What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-05-06 compared with 2024-11-05 · 211 added, 227 removed, 258 unchanged (63% of the section changed)

12 unchanged sentences

At or For the

Three Months Ended

Nine Months Ended

September 30,

Per Share Data:

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Summary of Significant Accounting Policies, to the Company’s Audited Consolidated Financial Statements in its Annual Report on Form 10-K for the year ended December 31, 2024 contains a summary of significant accounting policies.

These accounting policies may require various levels of subjectivity, estimates or judgment by management.

Policies with respect to the methodologies it uses to determine the allowance for credit losses on loans held for investment and fair value of loans acquired in a business combination are critical accounting policies because they are important to the presentation of the Company’s consolidated financial condition and results of operations.

These critical accounting estimates involve a significant degree of complexity and require management to make difficult and subjective judgments which often necessitate assumptions or estimates about highly uncertain matters.

These critical accounting estimates involve a significant degree of complexity and require management to make difficult subjective judgments which often necessitate assumptions or estimates about highly uncertain matters.

Policies with respect to the methodologies used to determine the allowance for credit losses on loans held for investment and are important to the presentation of the Company’s consolidated financial condition and results of operations.

The use of different judgments, assumptions or estimates could result in material variations in the Company’s consolidated results of operations or financial condition.

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Within the model, assumptions are made in the determination of probability of default, loss given default, reasonable and supportable economic forecasts, prepayment rate, curtailment rate, and recovery lag periods.

Management assesses the sensitivity of key assumptions at least annually by stressing the assumptions to understand the impact on the model.

Statistical regression is utilized to relate historical macro-economic variables to historical credit loss experience of a peer group of banks that operate in and around Dime’s footprint.

These models are then utilized to forecast future expected loan losses based on expected future behavior of the same macro-economic variables.

Adjustments to the quantitative results are made using qualitative factors.

Adjustments to the quantitative results are made using qualitative factors, which are subjective and require significant management judgment.

These factors include:

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and (8) the effect of external factors such as competition and legal and regulatory requirements on the level of estimated credit losses in the existing portfolio.

The Company evaluates loans that do not share risk characteristics on an individual basis based on various factors.

Factors that may be considered are borrower delinquency trends and non-accrual status, probability of foreclosure or note sale, changes in the borrower’s circumstances or cash collections, borrower’s industry, or other facts and circumstances of the loan or collateral.

The expected credit loss is measured based on net realizable value, that is, the difference between the discounted value of the expected future cash flows, based on the original effective interest rate, and the amortized cost basis of the loan.

For collateral dependent loans, expected credit loss is measured as the difference between the amortized cost basis of the loan and the fair value of the collateral, less estimated costs to sell.

Although management believes that it uses the best information available to establish the Allowance for Credit Loss, management assesses the sensitivity of key quantitative assumptions including macroeconomic forecasts and prepayment rate assumptions.

Changes in quantitative inputs may not occur in the same direction or magnitude across all segments of our loan portfolio and deterioration in some quantitative inputs may offset improvement in others.

Uncertainties Regarding the Estimate

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A forecast of cash flow data for the upcoming 12 months is presented to the Board of Directors no less than annually.

Given recent banking industry events, management is also monitoring the level of uninsured deposits on a daily basis.

Given recent banking industry events, management monitors the level of uninsured deposits on a regular basis.

Liquidity is primarily needed to meet customer borrowing commitments and deposit withdrawals, either on demand or on contractual maturity, to repay borrowings as they mature, to fund current and planned expenditures and to make new loans and investments as opportunities arise.

The Bank’s primary sources of funding for its lending and investment activities include deposits, loan, investment security principal and interest payments and advances from the FHLBNY.

The Bank may also sell or securitize selected multifamily residential, mixed-use or one-to-four family residential real estate loans to private sector secondary market purchasers and has in the past sold such loans to FNMA and FHLMC.

The Bank’s primary sources of funding for its lending and investment activities include deposits, loan payments, investment security principal and interest payments and advances from the FHLBNY.

The Company may additionally issue debt or equity under appropriate circumstances.

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The availability of funds changes daily.

At March 31, 2025, the Bank did not have any such borrowings outstanding through the AFX.

At December 31, 2024, the Bank had $50.0 million of such borrowings outstanding through the AFX, which is included in other short-term borrowings on the consolidated statements of financial condition.

The Bank utilizes repurchase agreements as part of its borrowing policy to add liquidity.

Repurchase agreements represent funds received from customers, generally on an overnight basis, which are collateralized by investment securities.

As of March 31, 2025 and December 31, 2024, the Bank did not have any repurchase agreements.

The Bank gathers deposits in direct competition with commercial banks, savings banks and brokerage firms, many among the largest in the nation.

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However, favorable performance of the equity or bond markets could adversely impact the Bank’s deposit flows.

Total deposits (including escrow) increased $886.7 million during the nine months ended September 30, 2024, compared to an increase of $382.1 million during the nine months ended September 30, 2023.

Within deposits, core deposits ( i.e., non-CDs) increased $1.08 billion during the nine months ended September 30, 2024 compared to an increase of $55.2 million during the nine months ended September 30, 2023.

The increase in core deposits was primarily due to growth in business deposits.

Total deposits (including mortgage escrow deposits) decreased $70.2 million during the three months ended March 31, 2025, compared to an increase of $368.2 million during the three months ended March 31, 2024.

The decrease in deposits during the current period was primarily due to a decrease in interest bearing and non-interest-bearing checking accounts, offset by the growth in money market accounts, CD’s and savings accounts deposits.

In the event that the Bank should require funds beyond its ability or desire to generate them internally, additional sources of funds are available through a borrowing line at the FHLBNY, borrowing capacity at the AFX, lines of credit with unaffiliated correspondent banks, and various brokered deposit sources.

At September 30, 2024, the Bank had remaining borrowing capacity of $1.98 billion through the FHLBNY, subject to customary minimum FHLBNY common stock ownership requirements ( i.e.

At March 31, 2025, the Bank had remaining borrowing capacity of $1.91 billion through the FHLBNY, subject to customary minimum FHLBNY common stock ownership requirements ( i.e.

, 4.5% of the Bank’s outstanding FHLBNY borrowings).

The Bank reduced its outstanding FHLBNY advances by $805.0 million during the nine months ended September 30, 2024, compared to a $8.0 million decrease during the nine months ended September 30, 2023.

The Bank also had access to the FRB Discount Window.

At March 31, 2025, an available line of credit totaling $395.9 million was in place at the FRB backed by investment securities with no advances drawn.

Additionally, at March 31, 2025, a line of credit totaling $3.16 billion was in place at the FRB secured by certain qualifying 1-4 family residential mortgage loans, construction loans and CRE loans with no amounts drawn.

The Bank reduced its outstanding FHLBNY advances by $100.0 million during the three months ended March 31, 2025, compared to a reduction of $540.0 million during the three months ended March 31, 2024.

“FHLBNY Advances” for further information.

Subordinated debentures totaled $272.3 million at September 31, 2024 compared to $200.2 million at December 31, 2023.

The increase was due to the Company’s issuance of subordinated notes that are described in more detail in Note 13.

Subordinated debentures totaled $272.4 million at March 31, 2025 compared to $272.3 million at December 31, 2024.

“Subordinated Debentures” to our Consolidated Financial Statements for further information.

During the nine months ended September 30, 2024 and 2023, business loan originations totaled $236.1 million and $209.7 million, respectively.

During the nine months ended September 30, 2024, and 2023, real estate loan originations (excluding owner-occupied commercial real estate) totaled $147.2 million and $604.7 million, respectively.

During the three months ended March 31, 2025 and 2024, business loan originations totaled $42.6 million and $49.0 million, respectively.

During the three months ended March 31, 2025, and 2024, real estate loan originations (excluding owner-occupied commercial real estate) totaled $28.9 million and $49.2 million, respectively.

The Company and the Bank are subject to minimum regulatory capital requirements imposed by their primary federal regulators.

As a general matter, these capital requirements are based on the amount and composition of an institution’s assets.

At September 30, 2024, both the Company and the Bank were in compliance with all applicable regulatory capital requirements and the Bank was considered "well capitalized" for all regulatory purposes.

At March 31, 2025, both the Company and the Bank were in compliance with all applicable regulatory capital requirements and the Bank was considered “well capitalized” for all regulatory purposes.

The following table summarizes Company and Bank capital ratios calculated under the Basel III Capital Rules framework as of the period indicated:

Actual Ratios at September 30, 2024

Actual Ratios at March 31, 2025

To Be Categorized as

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(1) Only the Bank is subject to these requirements.

During the nine months ended September 30, 2024, the Holding Company did not repurchase any shares of its common stock.

The Holding Company repurchased 36,813 shares of its common stock at an aggregate cost of $947 thousand during the nine months ended September 30, 2023.

As of September 30, 2024, 1,566,947 shares remained available for purchase under the authorized share repurchase programs.

During the three months ended March 31, 2025 and 2024, the Holding Company did not repurchase any shares of its common stock.

As of March 31, 2025, 1,566,947 shares remained available for purchase under the authorized share repurchase programs.

See “Part II - Item 2.

Other Information - Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities” for additional information about repurchases of common stock.

The Holding Company paid $5.5 million in cash dividends on its preferred stock during the nine months ended September 30, 2024, and 2023, respectively.

The Holding Company paid $28.5 million and $28.0 million in cash dividends on its common stock during the nine months ended September 30, 2024, and 2023, respectively.

The Holding Company paid $1.8 million in cash dividends on its preferred stock during the three months ended March 31, 2025, and 2024, respectively.

The Holding Company paid $10.7 million and $9.7 million in cash dividends on its common stock during the three months ended March 31, 2025, and 2024, respectively.

Contractual Obligations

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Available lines of credit may not be drawn on or may expire prior to funding, in whole or in part, and amounts are not estimates of future cash flows.

As of September 30, 2024, the Bank had $63.8 million of firm loan commitments that were accepted by the borrowers.

All of these commitments are expected to close during the remainder of the year ending December 31, 2024.

As of March 31, 2025, the Bank had $156.9 million of firm loan commitments that were accepted by the borrowers.

Additionally, in connection with a loan securitization completed in December 2017, the Bank executed a reimbursement agreement with FHLMC that obligates the Company to reimburse FHLMC for any contractual principal and interest payments on defaulted loans, not to exceed 10% of the original principal amount of the loans comprising the aggregate balance of the loan pool at securitization.

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The Bank has pledged $28.0 million of pass-through MBS issued by GSEs as collateral.

Concentrations of Lending Activities

Non-owner occupied commercial real estate loans and multifamily residential and residential mixed-use loans have collectively represented the largest percentage of the Company’s loan portfolio, accounting for 64% and 65% of total loans held for investment as of March 31, 2025 and December 31, 2024, respectively.

Non-owner occupied commercial real estate loans represent 29% and 30% of total loans held for investment as of March 31, 2025 and December 31, 2024, respectively.

Multifamily residential and residential mixed-use loans made up 35% of total loans held for investment as of March 31, 2025 and December 31, 2024, respectively.

The Company expects that non-owner occupied commercial real estate loans and multifamily residential and residential mixed-use loans will continue to be a significant portion of the Company’s total loan portfolio.

Non-owner occupied commercial real estate loans and multifamily residential and residential mixed-use loans are subject to a varying degree of risk associated with changing general economic conditions.

The Company employs heightened risk management practices that address key elements, including board and management oversight and strategic planning, portfolio management, development of underwriting standards, risk assessment and monitoring through market analysis and stress testing, and maintenance of appropriate capital levels as needed to support lending activities.

Despite the Company's concentration in non-owner occupied commercial real estate and multifamily residential and residential mixed-use loans, the properties securing these portfolios are diversified in terms of type and geographic location.

This diversity helps reduce the exposure to adverse economic events that affect any single market or industry.

As a matter of policy, the non-owner occupied commercial real estate loan and the multifamily residential and residential mixed-use loan portfolios are subject to risk exposure limits by individual asset classes as well as geographic collateral locations outside of our market areas.

We regularly identify and assess concentration levels through ongoing reporting to our Board of Directors as well as committees at both the Board and Management levels.

The management team has extensive knowledge and experience in underwriting non-owner occupied commercial real estate loans and multifamily residential and residential mixed-use loans.

Management has established the Credit Risk Management Committee which meets quarterly to review all policies and procedures, large lending exposures, and emerging trends including trends related to delinquency, debt service coverage ratios, loan-to-value, and loan ratings to aid in early detection and escalation of potential issues.

The Company has a dedicated team responsible for conducting comprehensive annual reviews of the portfolios, ensuring consistent oversight.

Credit underwriting standards are periodically reviewed and adjusted based upon observations from our ongoing monitoring of economic conditions in major real estate markets in which we lend.

In response to the current dynamic interest rate environment and changes in the benchmark rates that determine loan pricing, the Company has enhanced its stress testing and loan review activities to mitigate interest rate reset risk with a specific emphasis on borrowers' abilities to absorb the impact of higher interest loan rates and measure the resiliency of the portfolios.

As a general rule, Management takes a selective approach to originating non-owner occupied commercial real estate and multifamily residential and residential mixed-use loans, prioritizing quality and strategic alignment.

The following tables present the composition by property type and weighted average loan-to-value (“LTV”) of the Company’s non-owner occupied commercial real estate loans:

March 31, 2025

(Dollars in thousands)

Investor commercial real estate:

Investor office

Warehouse/ Industrial

Supportive housing

Medical office

Educational facility or library

Medical facility

Total investor commercial real estate

(1) Includes various property types such as gas stations, restaurants, storage facilities, and other special use properties.

December 31, 2024

(Dollars in thousands)

Investor commercial real estate:

Investor office

Warehouse/ Industrial

Supportive housing

Medical office

Educational facility or library

Medical facility

Total investor commercial real estate

(1) Includes various property types such as gas stations, restaurants, storage facilities, and other special use properties.

The following tables present the composition by property type and weighted average LTV of the Company’s multifamily residential and residential mixed-use loans:

March 31, 2025

(Dollars in thousands)

Multifamily residential and residential mixed-use:

New York City (1)

100% rent regulated (2)

Majority rent regulated (2)

Majority free market

Total New York City

Outside New York City

Total multifamily residential and residential mixed-use

(1) New York City includes the Bronx, Brooklyn, Queens, Staten Island and Manhattan.

(2) Composition based on revenue.

December 31, 2024

(Dollars in thousands)

Multifamily residential and residential mixed-use:

New York City (1)

100% rent regulated (2)

Majority rent regulated (2)

Majority free market

Total New York City

Outside New York City

Total multifamily residential and residential mixed-use

(1) New York City includes the Bronx, Brooklyn, Queens, Staten Island and Manhattan.

(2) Composition based on revenue.

Additional information related to the granularity in the non-owner occupied commercial real estate and multifamily residential and residential mixed-use portfolios is presented in the tables below as of March 31, 2025 and December 31, 2024:

March 31, 2025

(Dollars in thousands)

> $20 million

Investor commercial real estate:

Investor Office

Warehouse/ Industrial

Supportive housing

Medical office

Educational facility or library

Medical facility

Multifamily residential and residential mixed-use:

New York City (2)

100% rent regulated (3)

Majority rent regulated (3)

Majority free market

Outside New York City

(1) Includes various property types such as gas stations, restaurants, storage facilities, and other special use properties.

(2) New York City includes the Bronx, Brooklyn, Queens, Staten Island and Manhattan.

(3) Composition based on revenue.

December 31, 2024

(Dollars in thousands)

> $20 million

Investor commercial real estate:

Investor Office

Warehouse/ Industrial

Supportive housing

Medical office

Educational facility or library

Medical facility

Multifamily residential and residential mixed-use:

New York City (2)

100% rent regulated (3)

Majority rent regulated (3)

Majority free market

Outside New York City

(1) Includes various property types such as gas stations, restaurants, storage facilities, and other special use properties.

(2) New York City includes the Bronx, Brooklyn, Queens, Staten Island and Manhattan.

(3) Composition based on revenue.

Asset Quality

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Monitoring and Collection of Delinquent Loans

Our management reviews delinquent loans on a monthly basis and reports to our Board of Directors at each regularly scheduled Board meeting regarding the status of all non-performing and otherwise delinquent loans in our loan portfolio.

Our loan servicing policies and procedures require that an automated late notice be sent to a delinquent borrower as soon as possible after a payment is ten days late in the case of multifamily residential, commercial real estate loans, and commercial and industrial (“C&I”) loans, or fifteen days late in connection with one-to-four family or consumer loans.

Thereafter, periodic letters are mailed and phone calls placed to the borrower until payment is received.

Our management reviews delinquent loans on a monthly basis and reports to our Board of Directors or Committees of the Board of Directors at each regularly scheduled Board or Committee meeting regarding the status of all non-performing and otherwise delinquent loans in our loan portfolio.

Our loan servicing policies and procedures require that an automated late notice be sent to a delinquent borrower as soon as possible after a payment is ten days late in the case of business loans, multifamily residential and mixed use, non-owner-occupied commercial real estate loans, and ADC loans, or fifteen days late in connection with one-to-four family and consumer loans.

Thereafter, periodic letters are mailed and phone calls placed to the borrower until payment is received or the loan is transferred to workout.

When contact is made with the borrower at any time prior to foreclosure, we will attempt to obtain the full payment due or negotiate a repayment schedule with the borrower to avoid foreclosure.

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Such non-accrual determination practices are applied consistently to all loans regardless of their internal classification or designation.

Upon entering non-accrual status, we reverse all outstanding accrued interest receivable.

Upon entering non-accrual status, the system will reverse all outstanding accrued interest receivable.

We generally initiate foreclosure proceedings on real estate loans when a loan enters non-accrual status based upon non-payment, unless the borrower is paying in accordance with an agreed upon modified payment agreement.

We obtain an updated appraisal to calculate a potential collateral shortfall and to reserve appropriately for the potential loss.

Upon completion of a foreclosure action, the property securing the loan is transferred to Other Real Estate Owned (“OREO”) status.

We obtain an updated appraisal upon the commencement of legal action to calculate a potential collateral shortfall and to reserve appropriately for the potential loss.

If a foreclosure action is instituted and the loan is not brought current, paid in full, or refinanced before the foreclosure action is completed, the property securing the loan is transferred to Other Real Estate Owned (“OREO”) status.

We generally attempt to utilize all available remedies, such as note sales in lieu of foreclosure, in an effort to resolve non-accrual loans and OREO properties as quickly and prudently as possible in consideration of market conditions, the physical condition of the property and any other mitigating circumstances.

We have not initiated any expected or imminent foreclosure proceedings that are likely to have a material adverse impact on our consolidated financial statements.

In the event that a non-accrual loan is subsequently brought current, it is returned to accrual status once the doubt concerning collectability has been removed and the borrower has demonstrated performance in accordance with the loan terms and conditions for a period of generally at least six months.

The C&I portfolio is actively managed by our lenders and underwriters.

The C&I portfolio, which is within our business loans, is actively managed by our lenders.

Most credit facilities typically require an annual review of the exposure and borrowers are required to submit annual financial reporting and loans are structured with financial covenants to indicate expected performance levels.

Smaller C&I loans are monitored based on performance and the ability to draw against a credit line is curtailed if there are any indications of credit deterioration.

Guarantors are also required to update their financial reporting.

All exposures are risk rated and those entering adverse ratings due to financial performance concerns of the borrower or material delinquency of any payments or financial reporting are subjected to added management scrutiny.

Guarantors are also required to update their financial reporting on an annual basis or alternative schedule as provided in their loan documents.

All exposures are credit risk rated and those entering adverse ratings due to financial performance concerns of the borrower or material delinquency of any payments or financial reporting are subjected to added management scrutiny and monitoring.

Measures taken typically include amendments to the amount of the available credit facility, requirements for increased collateral, additional guarantor support or a material enhancement to the frequency and quality of financial reporting.

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Non-accrual Loans

Within our held-for-investment loan portfolio, non-accrual loans totaled $49.5 million at September 30, 2024 and $29.1 million at December 31, 2023.

Within our held-for-investment loan portfolio, non-accrual loans totaled $58.0 million at March 31, 2025 and $49.5 million at December 31, 2024.

The following is a reconciliation of non-accrual loans as of the dates indicated:

September 30,

(Dollars in thousands)

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Loan Restructurings

The accrual status of each restructured loan is determined separately in accordance with our policies for determining accrual or non-accrual status.

At the time the modification agreement is entered into between the Bank and the borrower the loan can be on either accrual or non-accrual status.

If a loan is on non-accrual status at the time it is restructured, it continues to be classified as non-accrual until the borrower has demonstrated compliance with the modified loan terms for a period of at least six months.

Conversely, if at the time of restructuring the loan is performing (and accruing) it will remain accruing throughout its restructured period, unless the loan subsequently meets any of the criteria for non-accrual status under our policy and agency regulations.

The Company applies the loan refinancing and restructuring guidance to determine whether a modification or other form of restructuring results in a new loan or a continuation of an existing loan.

Loan modifications to borrowers experiencing financial difficulty that result in a direct change in the timing or amount of contractual cash flows include conditions where there is principal forgiveness, interest rate reductions, other-than-insignificant payment delays, term extensions, and/or a combination of these modifications.

The disclosures related to loan restructuring are only for modifications that directly affect cash flows.

Within the allowance for credit losses, losses are estimated for restructured loans on accrual status as well as restructured loans on non-accrual status that are one-to-four family loans or consumer loans, on a pooled basis with loans that share similar risk characteristics.

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As a result, OREO properties have generally not warranted subsequent independent appraisals.

There was no carrying value of OREO properties on our Consolidated Statement of Financial Condition at September 30, 2024 or December 31, 2023.

We did not recognize any provisions for losses on OREO properties during the nine months ended September 30, 2024 or 2023.

There was no carrying value of OREO properties on our Consolidated Statement of Financial Condition at March 31, 2025 or December 31, 2024.

We did not recognize any provisions for losses on OREO properties during the three months ended March 31, 2025 or 2024.

Past Due Loans

Loans Delinquent 30 to 59 Days

At September 30, 2024, there were $8.2 million of loans between 30 and 59 days past due.

At December 31, 2023, there were $12.0 million of loans between 30 and 59 days past due.

At March 31, 2025, there were $46.0 million of loans that were past due between 30 and 59 days, compared to $10.3 million at December 31, 2024.

The 30 to 59-day delinquency levels fluctuate monthly and are generally considered a less accurate indicator of near-term credit quality trends than non-accrual loans.

Loans Delinquent 60 to 89 Days

At September 30, 2024, there were $30.0 million of loans between 60 and 89 days past due.

At December 31, 2023, there were $1.3 million of loans 60 and 89 days past due.

At March 31, 2025, there were $2.5 million of loans that were past due between 60 and 89 days past due, compared to $31.3 million at December 31, 2024.

The 60 to 89-day delinquency levels fluctuate monthly and are generally considered a less accurate indicator of near-term credit quality trends than non-accrual loans.

Accruing Loans 90 Days or More Past Due

There were no accruing loans 90 days or more past due at September 30, 2024 or at December 31, 2023.

Allowance for Off-Balance Sheet Exposures

The Bank maintains an allowance, recorded in other liabilities, associated with unfunded loan commitments accepted by the borrower.

The amount of our allowance was $3.1 million and $2.7 million at September 30, 2024 and December 31, 2023, respectively.

Any increases or reductions in this allowance are recognized in provision for credit losses.

There were no accruing loans 90 days or more past due at March 31, 2025 or at December 31, 2024.

Reserve for Unfunded Loan Commitments

The Bank maintains a reserve, recorded in other liabilities, associated with unfunded loan commitments accepted by the borrower.

The amount of our reserve was $2.6 million and $2.7 million at March 31, 2025 and December 31, 2024, respectively.

This reserve is determined based upon the outstanding volume of unfunded loan commitments at each period end.

Any increases or reductions in this reserve are recognized in provision for credit losses.

Allowance for Credit Losses

Provision for credit losses for the nine months ended September 30, 2024 was $22.4 million, compared to a credit loss recovery of $950 thousand for the nine months ended September 30, 2023.

The $22.4 million credit loss provision for the nine months ended September 30, 2024, was related to a combination of factors including, provisioning for growth and individually analyzed loans in the business loan portfolio as well as provisioning for the pooled multifamily loan portfolio.

The $950 thousand credit loss recovery for the nine months ended September 30, 2023, was primarily associated with a reduction in reserves on pooled Purchased Credit Deteriorated (“PCD”) loans that were acquired as part of the Company’s 2021 Merger.

For a further discussion of the allowance for credit losses and related activity during the nine months ended September 30, 2024 and 2023, please see Note 7 to the condensed Consolidated Financial Statements.

Provision for credit losses for the three months ended March 31, 2025 and 2024 was $9.6 million and $5.2 million, respectively.

The $9.6 million credit loss provision for the three months ended March 31, 2025, was primarily associated with provisioning for individually analyzed loans.

The $5.2 million credit loss provision for the three months ended March 31, 2024, was primarily associated with provisioning for the Bank’s pooled multifamily loan portfolio.

For a further discussion of the allowance for credit losses and related activity during the three months ended March 31, 2025 and 2024, please see Note 7 to the condensed Consolidated Financial Statements.

The following table presents our allowance for credit losses allocated by loan type and the percent of loans in each category to total loans as of the dates indicated.

September 30, 2024

March 31, 2025

December 31, 2024

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The following table sets forth information about our allowance for credit losses at or for the dates indicated:

At or for the Nine Months Ended September 30,

At or for the Three Months Ended March 31,

(Dollars in thousands)

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One-to-four family residential and cooperative/condominium apartment

Multifamily residential and residential mixed-use

Non-owner-occupied commercial real estate

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(2) Total average loans represent gross loans (including loans held for sale), inclusive of deferred loan fees/costs and premiums/discounts.

Comparison of Financial Condition at September 30, 2024 and December 31, 2023

Assets totaled $13.75 billion at September 30, 2024, $110.5 million above their level at December 31, 2023, primarily due to increases of $168.5 million in cash and due from banks, $105.1 million in the loan portfolio and $22.6 million in BOLI, partially offset by decreases of $113.8 million in total investment securities, $34.5 million in restricted stock, $16.5 million in derivative assets and $9.8 million in premises and fixed assets.

Total loans, net of allowance increased $105.1 million during the nine months ended September 30, 2024, to $10.81 billion at period end.

During the nine months ended September 30, 2024, we had loan originations of $383.4 million.

Total investment securities decreased $113.8 million during the nine months ended September 30, 2024, to $1.37 billion at period end, primarily due to proceeds from principal payments, calls and maturities of $167.1 million, offset by purchases of $21.0 million and a decrease in unrealized losses of $32.3 million.

There were no transfers to or from securities held-to-maturity during the nine months ended September 30, 2024.

Premises and fixed assets decreased $9.8 million during the nine months ended September 30, 2024, to $35.1 million at period end, primarily due to the sale of two Bank owned buildings.

Total restricted stock decreased $34.5 million during the nine months ended September 30, 2024, to $64.2 million at period end, primarily due to a reduction in FHLBNY advances.

Comparison of Financial Condition at March 31, 2025 and December 31, 2024

Assets totaled $14.10 billion at March 31, 2025, $255.6 million below their level at December 31, 2024, primarily due to decreases of $252.9 million in cash and due from banks, $68.3 million in other assets, $20.1 million in loans held for sale, $17.8 million in derivative assets and $4.9 million in the loan portfolio, partially offset by increases of $98.5 million in BOLI and $13.9 million in total investment securities.

Total loans, net of allowance decreased $4.9 million during the three months ended March 31, 2025, to $10.78 billion at period end.

During the three months ended March 31, 2025, we had loan originations of $71.5 million.

Total investment securities increased $13.9 million during the three months ended March 31, 2025, to $1.34 billion at period end, primarily due to purchases of $29.7 million and a decrease in unrealized losses of $8.9 million, offset by proceeds from principal payments, calls and maturities of $23.8 million.

There were no transfers to or from securities held-to-maturity during the three months ended March 31, 2025.

BOLI increased $98.5 million during the three months ended March 31, 2025, to $389.2 million.

The increase in BOLI is primarily due to completion of the restructuring initiative that begun in late 2024, as well as purchases of new BOLI assets.

Liabilities .

Total liabilities increased $72.8 million during the nine months ended September 30, 2024, to $12.48 billion at period end, primarily due to an increase of $886.7 million in deposits (including mortgage escrow accounts) and an increase of $72.1 million in subordinated debt, partially offset by decreases of $805.0 million in FHLBNY advances, $39.1 million in derivative cash collateral and $23.2 million in derivative liabilities.

Subordinated debt increased $72.1 million during the nine months ended September 30, 2024, to $272.3 million at period end, due to the Company raising $74.8 million of gross proceeds from a registered public offering of its 9.000% fixed-to-floating rate subordinated notes due 2034 (the “Notes”).

Total liabilities decreased $271.1 million during the three months ended March 31, 2025, to $12.69 billion at period end, primarily due to decreases of $100.0 million in FHLBNY advances, $70.2 million in deposits (including mortgage escrow accounts), $50.0 million in short-term borrowings, $27.2 million in derivative cash collateral, $15.8 million in derivative liabilities and $7.3 million in other liabilities.

Stockholders’ Equity .

Stockholders’ equity increased $37.7 million during the nine months ended September 30, 2024, to $1.26 billion at period end, primarily due to net income of $49.5 million and other comprehensive income of $18.6 million, partially offset by common stock dividends of $29.3 million, and preferred stock dividends of $5.5 million.

Comparison of Operating Results for the Three Months Ended September 30, 2024 and 2023

Net income was $13.3 million during the three months ended September 30, 2024, compared to net income of $15.0 million for the three months ended September 30, 2023.

During the three months ended September 30, 2024, net interest income increased by $3.4 million, the credit loss provision increased by $9.8 million, non-interest income decreased by $297 thousand, non-interest expense decreased by $1.8 million, and income tax expense decreased by $3.2 million, compared to the three months ended September 30, 2023.

The discussion of net interest income for the three months ended September 30, 2024 and 2023 should be read in conjunction with the following tables, which set forth certain information related to the Consolidated Statements of Operations for those periods, and which also present the average yield on assets and average cost of liabilities for the periods indicated.

Stockholders’ equity increased $15.5 million during the three months ended March 31, 2025, to $1.41 billion at period end, primarily due to net income of $21.5 million and other comprehensive income of $6.0 million, partially offset by common stock dividends of $11.0 million, and preferred stock dividends of $1.8 million.

Comparison of Operating Results for the Three Months Ended March 31, 2025 and 2024

Net income was $21.5 million during the three months ended March 31, 2025, compared to net income of $17.7 million for the three months ended March 31, 2024.

During the three months ended March 31, 2025, net interest income increased by $22.7 million, non-interest expense increased by $13.0 million, the credit loss provision increased by $4.4 million, non-interest income decreased by $834 thousand and income tax expense increased by $666 thousand, compared to the three months ended March 31, 2024.

The discussion of net interest income for the three months ended March 31, 2025 and 2024 should be read in conjunction with the following tables, which set forth certain information related to the Consolidated Statements of Operations for those periods, and which also present the average yield on assets and average cost of liabilities for the periods indicated.

The average yields and costs were derived by dividing income or expense by the average balance of their related assets or liabilities during the periods represented.

2 unchanged sentences

The yields include loan fees consisting of amortization of loan origination and commitment fees and certain direct and indirect origination costs, prepayment fees, and late charges that are considered adjustments to yields.

Net loan fees included in interest income were $849 thousand during the three months ended September 30, 2024.

Net loan fees included in interest income were $320 thousand during the three months ended September 30, 2023.

Net loan fees included in interest income were $1.1 million during the three months ended March 31, 2025, compared to a net loan cost of $297 thousand during the three months ended March 31, 2024.

The increase in net loan fees was primarily due to increases in prepayment penalty fees and deferred fees on loans in 2025.

Analysis of Net Interest Income

Three Months Ended September 30,

Three Months Ended March 31,

(Dollars in thousands)

29 unchanged sentences

Deposits (including non-interest-bearing checking accounts) (2)

(1) Business loans include commercial and industrial loans and owner-occupied commercial real estate loans.

(1) Business loans include C&I loans, owner-occupied commercial real estate loans and PPP loans.

(2) Includes mortgage escrow deposits.

2 unchanged sentences

(5) Net interest margin represents net interest income divided by average-interest earning assets.

(6) At September 30, 2024, the loan portfolio included a fair value hedge basis point adjustment to the carrying amount of hedged owner-occupied commercial real estate in business loans, one-to-four family residential mortgage loans, multifamily residential mortgage loans and non-owner occupied commercial real estate loans.

(6) At March 31, 2025, the loan portfolio included a fair value hedge basis point adjustment to the carrying amount of hedged business loans, one-to-four family residential mortgage loans, multifamily residential mortgage loans and non-owner occupied commercial real estate loans.

Rate/Volume Analysis

Three Months Ended September 30, 2024

Compared to Three Months Ended September 30, 2023

Three Months Ended March 31, 2025

Compared to Three Months Ended March 31, 2024

Increase / (Decrease) Due to:

15 unchanged sentences

Net change in net interest income

(1) Business loans include commercial and industrial loans and owner-occupied commercial real estate loans.

(1) Business loans include C&I loans, owner-occupied commercial real estate loans and PPP loans.

(2) Amounts are net of deferred origination costs/(fees) and allowance for credit losses, and include loans held for sale.

Net interest income.

Net interest income was $79.9 million during the three months ended September 30, 2024, an increase of $3.4 million from the three months ended September 30, 2023.

Average interest-earning assets were $12.73 billion for the three months ended September 30, 2024, a decrease of $250.0 million from $12.98 billion for the three months ended September 30, 2023.

Net interest margin was 2.50% during the three months ended September 30, 2024, up from 2.34% during the three months ended September 30, 2023.

Net interest income was $94.2 million during the three months ended March 31, 2025, an increase of $22.7 million from the three months ended March 31, 2024.

Average interest-earning assets were $12.96 billion for the three months ended March 31, 2025, a decrease of $52.4 million from $13.02 billion for the three months ended March 31, 2024.

Net interest margin was 2.95% during the three months ended March 31, 2025, up from 2.21% during the three months ended March 31, 2024.

Interest Income.

Interest income was $164.2 million during the three months ended September 30, 2024, compared to $157.8 million during the three months ended September 30, 2023.

During the three months ended September 30, 2024, interest income increased $6.4 million from the three months ended September 30, 2023, primarily reflecting increases in interest income of $8.3 million on business loans, $1.9 million on one-to-four family loans and $620 thousand on non-owner-occupied loans.

The increased interest income on business loans was due to a $349.7 million increase in the average balances and a 37-basis point increase in the yield of such loans in the period.

The increased interest income on one-to-four family loans was related to a 62-basis point increase in the yield and a $44.5 million increase in the average balances of such loans in the period.

The increased interest income on non-owner-occupied loan income was related to a 22-basis point increase in the yield, partially offset by a decrease of $85.2 million in the average balances of such loans in the period.

Increased yields on loans were a result of the rising interest rate environment.

Interest income was $161.9 million during the three months ended March 31, 2025, compared to $161.0 million during the three months ended March 31, 2024.

During the three months ended March 31, 2025, interest income increased $856 thousand from the three months ended March 31, 2024, primarily reflecting increases in interest income of $5.8 million on business loans, $3.4 million in securities and $1.3 million on one-to-four family loans, partially offset by a decrease of $3.7 million on multifamily residential and residential mixed-use loans and a decrease of $3.5 million on non-owner-occupied commercial real estate loans.

The increased interest income on business loans was due to a $439.8 million increase in the average balances, partially offset by an 18-basis point decrease in the yield of such loans in the period.

The increased interest income on one-to-four family loans was related to a $75.5 million increase in the average balances and a 24-basis point increase in the yield of such loans in the period.

The increased interest income on securities was related to a 134-basis point increase in the yield, partially offset by a decrease of $205.8 million in the average balances of such securities in the period.

The decreased interest income on multifamily residential and residential mixed-use loans was related to a $203.8 million decrease in the average balance and an 11-basis point decrease in the yield of such loans in the period.

The decreased interest income on non-owner-occupied commercial real estate loans reflected a $156.7 million decrease in the average balance and a 13-basis point decrease in the yield of such loans in the period.

Interest Expense.

Interest expense was $84.3 million during the three months ended September 30, 2024, compared to $81.4 million during the three months ended September 30, 2023.

During the three months ended September 30, 2024, interest expense increased $2.9 million, primarily reflecting an increase in interest expense of $11.5 million on deposits and an increase of $1.8 million in interest expense on subordinated debt, partially offset by a $9.9 million decrease in interest expense on FHLBNY advances.

The increased interest expense on deposits primarily reflects a 65-basis point increase in rates paid on money market deposits and a $796.3 million increase in average balances of such deposits.

The increased interest expense on subordinated debt was due to a $71.2 million increase in the average balance of such debt and a 125-basis point increase in the cost of subordinated debt in the period.

Interest expense was $67.7 million during the three months ended March 31, 2025, compared to $89.5 million during the three months ended March 31, 2024.

During the three months ended March 31, 2025, interest expense decreased $21.8 million, primarily reflecting a decrease in interest expense of $15.0 million on deposits, a decrease in interest expense of $8.1 million on FHLBNY advances and a decrease of $516 thousand in interest expense on derivative cash collateral, partially offset by a $1.7 million increase in interest expense on subordinated debt.

The decreased interest

expense on deposits was primarily due to a $682.8 million decrease in the average balance of CDs and a 96-basis point decrease in such deposits in the period, and due to a 95-basis point decrease in rates paid on savings accounts and a $398.6 million decrease in average balances of such deposits.

The decreased interest expense on FHLBNY advances was due to a $585.1 million decrease in the average balance of such advances and a 122-basis point decrease in the cost of FHLBNY advances in the period.

The increases in interest expense on money market accounts was primarily due to price competition among banks and other financial institutions and the rising interest rate environment.

Provision for Credit Losses.

We recorded a credit loss provision of $11.6 million during the three months ended September 30, 2024, compared to a credit loss provision of $1.8 million for the three months ended September 30, 2023.

The $11.6 million credit loss provision for the three months ended September 30, 2024, was primarily associated with increased provisioning for the Bank’s business loan portfolio.

The $1.8 million credit loss provision for the three months ended September 30, 2023, was primarily associated with increased provisioning for individually analyzed loans.

Non-Interest Income.

Non-interest income was $7.6 million during the three months ended September 30, 2024, compared to $7.9 million during the three months ended September 30, 2023.

During the three months ended September 30, 2024, non-interest income decreased $297 thousand from the three months ended September 30, 2023, reflecting a decrease of $651 thousand related to loan level derivative income, partially offset by an increase of $338 thousand from fair value change in equity securities and loans held for sale.

Non-Interest Expense.

Non-interest expense was $57.7 million during the three months ended September 30, 2024, compared to $59.5 million during the three months ended September 30, 2023.

During the three months ended September 30, 2024, non-interest expense decreased $1.8 million from the three months ended September 30, 2023, primarily due to a decrease of $8.6 million in severance expense, partially offset by a $5.6 million increase in salaries and employee benefits.

Non-interest expense was 1.71% and 1.73% of average assets during the three months ended September 30, 2024 and 2023, respectively.

Income Tax Expense.

Income tax expense was $4.9 million during the three months ended September 30, 2024, compared to income tax expense of $8.1 million during the three months ended September 30, 2023.

The reported effective tax rate for the three months ended September 30, 2024 was 26.9%, and 35.1% for the three months ended September 30, 2023.

The September 30, 2023 effective tax rate reflected non-deductible severance expense in the period.

Comparison of Operating Results for the Nine Months Ended September 30, 2024 and 2023

Net income was $49.5 million during the nine months ended September 30, 2024, compared to net income of $79.8 million for the nine months ended September 30, 2023.

During the nine months ended September 30, 2024, net interest income decreased by $15.5 million, credit loss provision increased by $23.3 million, non-interest expense increased by $6.8 million, non-interest income increased by $2.6 million, and income tax expense decreased by $12.7 million, compared to the nine months ended September 30, 2023.

The discussion of net interest income for the nine months ended September 30, 2024 and 2023 should be read in conjunction with the following tables, which set forth certain information related to the Consolidated Statements of Operations for those periods, and which also present the average yield on assets and average cost of liabilities for the periods indicated.

The average yields and costs were derived by dividing income or expense by the average balance of their related assets or liabilities during the periods represented.

Average balances were derived from average daily balances.

No tax-equivalent adjustments have been made for interest income exempt from federal, state, and local taxation.

Net loan fees

included in interest income were $545 thousand during the nine months ended September 30, 2024.

Net loan fees included in interest income were $975 thousand during the nine months ended September 30, 2023.

The decrease in net loan fees was primarily due to the decline in loan deferred fees and costs, and the decline in loan prepayment fees in 2024.

Analysis of Net Interest Income

Nine Months Ended September 30,

(Dollars in thousands)

Interest-earning assets:

Business loans (1) (3) (6)

One-to-four family residential, including condo and coop (3) (6)

Multifamily residential and residential mixed-use (3) (6)

Non-owner-occupied commercial real estate (3) (6)

Other loans (3)

Other short-term investments

Total interest-earning assets

Non-interest earning assets

Liabilities and Stockholders' Equity:

Interest-bearing liabilities:

Interest-bearing checking (2)

Total interest-bearing deposits

FHLBNY advances

Subordinated debt, net

Other short-term borrowings

Total borrowings

Derivative cash collateral

Total interest-bearing liabilities

Non-interest-bearing checking (2)

Other non-interest-bearing liabilities

Total liabilities

Stockholders' equity

Total liabilities and stockholders' equity

Net interest income

Net interest rate spread (4)

Net interest-earning assets

Net interest margin (5)

Ratio of interest-earning assets to interest-bearing liabilities

Deposits (including non-interest-bearing checking accounts) (2)

(1) Business loans include commercial and industrial loans and owner-occupied commercial real estate loans.

(2) Includes mortgage escrow deposits.

(3) Amounts are net of deferred origination costs/(fees) and allowance for credit losses, and include loans held for sale.

(4) Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.

(5) Net interest margin represents net interest income divided by average-interest earning assets.

Rate/Volume Analysis

Nine Months Ended September 30, 2024

Compared to Nine Months Ended September 30, 2023

Increase / (Decrease) Due to:

Interest-earning assets:

Business loans (1) (2)

One-to-four family residential, including condo and coop

Multifamily residential and residential mixed-use

Non-owner-occupied commercial real estate

Other short-term investments

Total interest-earning assets

Interest-bearing liabilities:

Interest-bearing checking

FHLBNY advances

Subordinated debt, net

Other short-term borrowings

Derivative cash collateral

Total interest-bearing liabilities

Net change in net interest income

(1) Business loans include commercial and industrial loans and owner-occupied commercial real estate loans.

(2) Amounts are net of deferred origination costs/(fees) and allowance for credit losses, and include loans held for sale.

Net interest income.

Net interest income was $227.0 million during the nine months ended September 30, 2024, a decrease of $15.5 million from the nine months ended September 30, 2023.

Average interest-earning assets were $12.79 billion for the nine months ended September 30, 2024, a decrease of $62.5 million from $12.85 billion for the nine months ended September 30, 2023.

Net interest margin was 2.37% during the nine months ended September 30, 2024, down from 2.52% during the nine months ended September 30, 2023.

Interest Income.

Interest income was $484.7 million during the nine months ended September 30, 2024, compared to $450.6 million during the nine months ended September 30, 2023.

During the nine months ended September 30, 2024, interest income increased $34.1 million from the nine months ended September 30, 2023, primarily reflecting increases in interest income of $20.0 million on business loans, $7.9 million on non-owner-occupied loans, $5.3 million on one-to-four family loans, $4.0 million on multifamily loans, and $2.0 million on other short-term investments.

The increased interest income on business loans was due to a $199.7 million increase in the average balance and a 56-basis point increase in the yield of such loans in the period.

The increased interest income on non-owner-occupied loan income was related to a 32-basis point increase in the yield, partially offset by a decrease of $3.6 million in average balances of such loans in the period.

The increased interest income on multifamily loans was related to a 30-basis point increase in the yield, partially offset by a decrease of $151.1 million in the average balances of such loans in the period.

The increased interest income on one-to-four family loans was related to a 48-basis point increase in the yield and a $66.5 million increase in the average balances of such loans in the period.

The increased interest income on short-term investments was related to a 51-basis point increase in the yield and a $7.2 million increase in the average balances of such short-term investments in the period.

Increased yields on interest-earning assets were a result of the rising interest rate environment.

Interest Expense.

Interest expense was $257.7 million during the nine months ended September 30, 2024, compared to $208.2 million during the nine months ended September 30, 2023.

During the nine months ended September 30, 2024, interest expense increased $49.5 million, primarily reflecting an increase in interest expense of $67.6 million on deposits, an increase of $1.8 million on subordinated debt and an increase of $340 thousand in the interest expense on derivative cash collateral, partially offset by a $20.0 million decrease in interest expense on FHLBNY advances.

The increased interest expense on deposits primarily reflects a 110-basis point increase in rates paid on money market accounts and a

$746.1 million increase in average balances of such deposits, a 83-basis point increase in rates paid on savings accounts, partially offset by a decrease of $47.9 million in average balances of such deposits, and a 91-basis point increase in rates paid on CDs and an increase of $22.8 million in average balances of such deposits.

The increased interest expense on subordinated debt was due to a $24.5 million increase in the average balance of such debt and a 51-basis point increase in the cost of subordinated debt in the period.

The increased interest expense on derivative cash collateral reflects 97-basis point increase in rates paid on derivative cash collateral, partially offset by a decrease of $15.5 million in average balances of such cash collateral.

The decreased interest expense on FHLBNY advances was due to a $514.0 million decrease in the average balance of such advances and a 48-basis point decrease in the cost of such FHLBNY advances in the period .

The increases in interest expenses on money market accounts, saving accounts and CDs were primarily due to price competition among banks and other financial institutions and the rising interest rate environment.

The decreased interest expense on derivative cash collateral was due to a $26.0 million decrease in the average balance and a 63-basis point decrease in the cost of such derivatives in the period.

The increased interest expense on subordinated debt was due to a $72.2 million increase in the average balance and a 127-basis point increase in the cost of such debt in the period.

Provision for Credit Losses.

We recorded a credit loss provision of $22.4 million during the nine months ended September 30, 2024, compared to a credit loss recovery of $950 thousand for the nine months ended September 30, 2023.

The $22.4 million credit loss provision for the nine months ended September 30, 2024, was primarily associated with increased provisioning for the Bank’s business and multifamily loan portfolios.

The $950 thousand credit loss recovery for the nine months ended September 30, 2023 was primarily associated with a reduction in reserves on pooled PCD loans that were acquired as part of the Company’s 2021 Merger.

We recorded a credit loss provision of $9.6 million and $5.2 million during the three months ended March 31, 2025 and 2024, respectively.

The $9.6 million credit loss provision for the three months ended March 31, 2025, was primarily associated with provisioning for individually analyzed loans.

The $5.2 million credit loss provision for the three months ended March 31, 2024, was primarily associated with increased provisioning for our pooled multifamily loan portfolio.

Non-Interest Income.

Non-interest income was $29.9 million during the nine months ended September 30, 2024, compared to $27.3 million during the nine months ended September 30, 2023.

During the nine months ended September 30, 2024, non-interest income increased $2.6 million from the nine months ended September 30, 2023.

The increase was primarily due to an increase of $6.7 million from a gain on sale of the Bank’s premises, partially offset by a decrease of $4.7 million related to loan level derivative income.

In addition, the prior period included $1.4 million of net losses on sale of securities.

Non-interest income was $9.6 million during the three months ended March 31, 2025, compared to $10.5 million during the three months ended March 31, 2024.

During the three months ended March 31, 2025, non-interest income decreased $834 thousand from the three months ended March 31, 2024, reflecting a decrease of $3.0 million related to a gain on sale of other assets, partially offset by an increase of $1.5 million in BOLI income.

Non-Interest Expense.

Non-interest expense was $165.9 million during the nine months ended September 30, 2024, compared to $159.2 million during the nine months ended September 30, 2023.

During the nine months ended September 30, 2024, non-interest expense increased $6.8 million from the nine months ended September 30, 2023, primarily due to a $13.3 million increase in salaries and employee benefits, partially offset by a $9.0 million decrease in severance expense.

Non-interest expense was 1.63% and 1.56% of average assets during the nine months ended September 30, 2024 and 2023, respectively.

Non-interest expense was $65.5 million during the three months ended March 31, 2025, compared to $52.5 million during the three months ended March 31, 2024.

During the three months ended March 31, 2025, non-interest expense increased $13.0 million from the three months ended March 31, 2024, primarily due to the Company recording a $7.2 million loss due to pension settlement and a $3.6 million increase in salaries and employee benefits.

Non-interest expense was 1.90% and 1.52% of average assets during the three months ended March 31, 2025 and 2024, respectively.

Income Tax Expense.

Income tax expense was $19.0 million during the nine months ended September 30, 2024, compared to income tax expense of $31.8 million during the nine months ended September 30, 2023.

The reported effective tax rate for the nine months ended September 30, 2024, was 27.8%, and 28.5% for the nine months ended September 30, 2023.

Income tax expense was $7.3 million during the three months ended March 31, 2025, compared to income tax expense of $6.6 million during the three months ended March 31, 2024.

The reported effective tax rate for the three months ended March 31, 2025 was 25.3%, and 27.1% for the three months ended March 31, 2024.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis