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(State or Other Jurisdiction of Incorporation)
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(Commission File No.)
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(I.R.S. Employer Identification No.)
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|
|
|
|
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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
|
| Item 9.01. |
Financial Statements and Exhibits
|
|
Exhibit No.
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Description
|
|
|
Press release dated January 21, 2026
|
| Exhibit Number |
Description | |
|
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
|
GREENE COUNTY BANCORP, INC.
|
|||
|
DATE: January 21, 2026
|
By:
|
/s/ Donald E. Gibson | |
|
Donald E. Gibson
|
|||
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President and Chief Executive Officer
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|||

| • |
Net Income: $19.2 million for the six months ended December 31, 2025, a new record high
|
| • |
Total Assets: $3.1 billion at December 31, 2025, a new record high
|
| • |
Net Loans: $1.7 billion at December 31, 2025, a new record high
|
| • |
Return on Average Assets: 1.27% for the six months ended December 31, 2025
|
| • |
Return on Average Equity: 15.45% for the six months ended December 31, 2025
|
| • |
Recognized as Top-Performing Bank in Piper Sandler’s Class of 2025 Sm-All Stars
|
| • |
Net interest income increased
$5.0 million to $19.1 million for the three months ended December 31, 2025, from $14.1 million for the three months ended December 31, 2024. Net interest income increased $9.4 million to $36.6 million for the six months ended December 31,
2025, from $27.2 million for the six months ended December 31, 2024. The increase in net interest income for the three and six months ended December 31, 2025, was due to an increase in the average balance of interest-earning assets, which
increased $241.1 million and $240.4 million when comparing the three and six months ended December 31, 2025 and 2024, respectively, an increase in interest rates earned on interest-earning assets, which increased 20 and 19 basis points when
comparing the three and six months ended December 31, 2025 and 2024, respectively, and a . The increase in net interest income was offset by an increase in the average balance of interest-bearing liabilities, which increased $220.1 million
and $221.6 million when comparing the three and six months ended December 31, 2025 and 2024, respectively.
|
| • |
Net interest rate spread
increased 54 basis points to 2.34% for the three months ended December 31, 2025 as compared to 1.80% for the three months ended December 31, 2024. Net interest rate spread increased 51 basis points to 2.29% for the six months ended December
31, 2025 as compared to 1.78% for the six months ended December 31, 2024.
|
| • |
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 2.83% and 2.31% for the three months ended December 31, 2025 and 2024, respectively, and was 2.81% and 2.30% for the six months ended December 31, 2025 and 2024, respectively.
|
| • |
Provision for credit losses
amounted to $199,000 and $478,000 for the three months ended December 31, 2025 and 2024, respectively, and $1.5 million and $1.1 million for the six months ended December 31, 2025 and 2024, respectively. The provision for the six months
ended December 31, 2025, was primarily attributable to an increase in loan volume and growth in securities held-to-maturity that require an allowance. The allowance for credit losses on loans to total loans receivable was 1.26% at December
31, 2025 as compared to 1.24% at June 30, 2025.
|
| • |
Commercial and commercial real estate loans classified as substandard and special mention totaled $36.8 million at December 31, 2025, and $39.4 million at June 30, 2025, a decrease of $2.6 million. The decrease in the loans classified during the period ended December
31, 2025, was primarily due to upgrades of commercial real estate loans that were considered to be performing and paying in accordance with the terms of their loan agreements and commercial real estate loans that were paid off during the
period. Of the loans classified as substandard or special mention, $36.1 million were performing at December 31, 2025. There were no loans classified as doubtful or loss at December 31, 2025 or June 30, 2025.
|
| • |
Net charge-offs on loans
amounted to $140,000 and $95,000 for the three months ended December 31, 2025 and 2024, respectively, an increase of $45,000. Net charge-offs totaled $200,000 and $209,000 for the six months ended December 31, 2025 and 2024, respectively.
There were no material charge-offs in any loan segment during the three and six months ended December 31, 2025.
|
| • |
Nonperforming loans amounted
to $3.3 million at December 31, 2025, and $3.1 million at June 30, 2025. The activity in nonperforming loans during the period included $586,000 in loan repayments, $73,000 in charge-offs or transfers to foreclosure, and $860,000 of loans
placed into nonperforming status. At December 31, 2025 and June 30, 2025, nonperforming assets were 0.10% of total assets, respectively. At December 31, 2025, nonperforming loans were 0.20% of net loans as compared to 0.19% at June 30,
2025.
|
| • |
Noninterest expense increased
$1.1 million, or 11.4%, to $10.5 million for the three months ended December 31, 2025 compared to $9.4 million for the three months ended December 31, 2024. The increase during the three months ended December 31, 2025, was primarily due to
an increase of $570,000 in salaries and employee benefits, an increase of $234,000 in legal and professional fees, an increase of $193,000 of defined benefit pension expense due to the Board approved termination of the Pension Plan, and an
increase of $154,000 in computer software, supplies and support expenses. This was partially offset by a $197,000 decrease in the unfunded commitment expense, due to a decrease in the Company’s contractual obligation to extend
credit. Noninterest expense increased $1.6 million, or 8.4% to $20.5 million for the six months ended December 31, 2025 compared to $18.9 million for the six months ended December 31, 2024. The increase during the six months ended December
31, 2025, was primarily due to an increase of $848,000 in salaries and employee benefits costs, an increase of $276,000 in legal and professional fees, an increase of $252,000 in charitable contributions as the Bank made a $250,000
charitable donation to the Bank of Greene County Charitable Foundation, an increase of $239,000 in computer software, supplies and support fees, and an increase of $188,000 of defined benefit pension expense. This was partially offset by a
$744,000 decrease in the unfunded commitment expense.
|
| • |
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 10.9% and 11.9% for the three and six months ended December 31, 2025, and 7.3% and
6.9% for the three and six months ended December 31, 2024, respectively. 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, income
received on the bank owned life insurance and tax credits, to arrive at the effective tax rate. The increase during the three and six months ended December 31, 2025, is primarily due to higher pre-tax income and reflects a lower mix of tax-exempt income from municipal bonds, tax advantage loans, and bank owned life insurance in proportion to pre-tax income.
|
| • |
Total assets of the Company
were $3.1 billion at December 31, 2025 and $3.0 billion at June 30, 2025, an increase of $106.4 million, or 3.5%.
|
| • |
Total cash and cash equivalents for the Company were $124.1 million at December 31, 2025 and $183.1 million at June 30, 2025. The Company has continued to maintain strong capital and liquidity positions as of December 31, 2025.
|
| • |
Securities available-for-sale and held-to-maturity increased $89.7 million, or 7.9%, to $1.2 billion at December 31, 2025 as compared to $1.1 billion at June 30, 2025. Securities purchases totaled $459.6 million during the six months ended December 31, 2025, and
consisted primarily of $219.3 million of U.S. Treasuries, $189.5 million of state and political subdivision securities, $37.9 million of mortgage-backed securities, $9.0 million of corporate debt securities, and $3.9 million of
collateralized mortgage obligations. Principal pay-downs and maturities during the six months ended December 31, 2025 amounted to $364.9 million, primarily consisting of $180.0 million of U.S. Treasuries, $153.4 million of state and
political subdivision securities, $21.3 million of mortgage-backed securities, $8.3 million of corporate debt securities, and $1.9 million of collateralized mortgage obligations.
|
| • |
Net loans receivable increased
$58.6 million, or 3.6%, to $1.7 billion at December 31, 2025 as compared to $1.6 billion at June 30, 2025. Loan growth experienced during the six months ended December 31, 2025, consisted primarily of $43.5 million in commercial real estate
loans, $12.9 million in commercial loans, and $6.5 million in home equity loans. The allowance for credit losses on loans increased $1.2 million, or 5.9%, to $21.3 million at December 31, 2025 as compared to $20.1 million at June 30, 2025.
The increase in the allowance for credit losses was primarily attributable to an increase in loan volume.
|
| • |
Deposits totaled $2.6 billion
at December 31, 2025 and June 30, 2025, respectively. The Company had $31.6 million and $51.6 million brokered deposits at December 31, 2025 and June 30, 2025, respectively. NOW deposits increased
$48.1 million, or 2.5%, when comparing December 31, 2025 and June 30, 2025. Certificates of deposits decreased $22.2 million, or 9.7%, money market deposits decreased $16.1 million, or 15.7%, noninterest bearing deposits decreased $5.0
million, or 4.5%, and savings deposits decreased $3.6 million, or 1.4%, when comparing December 31, 2025 and June 30, 2025.
|
| • |
Borrowings amounted to $214.1 million at December 31, 2025 as compared to $128.1 million at June 30, 2025, an increase of $86.0 million. At December 31, 2025, borrowings included $180.0 million of overnight borrowings with the Federal
Home Loan Bank of New York (“FHLB”), $29.9 million of Fixed-to-Floating Rate Subordinated Notes and $4.2 million of long-term borrowings with the FHLB. On October 1, 2025, the entire outstanding principal amount of the $20.0
million 4.75% Fixed-to-Floating Rate Subordinated Notes, due September 17, 2030 were redeemed. The redemption was funded by cash on hand.
|
| • |
Shareholders’ equity increased
to $258.3 million at December 31, 2025 as compared to $238.8 million at June 30, 2025, resulting primarily from net income of $19.2 million and a decrease in accumulated other comprehensive loss of $1.8 million, partially offset by
dividends declared and paid of $1.6 million.
|
|
At or for the Three Months
|
At or for the Six Months
|
|||||||||||||||
|
Ended December 31,
|
Ended December 31,
|
|||||||||||||||
|
Dollars in thousands, except share and per share data
|
2025
|
2024
|
2025
|
2024
|
||||||||||||
|
Interest income
|
$
|
33,497
|
$
|
29,418
|
$
|
65,120
|
$
|
57,187
|
||||||||
|
Interest expense
|
14,438
|
15,350
|
28,541
|
29,983
|
||||||||||||
|
Net interest income
|
19,059
|
14,068
|
36,579
|
27,204
|
||||||||||||
|
Provision for credit losses
|
199
|
478
|
1,456
|
1,112
|
||||||||||||
|
Noninterest income
|
3,156
|
3,875
|
7,142
|
7,612
|
||||||||||||
|
Noninterest expense
|
10,459
|
9,386
|
20,520
|
18,936
|
||||||||||||
|
Income before taxes
|
11,557
|
8,079
|
21,745
|
14,768
|
||||||||||||
|
Tax provision
|
1,265
|
589
|
2,583
|
1,017
|
||||||||||||
|
Net income
|
$
|
10,292
|
$
|
7,490
|
$
|
19,162
|
$
|
13,751
|
||||||||
|
Basic and diluted EPS
|
$
|
0.60
|
$
|
0.44
|
$
|
1.13
|
$
|
0.81
|
||||||||
|
Weighted average shares outstanding
|
17,026,828
|
17,026,828
|
17,026,828
|
17,026,828
|
||||||||||||
|
Dividends declared per share (4)
|
$
|
0.10
|
$
|
0.09
|
$
|
0.20
|
$
|
0.18
|
||||||||
|
Selected Financial Ratios
|
||||||||||||||||
|
Return on average assets(1)
|
1.33
|
%
|
1.05
|
%
|
1.27
|
%
|
0.99
|
%
|
||||||||
|
Return on average equity(1)
|
16.27
|
%
|
13.84
|
%
|
15.45
|
%
|
12.89
|
%
|
||||||||
|
Net interest rate spread(1)
|
2.34
|
%
|
1.80
|
%
|
2.29
|
%
|
1.78
|
%
|
||||||||
|
Net interest margin(1)
|
2.54
|
%
|
2.04
|
%
|
2.51
|
%
|
2.04
|
%
|
||||||||
|
Fully taxable-equivalent net interest margin(2)
|
2.83
|
%
|
2.31
|
%
|
2.81
|
%
|
2.30
|
%
|
||||||||
|
Efficiency ratio(3)
|
47.08
|
%
|
52.31
|
%
|
46.93
|
%
|
54.39
|
%
|
||||||||
|
Non-performing assets to total assets
|
0.10
|
%
|
0.14
|
%
|
||||||||||||
|
Non-performing loans to net loans
|
0.20
|
%
|
0.26
|
%
|
||||||||||||
|
Allowance for credit losses on loans to non-performing loans
|
654.22
|
%
|
497.93
|
%
|
||||||||||||
|
Allowance for credit losses on loans to total loans
|
1.26
|
%
|
1.30
|
%
|
||||||||||||
|
Shareholders’ equity to total assets
|
8.21
|
%
|
7.37
|
%
|
||||||||||||
|
Dividend payout ratio(4)
|
17.70
|
%
|
22.22
|
%
|
||||||||||||
|
Actual dividends paid to net income(5)
|
8.17
|
%
|
22.33
|
%
|
||||||||||||
|
Book value per share
|
$
|
15.17
|
$
|
12.83
|
||||||||||||
|
At
December 31, 2025
|
At
June 30, 2025
|
|||||||
|
Dollars In thousands, except share data
|
||||||||
|
Assets
|
||||||||
|
Cash and due from banks
|
$
|
8,802
|
$
|
12,788
|
||||
|
Interest-bearing deposits
|
115,286
|
170,290
|
||||||
|
Total cash and cash equivalents
|
124,088
|
183,078
|
||||||
|
Long term certificate of deposit
|
1,225
|
1,425
|
||||||
|
Securities available-for-sale, at fair value
|
411,590
|
356,062
|
||||||
|
Securities held-to-maturity, at amortized cost, net of allowance for credit losses of $616 and $548 at December 31, 2025 and June 30, 2025
|
810,294 |
776,147 |
||||||
|
Equity securities, at fair value
|
398
|
402
|
||||||
|
Federal Home Loan Bank stock, at cost
|
10,224
|
5,504
|
||||||
|
Loans receivable
|
1,687,184
|
1,627,406
|
||||||
|
Less: Allowance for credit losses on loans
|
(21,334
|
)
|
(20,146
|
)
|
||||
|
Net loans receivable
|
1,665,850
|
1,607,260
|
||||||
|
Premises and equipment, net
|
15,285
|
15,232
|
||||||
|
Bank owned life insurance
|
67,466
|
59,795
|
||||||
|
Accrued interest receivable
|
17,985
|
16,381
|
||||||
|
Prepaid expenses and other assets
|
22,590
|
19,323
|
||||||
|
Total assets
|
$
|
3,146,995
|
$
|
3,040,609
|
||||
|
Liabilities and shareholders’ equity
|
||||||||
|
Noninterest bearing deposits
|
$
|
105,171
|
$
|
110,163
|
||||
|
Interest bearing deposits
|
2,535,869
|
2,529,672
|
||||||
|
Total deposits
|
2,641,040
|
2,639,835
|
||||||
|
Borrowings, short-term
|
180,000
|
74,000
|
||||||
|
Borrowings, long-term
|
4,189
|
4,189
|
||||||
|
Subordinated notes payable, net
|
29,929
|
49,867
|
||||||
|
Accrued expenses and other liabilities
|
33,569
|
33,881
|
||||||
|
Total liabilities
|
2,888,727
|
2,801,772
|
||||||
|
Total shareholders’ equity
|
258,268
|
238,837
|
||||||
|
Total liabilities and shareholders’ equity
|
$
|
3,146,995
|
$
|
3,040,609
|
||||
|
Common shares outstanding
|
17,026,828
|
17,026,828
|
||||||
|
Treasury shares
|
195,852
|
195,852
|
||||||
|
For the three months ended
December 31,
|
For the six months ended
December 31,
|
|||||||||||||||
|
(Dollars in thousands)
|
2025
|
2024
|
2025
|
2024
|
||||||||||||
|
Net interest income (GAAP)
|
$
|
19,059
|
$
|
14,068
|
$
|
36,579
|
$
|
27,204
|
||||||||
|
Tax-equivalent adjustment(1)
|
2,174
|
1,867
|
4,284
|
3,579
|
||||||||||||
|
Net interest income-fully taxable-equivalent basis (non-GAAP)
|
$
|
21,233
|
$
|
15,935
|
$
|
40,863
|
$
|
30,783
|
||||||||
|
Average interest-earning assets (GAAP)
|
$
|
2,997,338
|
$
|
2,756,263
|
$
|
2,913,344
|
$
|
2,672,922
|
||||||||
|
Net interest margin-fully taxable-equivalent basis (non-GAAP)
|
2.83
|
%
|
2.31
|
%
|
2.81
|
%
|
2.30
|
%
|
||||||||
|
For the three months ended December 31,
|
||||||||
|
(Dollars in thousands)
|
2025
|
2024
|
||||||
|
Net income (GAAP)
|
$
|
10,292
|
$
|
7,490
|
||||
|
Provision for credit losses
|
199
|
478
|
||||||
|
Pre-provision net income (non-GAAP)
|
$
|
10,491
|
$
|
7,968
|
||||
|
For the six months ended December 31,
|
||||||||
|
(Dollars in thousands)
|
2025
|
2024
|
||||||
|
Net income (GAAP)
|
$
|
19,162
|
$
|
13,751
|
||||
|
Provision for credit losses
|
1,456
|
1,112
|
||||||
|
Pre-provision net income (non-GAAP)
|
$
|
20,618
|
$
|
14,863
|
||||