest receivable
|
16,762
|
12,249
|
||||||
|
Foreclosed real estate
|
302
|
302
|
||||||
|
Prepaid expenses and other assets
|
17,567
|
17,482
|
||||||
|
Total assets
|
$
|
2,871,511
|
$
|
2,698,283
|
||||
|
Liabilities and shareholders’ equity
|
||||||||
|
Noninterest bearing deposits
|
$
|
131,452
|
$
|
159,039
|
||||
|
Interest bearing deposits
|
2,425,655
|
2,278,122
|
||||||
|
Total deposits
|
2,557,107
|
2,437,161
|
||||||
|
Borrowings, short-term
|
2,000
|
-
|
||||||
|
Borrowings, long-term
|
34,156
|
-
|
||||||
|
Subordinated notes payable
|
49,635
|
49,495
|
||||||
|
Accrued expenses and other liabilities
|
29,428
|
28,344
|
||||||
|
Total liabilities
|
2,672,326
|
2,515,000
|
||||||
|
Total shareholders’ equity
|
199,185
|
183,283
|
||||||
|
Total liabilities and shareholders’ equity
|
$
|
2,871,511
|
$
|
2,698,283
|
||||
|
Common shares outstanding
|
17,026,828
|
17,026,828
|
||||||
|
Treasury shares
|
195,852
|
195,852
|
||||||