PIONEER BANCORP, INC./MD, 10-K filed on 9/25/2024
Annual Report
v3.24.3
Document and Entity Information - USD ($)
$ in Millions
12 Months Ended
Jun. 30, 2024
Sep. 20, 2024
Dec. 31, 2023
Document and Entity Information      
Document Type 10-K    
Document Period End Date Jun. 30, 2024    
Document Transition Report false    
Entity Registrant Name Pioneer Bancorp, Inc./MD    
Entity Incorporation, State or Country Code MD    
Entity File Number 001-38991    
Entity Tax Identification Number 83-4274253    
Entity Address, Address Line One 652 Albany Shaker Road    
Entity Address, City or Town Albany    
Entity Address, State or Province NY    
Entity Address, Postal Zip Code 12211    
City Area Code 518    
Local Phone Number 730-3025    
Title of 12(b) Security Common Stock, par value $0.01    
Trading Symbol PBFS    
Security Exchange Name NASDAQ    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Non-accelerated Filer    
Entity Small Business true    
Entity Emerging Growth Company true    
Entity Ex Transition Period false    
Document Financial Statement Error Correction [Flag] false    
Entity Shell Company false    
Entity Common Stock, Shares Outstanding   26,173,904  
Entity Central Index Key 0001769663    
Current Fiscal Year End Date --06-30    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Amendment Flag false    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
ICFR Auditor Attestation Flag false    
Entity Public Float     $ 108.1
Document Annual Report true    
Auditor Name Bonadio & Co., LLP    
Auditor Location Pittsford, New York    
Auditor Firm ID 1884    
v3.24.3
CONSOLIDATED STATEMENTS OF CONDITION - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Assets    
Cash and due from banks $ 36,937 $ 33,584
Federal funds sold 13,638 2,167
Interest-earning deposits with banks 114,615 114,727
Cash and cash equivalents 165,190 150,478
Securities available for sale, at fair value   431,667
Securities available for sale, at fair value 257,409  
Securities held to maturity, net of allowance for credit losses of $262 at June 30, 2024 (fair value of $22,437 at June 30, 2024; and $21,744 at June 30, 2023)   23,949
Securities held to maturity, net of allowance for credit losses of $262 at June 30, 2024 (fair value of $22,437 at June 30, 2024; and $21,744 at June 30, 2023) 25,090  
Equity securities, at fair value   2,413
Federal Reserve Bank of New York and Federal Home Loan Bank of New York stock 3,546 1,196
Loans receivable 1,365,870  
Loans receivable   1,166,638
Allowance for credit losses (21,801)  
Allowance for credit losses   (22,469)
Net loans receivable 1,344,069  
Net loans receivable   1,144,169
Accrued interest receivable 7,559 7,194
Premises and equipment, net 40,105 41,617
Bank-owned life insurance 16,009 16,322
Goodwill 10,879 8,799
Other intangible assets, net 2,951 2,096
Other assets 22,597 26,291
Total assets 1,895,404 1,856,191
Deposits:    
Non-interest bearing deposits 445,328 526,119
Interest bearing deposits 1,104,924 1,015,732
Total deposits 1,550,252 1,541,851
Mortgagors' escrow deposits 9,701 7,888
Other liabilities 38,923 39,752
Total liabilities 1,598,876 1,589,491
Commitments and contingent liabilities - See Note 14
Shareholders' Equity    
Preferred stock ($0.01 par value, 5,000,000 shares authorized, no shares issued or outstanding as of June 30, 2024 and June 30, 2023)
Common stock ($0.01 par value, 75,000,000 shares authorized, 25,871,293 and 25,977,679 shares issued and outstanding as of June 30, 2024 and June 30, 2023, respectively) 263 260
Additional paid in capital 113,484 113,543
Retained earnings 187,731 173,038
Unallocated common stock of Employee Stock Ownership Plan ("ESOP") (9,892) (10,573)
Accumulated other comprehensive income (loss) 4,942 (9,568)
Total shareholders' equity 296,528 266,700
Total liabilities and shareholders' equity $ 1,895,404 $ 1,856,191
v3.24.3
CONSOLIDATED STATEMENTS OF CONDITION (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
CONSOLIDATED STATEMENTS OF CONDITION    
Securities held to maturity, allowance for credit losses $ 262  
Securities held to maturity $ 22,437 $ 21,744
Preferred stock, par value (dollars per share) $ 0.01 $ 0.01
Preferred stock, authorized shares 5,000,000 5,000,000
Preferred stock, issued shares 0 0
Preferred stock, outstanding shares 0 0
Common stock, par value (dollars per share) $ 0.01 $ 0.01
Common stock, authorized shares 75,000,000 75,000,000
Common stock, issued shares 26,261,293 25,977,679
Common stock, outstanding shares 26,261,293 25,977,679
v3.24.3
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Interest and dividend income:    
Loans $ 72,378 $ 55,231
Securities 9,750 9,875
Interest-earning deposits with banks and other 6,188 5,927
Total interest and dividend income 88,316 71,033
Interest expense:    
Deposits 20,672 4,620
Borrowings and other 1,131 872
Total interest expense 21,803 5,492
Net interest income 66,513 65,541
Provision for credit losses 2,700  
Net interest income after provision for credit losses 63,813 65,541
Noninterest income:    
Bank fees and service charges 5,877 5,934
Insurance and wealth management services 9,313 7,053
Net gain on equity securities 735 374
Net loss on securities available for sale transactions (5,645)  
Litigation-related income 5,950  
Other 100 787
Total noninterest income 16,330 14,148
Noninterest expense:    
Salaries and employee benefits 29,225 27,421
Net occupancy and equipment 7,461 7,249
Data processing 4,554 4,561
Advertising and marketing 729 825
Insurance premiums 913 908
Federal Deposit Insurance Corporation insurance premiums 1,090 857
Professional fees 11,070 4,739
Other 5,692 5,274
Total noninterest expense 60,734 51,834
Income before income taxes 19,409 27,855
Income tax expense 4,149 5,907
Net income $ 15,260 $ 21,948
Net earnings per common share:    
Basic (in dollars per share) $ 0.61 $ 0.87
Diluted (in dollars per share) $ 0.61 $ 0.87
Weighted average shares outstanding - basic (in shares) 25,193,848 25,169,382
Weighted average shares outstanding - diluted (in shares) 25,223,114 25,169,382
v3.24.3
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME    
Net income $ 15,260 $ 21,948
Unrealized gains (losses) on securities:    
Unrealized holding gains (losses) arising during the period 9,204 (3,832)
Reclassification adjustment for losses included in net income 5,645  
Tax amount on unrealized gains/losses on securities 14,849 (3,832)
Tax expense (benefit) 3,881 (1,002)
Unrealized losses on securities, net of tax 10,968 (2,830)
Defined benefit plan:    
Change in funded status of defined benefit plans 4,826 6,030
Reclassification adjustment for amortization of net actuarial gain (30) (16)
Defined benefit plan, before tax 4,796 6,014
Tax expense 1,254 1,572
Defined benefit plan, net of tax 3,542 4,442
Total other comprehensive income 14,510 1,612
Comprehensive income $ 29,770 $ 23,560
v3.24.3
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($)
$ in Thousands
Common Stock
Additional Paid-in Capital
Retained Earnings
Cumulative Effect Adjustment for the Adoption of ASU 2016-13
Retained Earnings
Unallocated Common Stock of ESOP
Accumulated Other Comprehensive Loss
Cumulative Effect Adjustment for the Adoption of ASU 2016-13
Total
Balance at beginning of period at Jun. 30, 2022 $ 260 $ 113,713   $ 151,090 $ (11,256) $ (11,180)   $ 242,627
Balance at beginning of period (in shares) at Jun. 30, 2022 25,977,679              
Increase (Decrease) in Shareholder's Equity                
Net income       21,948       21,948
Other comprehensive income           1,612   1,612
ESOP shares committed to be released   (170)     683     513
Balance at end of period at Jun. 30, 2023 $ 260 113,543 $ 507 173,038 (10,573) (9,568) $ 507 $ 266,700
Balance at end of period (in shares) at Jun. 30, 2023 25,977,679             25,977,679
Increase (Decrease) in Shareholder's Equity                
Net income       15,260       $ 15,260
Other comprehensive income           14,510   14,510
ESOP shares committed to be released   (209)     681     472
Stock-based compensation expense   154           154
Restricted stock awards granted $ 4 (4)            
Restricted stock awards granted (in shares) 390,000              
Repurchase of common stock $ (1)     (1,074)       (1,075)
Repurchase of common stock (in shares) (106,386)              
Balance at end of period at Jun. 30, 2024 $ 263 $ 113,484   $ 187,731 $ (9,892) $ 4,942   $ 296,528
Balance at end of period (in shares) at Jun. 30, 2024 26,261,293             26,261,293
v3.24.3
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Parenthetical) - shares
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY    
ESOP shares committed to be released (in shares) 50,916 50,916
v3.24.3
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Cash flows from operating activities:    
Net income $ 15,260 $ 21,948
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 2,596 2,698
Provision for credit losses 2,700  
Net (accretion) amortization on securities (1,863) 53
ESOP compensation 472 513
Loss (earnings) on bank-owned life insurance 313 (300)
Net gain on the sale of other real estate owned (55)  
Proceeds from sale of loans 92 100
Net loss (gain) on sale of loans 9 (2)
Loss on sale, disposal or write-down of premise and equipment, net 288  
Net gain on equity securities (735) (374)
Net loss on securities available for sale transactions 5,645  
Stock-based compensation expense 154  
Deferred tax (benefit) expense (188) 855
Increase in accrued interest receivable (365) (2,571)
Net decrease in other assets 1,992 3,754
Decrease in other liabilities (2,488) (426)
Changes in operating leases 20 21
Net cash provided by operating activities 23,847 26,269
Cash flows from investing activities:    
Proceeds from maturities, paydowns and calls of securities available for sale 143,550 187,722
Proceeds from sales of securities available for sale 74,462 0
Purchases of securities available for sale (32,687) (141,484)
Proceeds from maturities and paydowns of securities held to maturity 2,651 2,770
Purchases of securities held to maturity (4,054) (2,767)
Proceeds from sales of equity securities 3,149 0
Net purchases of FHLBNY and FRBNY stock (2,350) (105)
Net increase in loans receivable (200,057) (161,701)
Purchases of premises and equipment (838) (451)
Proceeds from bank-owned life insurance death benefit   1,143
Proceeds from sale of other real estate owned 106  
Cash paid for acquisitions (1,980)  
Net cash used in investing activities (18,048) (114,873)
Cash flows from financing activities:    
Net increase (decrease) in deposits 8,401 (138,432)
Net increase in mortgagors' escrow deposits 1,813 2,302
Payments on acquisition contingent consideration (124) (734)
Repurchase of common stock (1,075)  
Repayment of finance lease liability (102) (114)
Net cash provided by (used in) financing activities 8,913 (136,978)
Net increase (decrease) in cash and cash equivalents 14,712 (225,582)
Cash and cash equivalents at beginning of period 150,478 376,060
Cash and cash equivalents at end of period 165,190 150,478
Cash paid during the period for:    
Interest 21,751 5,435
Income taxes 5,000 4,800
Non-cash investing and financing activity:    
Loans transferred to other real estate owned 204  
Acquisition contingent consideration payable 1,499  
Right of use assets obtained in exchange for new finance lease liabilities 26  
Right of use assets obtained in exchange for new operating lease liabilities $ 199  
Adoption of lease accounting standard:    
Right of use assets   6,535
Lease liabilities   $ 6,883
v3.24.3
NATURE OF OPERATIONS
12 Months Ended
Jun. 30, 2024
NATURE OF OPERATIONS  
NATURE OF OPERATIONS

1.       NATURE OF OPERATIONS

Nature of Operations

Pioneer Bancorp, Inc. (the “Company”) is a mid-tier stock holding company whose wholly owned subsidiary is Pioneer Bank, National Association (the “Bank”). The Bank was a New York State chartered savings bank and following approval by the Office of the Comptroller of the Currency (“OCC”) converted to a national bank on April 1, 2024. The Bank’s wholly owned subsidiaries are Pioneer Commercial Bank, Pioneer Insurance Agency, Inc. and Pioneer Financial Services, Inc. On September 16, 2024, the OCC approved the merger of Pioneer Commercial Bank with and into the Bank with the Bank as the resulting entity (the “Commercial Bank Merger”). The Commercial Bank Merger is expected to close on October 1, 2024. Following the completion of the Commercial Bank Merger, the Bank will directly offer full municipal deposit banking services.

The Company provides diversified financial services through the Bank and its subsidiaries, with 23 offices in the Capital Region of New York State. The Company, through its subsidiaries, offers a broad array of deposit, lending, and other financial services to individuals, businesses, and municipalities. There are no significant concentrations of loans to any one customer or industry. However, the customers’ ability to repay their loans is dependent on the real estate and general economic conditions in the Bank’s market area.

v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
12 Months Ended
Jun. 30, 2024
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements include the accounts of the Company, the Bank, and the Bank’s wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ substantially from those estimates. The allowance for credit losses, valuation of securities and other financial instruments, the funded status and expense of employee benefit plans, legal proceedings and other contingent liabilities, and the realizability of deferred tax assets are particularly subject to change.

Subsequent Events

Subsequent events are events or transactions that occur after the statement of condition date but before financial statements are issued. Recognized subsequent events are events or transactions that provide additional evidence about conditions that existed at the date of the statement of condition, including the estimates inherent in the process of preparing consolidated financial statements. Non-recognized subsequent events are events that provide evidence about conditions that did not exist at the date of the statement of condition but arose after that date.

Management has reviewed events occurring through the date the consolidated financial statements were issued and, when appropriate, recognized or disclosed in the consolidated financial statements or notes to the consolidated financial statements.

Cash and Cash Equivalents

Cash and cash equivalents consists of cash and due from banks, federal funds sold with maturities less than three months, and interest-bearing deposits with banks. Net cash flows are reported for customer loan and deposit transactions, changes in mortgagor’s escrow deposits, and short-term borrowings.

Securities Available for Sale, Securities Held to Maturity and Equity Securities

Management determines the appropriate classification of debt securities at the time of purchase. If management has the positive intent and ability to hold debt securities to maturity, they are classified as securities held to maturity and are stated at amortized cost. If debt securities are purchased for the purpose of selling them in the near term, they are classified as trading securities and are reported at fair value with unrealized gains and losses reflected in current earnings. All other debt securities are classified as securities available for sale and reported at fair value, with net unrealized gains or losses reported, net of income taxes, in accumulated other comprehensive loss, a component of shareholders’ equity. All marketable equity securities are reported at fair value, with changes in fair value recognized through net income in the consolidated statements of operations. At June 30, 2024 and 2023, and during the years then ended, the Company did not hold any securities considered to be trading securities.

Gains or losses on the sale or call of securities are based on the net proceeds received and the amortized cost of the securities sold or called, using the specific identification method. The cost of securities is adjusted for amortization of premiums and accretion of discounts, which is calculated on an effective interest method over the period to the call date or over the terms of the securities, if there is no call date.

Allowance for Credit Losses on Securities Held to Maturity

With respect to its held to maturity debt securities, the Company is required to utilize the Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“CECL”) approach to estimate expected credit losses. Management measures expected credit losses on held to maturity debt securities on a collective basis by major security types that share similar risk characteristics. Management classifies the held to maturity debt securities portfolio into the following major security types: Corporate debt securities and municipal obligations. Expected losses are calculated on a pooled basis using a probability of default/loss given default model, based on historical credit loss data from a reliable source. Management utilizes corporate and municipal default and loss rates which provides decades of data across all corporate and municipal sectors and geographies. Management may exercise discretion to make adjustments based on environmental factors. The model calculates the expected loss for each security over the contractual life. If the risk of a held to maturity debt security no longer matches the collective assessment pool, it is removed and individually assessed for credit deterioration.

Allowance for Credit Losses on Securities Available for Sale

The impairment model for available for sale debt securities differs from the CECL approach utilized for held to maturity debt securities because available for sale debt securities are measured at fair value rather than amortized cost. For available for sale securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more than likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For securities available for sale that do not meet the above criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the extent to which fair value is less than amortized cost and adverse conditions related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income, net of tax. Changes in the allowance for credit losses are recorded as provision for, or reversal of, credit loss expense. Losses are charged against the allowance when management believes the uncollectibility of an available for sale security is confirmed or when either of the criteria regarding intent or requirement to sell is met.

Prior to the adoption of CECL on July 1, 2023, management evaluated debt securities for other-than-temporary impairment (“OTTI”) at least on a quarterly basis, and more frequently when economic or market conditions warrant such an evaluation. In determining OTTI, management considers many factors, including: (1) the length of time

and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, (3) whether the market decline was affected by macroeconomic conditions, and (4) whether the entity has the intent to sell the debt security or more likely than not will be required to sell the debt security before its anticipated recovery. The assessment of whether an other-than-temporary decline exists involves a high degree of subjectivity and judgment and is based on the information available to management at a point in time.

When OTTI occurs, the amount of the OTTI recognized in earnings depends on whether an entity intends to sell the security or it is more likely than not it will be required to sell the security before recovery of its amortized cost basis, less any current-period credit loss. If an entity intends to sell or it is more likely than not it will be required to sell the security before recovery of its amortized cost basis, less any current-period credit loss, the OTTI shall be recognized in earnings equal to the entire difference between the investment’s amortized cost basis and its fair value at the balance sheet date. If an entity does not intend to sell the security and it is not more likely than not that the entity will be required to sell the security before recovery of its amortized cost basis less any current-period loss, the OTTI shall be separated into the amount representing the credit loss and the amount related to all other factors. The amount of the total OTTI related to the credit loss is determined based on the present value of cash flows expected to be collected and is recognized in earnings. The amount of the total OTTI related to other factors is recognized in other comprehensive income, net of applicable taxes. The previous amortized cost basis less the OTTI recognized in earnings becomes the new amortized cost basis of the investment.

Securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain securities, it is at least reasonably possible that changes in the values of securities will occur in the near term and that such changes could materially affect the amounts reported in the accompanying consolidated financial statements.

Federal Home Loan Bank of New York (“FHLBNY”) and Federal Reserve Bank of New York (“FRBNY”) Stock

The Bank is a member of both the FHLBNY and FRBNY. FHLBNY members are required to own a certain amount of stock based on the level of borrowings and other factors, while FRBNY members are required to own a certain amount of stock based on a percentage of the Bank’s capital stock and surplus. FHLBNY and FRBNY stock are carried at cost, classified as a restricted security, and periodically evaluated for impairment based on ultimate recovery of par value. Both cash and stock dividends, if any, are reported as income.

Loans Held for Sale

Management determines the appropriate classification of mortgage loans at the time of commitment for new loan originations or, for convertible adjustable rate loans, at the time of conversion to a fixed interest rate. Mortgage loans held for sale are recorded at the lower of aggregate cost or fair value as determined by outstanding commitments from investors or fair value based upon recent sales for loans with no commitments. In order to limit the interest rate risk associated with loans held for sale, the Company may enter into various agreements to sell loans in the secondary mortgage market at fixed rates.

Gains and losses on the disposition of loans held for sale are determined based on the difference between the selling price and the carrying value of the loan sold plus the value of servicing rights, if retained.

At June 30, 2024 and 2023 the Company had no loans held for sale.

Net Loans Receivable

Loans receivable are reported at the principal amount outstanding, plus net deferred loan costs and net of the allowance for credit losses on loan. Interest income accrues on the unpaid principal balance. Interest income on loans is not recognized when considered doubtful of collection by management (generally, when principal or interest payments are ninety days or more past due). Past due status is based on the contractual terms of the loan. A loan is moved to non-accrual status in accordance with the Company’s policy, typically after 90 days of non-payment,  unless the loan is well secured and in the process of collection. In all cases, loans are placed on nonaccrual or charged-off at an earlier date if collection of principal or interest is considered doubtful.

All interest accrued but not received for loans placed on nonaccrual is reversed against interest income. Interest received on such loans is accounted for on a cost recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

Fees received from loan originations and certain direct origination costs are deferred and amortized into interest income to provide for a level-yield on the underlying loans without anticipating prepayments.

Allowance for Credit Losses on Loans

The CECL approach requires an estimate of the credit losses expected over the life of a loan (or pool of loans). The allowance for credit losses is a valuation account deducted from the amortized cost basis of loans to present the net, lifetime amount expected to be collected on the loans. Expected losses are evaluated and calculated on a collective, or pooled, basis for those loans which share similar risk characteristics. If the loan does not share risk characteristics with other loans, the Company will evaluate the loan on an individual basis. Individually evaluated loans are primarily non-accrual and collateral dependent loans. Loan losses are charged off against the allowance when management believes a loan balance is confirmed to be uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged-off and amounts expected to be charged-off.

The loan portfolio is segmented at the level at which the Company develops and documents a systematic methodology to determine its allowance for credit losses. Upon adoption of CECL, management revised the manner in which loans were pooled for similar risk characteristics. Management developed the following segments for estimating loss based on type of borrower and collateral which is generally based upon federal call report segmentation and have been combined or subsegmented as needed to ensure loans of similar risk profiles are appropriately pooled: commercial (commercial real estate, commercial and industrial, and commercial construction), residential mortgages, home equity loans and lines, and consumer loans.

Management estimates the allowance for credit losses on loans by using relevant available information, from internal and external sources, related to past events, current conditions, and reasonable and supportable forecasts that affect the collectability of loans. Historical loss experience was considered by the Company for estimating expected credit losses and determined the need to use peer data, with similar risk profiles, to develop and calculate the CECL reserve models.

Historical credit loss experience for the Company and peer losses by loan segments, provide a foundation for estimating an expected credit loss. The observed credit losses are converted to probability of default (“PD”) rate curves through the use of loss given default (“LGD”) risk factors that converts default rates to estimated loss for each loan segment. This is based on industry-level, observed relationships between the PD and LGD variables for each segment. The historical PD curves correspond to economic variables through historical economic cycles, which establishes a quantitative relationship between forecasted economic conditions and loan performance.

Using the historical quantitative relationship between economic conditions and loan performance, management developed a model, using selected external economic forecasts that is highly correlated for each loan segment. These forecasts are then applied over a period that management has determined to be reasonable and supportable. Beyond the period over which management can develop or source a reasonable and supportable forecast, the model will revert to long-term average economic conditions using a straight-line methodology.

The allowance for credit losses on loans is measured on a collective basis, when similar risk characteristics are present, with both a quantitative and qualitative analysis that is applied on a quarterly basis. The respective quantitative reserve for each segment is calculated using a PD/LGD modeling methodology, with segment-specific regression models. The discounted cash flows methodology uses expected credit losses estimated over the effective life of each loan by measuring the difference between the net present value of modeled cash flows and amortized cost basis. Contractual cash flows over the contractual life of the loans are the basis for modeled cash flows, adjusted for modeled defaults and expected prepayments and discounted at the loan-level stated interest rate.

Management applies a qualitative adjustment for each segment as of the consolidated statements of condition date. The qualitative adjustments include limitations inherent in the quantitative model; changes in lending policies and procedures; changes in international, national, regional, and local economic conditions; changes in the nature and volume of the portfolio and terms of loans; the experience, ability and depth of lending management and staff; changes in the volume and severity of past due loans; changes in value of underlying collateral; existence and effect of any concentrations of credit and changes in the levels of such concentrations; and the effect of external factors; such as competition, legal and regulatory requirements.

On a case-by-case basis, the Company may conclude that a loan should be evaluated on an individual basis based on its disparate risk characteristics. When the Company determines that a loan no longer shares similar risk characteristics with other loans in the portfolio, the allowance will be determined on an individual basis using the present value of expected cash flows or, for collateral-dependent loans, the estimated fair value of the collateral, as applicable.

The following are the portfolio and class segments and the risk characteristics of each:

Commercial – Commercial real estate loans are secured by multi-family and nonresidential real estate and generally have larger balances and involve a greater degree of risk than residential real estate loans. Commercial real estate loans depend on the global cash flow analysis of the borrower and the net operating income of the property, the borrower’s expertise, credit history and profitability, and the value of the underlying property. Of primary concern in commercial real estate lending is the borrower’s creditworthiness and the cash flow from the property. Payments on loans secured by income properties often depend on successful operation and management of the properties. As a result, repayment of such loans may be subject, to a greater extent than residential real estate loans, to adverse conditions in the real estate market or the economy. Commercial real estate is also subject to adverse market conditions that cause a decrease in market value or lease rates, obsolescence in location or function and market conditions associated with oversupply in a specific region.

Commercial and industrial loans are commercial loans other than those secured by real estate. Commercial and industrial loans are generally of higher risk and typically are made on the basis of the borrower’s ability to make repayment from the cash flow of the borrower’s business. As a result, the availability of funds for the repayment of commercial loans may depend substantially on the success of the business itself. Furthermore, any collateral securing such loans may depreciate over time, may be difficult to appraise and may fluctuate in value.

Commercial construction financing is generally considered to involve a higher degree of risk of loss than long-term financing on improved, occupied real estate. Risk of loss on a construction loan depends largely upon the accuracy of the initial estimate of the property’s value at completion of construction and the estimated cost of construction. During the construction phase, a number of factors could result in delays and cost overruns. If the estimate of construction costs proves to be inaccurate, additional funds may be required to be advanced in excess of the amount originally committed to permit completion of the building. If the estimate of value proves to be inaccurate, the value of the building may be insufficient to assure full repayment if liquidation is required. If foreclosure is required on a building before or at completion due to a default, there can be no assurance that all of the unpaid balance of, and accrued interest on, the loan as well as related foreclosure and holding costs will be recovered.

Residential Mortgages– Residential mortgage loans are generally made on the basis of the borrower’s ability to make repayment from his or her employment or other income, and which are secured by real property whose value tends to be more easily ascertainable. Repayment of residential mortgage loans is subject to adverse employment conditions in the local economy leading to increased default rate and decreased market values from oversupply in a geographic area. In general, residential mortgage loans depend on the borrower’s continuing financial stability and, therefore, are likely to be adversely affected by various factors, including job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.

Home Equity Loans and Lines – Home equity loans secured by real estate may entail greater risk than first-lien residential mortgage loans due to a lower lien position. In general, repayment of home equity loans depend on the borrower’s continuing financial stability and, therefore, are likely to be adversely affected by various factors, including job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.

Consumer - Consumer loans, particularly unsecured loans and loans secured by assets that depreciate rapidly, such as motor vehicles, are subject to greater risk. In all cases, collateral for a defaulted consumer loan may not provide an adequate source of repayment for the outstanding loan and a small remaining deficiency often does not warrant further substantial collection efforts against the borrower.

Allowance for Credit Losses on Unfunded Commitments

The Company estimates expected credit losses over the contractual period in which the Company has exposure to a contractual obligation to extend credit unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses on unfunded commitments exposure is recognized in other liabilities on the consolidated statement of condition and is adjusted by the provision for credit losses on the consolidated statement of operations. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over the estimated contractual life. The probable funding amount by segment is multiplied by the respective reserve percentage calculated in the allowance for credit losses on loans to calculate a reserve on unfunded commitments.

Accrued Interest Receivable

Accrued interest receivable balances are presented separately on the consolidated statements of financial condition and are not included in amortized cost when determining the allowance for credit losses. The Company does not estimate expected credit losses on accrued interest receivable on loans and investment securities, as accrued interest receivable is reversed or written off when the full collection of the accrued interest receivable related to a loan or investment security becomes doubtful.

Allowance for Loan Losses – Incurred Loss Method

Prior to the adoption of CECL on July 1, 2023, the Company calculated the allowance for loan losses using the incurred loss method whereby the allowance represented management’s estimate of probable incurred losses inherent in the current loan portfolio. The allowance for loan losses is increased (decreased) through charges (credits) to the provision for loan losses. Loans are charged against the allowance when management believes that the collectability of the principal is not probable. Recoveries on loans previously charged-off are credited to the allowance for loan losses when realized. The allowance is an amount that management believes is adequate for probable incurred losses on existing loans.

The allowance consists of specific and general components. The specific component relates to loans that are individually classified as impaired.

A loan is impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. Loans, for which the terms have been modified, and for which the borrower is experiencing financial difficulties, are considered troubled debt restructurings and classified as impaired.

Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls on case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record, and the amount of the shortfall in relation to the principal and interest owed.

Commercial business, commercial real estate, commercial construction, and certain residential real estate loans are individually evaluated for impairment. If a loan is impaired, a portion of the allowance is allocated so that the loan is reported, net, at the present value of estimated future cash flows using the loan’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral. Large groups of smaller balance homogeneous loans, such as consumer and residential real estate loans, are collectively evaluated for impairment, and accordingly, they are not separately identified for impairment disclosures unless classified as a troubled debt restructuring.

Troubled debt restructurings are separately identified for impairment disclosures and are measured at the present value of estimated future cash flows using the loan’s effective rate at inception. If a troubled debt restructuring is considered to be a collateral dependent loan, the loan is reported, net, at the fair value of the collateral. For troubled debt restructurings that subsequently default, the Company determines the amount of an allowance in accordance with the accounting policy for the allowance for loan losses.

The general component covers non-impaired loans and is based on historical loss experience adjusted for current factors. The historical loss experience is determined by portfolio segment and is based on the actual loss history experienced by the Company over the most recent one, three, five or ten year periods, whichever is highest. This actual loss experience is supplemented with other economic factors based on the risks present for each portfolio segment. These economic factors include consideration of the following: levels of and trends in delinquencies and impaired loans; levels of and trends in charge-offs and recoveries; trends in volume and terms of loans; effects of any changes in risk selection and underwriting standards; other changes in lending policies, procedures, and practices; experience, ability, and depth of lending management and other relevant staff; national and local economic trends and conditions; industry conditions; and effects of changes in credit concentrations. The following portfolio segments have been identified: Commercial, Residential Mortgages, Home Equity Loans and Lines, and Consumer. Commercial loan classes include commercial real estate, commercial and industrial and construction.

Derivatives

In the normal course of business, the Company utilizes interest rate swaps with certain commercial borrowers and third-party counterparties. These transactions are accounted for as derivatives. The derivatives are entered into in connection with the Company’s asset and liability management activities and not for trading purposes.

The derivatives are not designated as hedges for accounting purposes and therefore all derivatives are recorded at fair value as derivative assets and derivative liabilities, included in other assets and other liabilities, respectively, in the consolidated statements of condition, with changes in fair value recognized as non-interest income in the consolidated statements of operations.

Premises and Equipment

Premises and equipment are carried at cost, net of accumulated depreciation and amortization. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets (39 years for buildings, 15 years for land improvements and 3 to 10 years for furniture, fixtures and equipment). Leasehold improvements are amortized on a straight-line basis over the shorter of the term of the related leases or the estimated useful lives of the assets. Land is carried at cost.

Leases

The Company determines if an arrangement is a lease at inception. Right-of-use (“ROU”) assets and liabilities for operating leases and finance leases are recognized at the commencement date based on the present value of lease payments over the lease term. If the rate implicit in the lease is not known or determinable, the incremental borrowing rate is used to determine the present value of lease payments. The incremental borrowing rates are based on information provided by FHLBNY for a secured borrowing arrangement of a comparable term. The lease term may include an option to extend or terminate early when exercise of that option is considered reasonably certain. Reductions to finance lease ROU assets are recognized as amortization on a straight-line basis over the lease term and the interest on the related lease liability is expensed through interest expense on borrowings and other on the accompanying consolidated statements of operations. Reductions to operating lease ROU assets are recognized as lease cost on a straight-line basis over the lease term.

Other Real Estate Owned

Other real estate owned (“OREO”) is initially recorded at fair value of the asset acquired less an estimate of the costs to sell, establishing a new cost basis. Fair value of OREO is generally determined through independent appraisals. At the time of foreclosure or when the Company obtains legal title to the property, the excess, if any, of the recorded investment in the loan over the fair value of the asset received is charged to the allowance for credit losses on loan. Subsequent declines in the fair value of such assets, or increases in the estimated costs to sell the properties and net operating expenses of such assets, are charged directly to other expenses. OREO is included in other assets in the consolidated statements of condition.

Bank-Owned Life Insurance

The Company is the beneficiary of a policy that insures the lives of certain current and former officers of the Company. The Company has recognized the cash surrender value, or the amount that can be realized under the insurance policy, as an asset in the consolidated statements of condition. Changes in the cash surrender value and insurance benefit payments are recorded in noninterest income.

Goodwill and Other Intangible Assets

The excess of the cost of acquired entities over the fair value of identifiable tangible and intangible assets acquired, less liabilities assumed, is recorded as goodwill. Goodwill is carried at its acquired value and is reviewed annually for impairment, or when events or changes in circumstances indicate that carrying amounts may be impaired.

Acquired identifiable intangible assets that have finite lives are amortized over their useful economic life. Customer relationship intangibles are generally amortized over fifteen years based upon the projected discounted cash flows of the accounts acquired. Core deposit premium related to the Company’s assumption of certain deposit liabilities is being amortized over fifteen years. Acquired identifiable intangible assets that are amortized are reviewed for impairment when events or changes in circumstances indicate that the carrying amounts may be impaired.

Advertising

The Company expenses costs associated with advertising as they are incurred.

Income Taxes

Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between carrying amounts and tax basis of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized. The Company recognizes interest and/or penalties related to income tax matters in other expense.

A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded.

Financial Instruments

In the normal course of business, the Company is a party to certain financial instruments with off-balance-sheet risk such as commitments to extend credit, unused lines of credit and standby letters of credit. The face amount for these items represents exposure to loss, before considering customer collateral, or ability to repay. The Company’s policy is to record such instruments when funded.

Mortgage Servicing Rights

Mortgage servicing rights are recognized in other assets when loans are sold with servicing retained based on their estimated fair values. The cost allocated to the servicing right is capitalized as a separate asset and amortized in proportion to, and over the period of, estimated net servicing income. Capitalized mortgage servicing rights are assessed for impairment based on the fair value of those rights, and any impairment loss is recognized through a valuation allowance.

Comprehensive Income (Loss)

Comprehensive income (loss) represents the sum of net income and items of other comprehensive income or loss, which are reported directly in shareholders’ equity, net of tax. Other comprehensive income or loss includes the unrealized gain or loss on securities available for sale and changes in the funded status of the Company’s defined benefit pension and other post-retirement plans, net of tax.

Cash Reserve Requirement

The Company may be required to maintain certain reserves of cash and/or deposits with the Federal Reserve Bank. The Company had no reserve requirement at June 30, 2024 and 2023.

Employee Benefits

The Company has a defined benefit pension plan covering substantially all of its employees hired before September 1, 2019. The benefits are developed from actuarial valuations and are based on the employee’s years of service and compensation. Actuarial assumptions such as interest rates, expected return on plan assets, turnover, mortality and rates of future compensation increases have a significant impact on the costs, assets and liabilities of the plan. Pension expense is the net of service cost, interest cost, return on plan assets and amortization of gains and losses not immediately recognized.

The Company also provides post-retirement medical and life insurance benefits to certain employees and retirees. The cost of post-retirement benefits is recognized on an accrual basis as employees perform services. Effective October 1, 2006, the post-retirement medical portion of the plan was frozen. Accordingly, after that date there have been no new plan participants.

The Company maintains a defined contribution 401(k) plan covering substantially all employees meeting certain eligibility requirements. Employer 401(k) expense is the amount of matching contributions.

The Company maintains an Employee Stock Ownership Plan (“ESOP”) covering substantially all employees meeting certain eligibility requirements. The cost of shares issued to the ESOP, but not yet allocated to participants, is shown as a reduction of shareholders’ equity. Compensation expense is based on the market price of shares as they are committed to be released to participant accounts.

Deferred compensation and supplemental retirement plan expense principally represents investment performance on the various plan assets.

Stock-Based Compensation

The Company maintains a stock-based compensation plan under which stock options and restricted stock awards are granted to certain directors and key employees. The Company expenses the grant date fair value of stock options and restricted stock awards granted.  For stock options and restricted stock awards, the expense is recognized over the vesting period of the grant on a straight-line basis, and is included within salaries and employee benefits expense on the accompanying consolidated statement of operations. The expense is adjusted for forfeitures as they occur. For restricted stock awards fair value is measured using the closing price of the Company common stock at the grant date. Stock option awards use the Black-Scholes Option-Pricing Model to measure fair value at the grant date.

Earnings per Share

Basic earnings per share (“EPS”) excludes dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity (such as the Company’s dilutive stock options and restricted stock awards). Unallocated ESOP shares are not deemed outstanding for earnings per share calculations.

Shareholders’ Equity

The Company accounts for stock repurchases by allocating the repurchase price to common stock and retained earnings. Under Maryland law, the Company's state of incorporation, there are no treasury shares. All repurchased

shares are authorized but unissued shares and these shares may be issued in the future for general corporate and other purposes. The Company may terminate or limit the stock repurchase program at any time. The Company records the shares purchased under the share repurchase plan based on the trade date.

Reclassifications

Amounts in the prior year’s consolidated financial statements are reclassified whenever necessary to conform to the current year’s presentation.

Adoption of Recent Accounting Pronouncements

Financial Instruments - Credit Losses - Topic 326

In June 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2016-13 to its guidance on “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”. ASU 2016-13 requires credit losses on most financial assets measured at amortized cost and certain other instruments to be measured using an expected credit loss model (referred to as the current expected credit loss model). Under this model, entities will estimate credit losses over the entire contractual term of the instrument (considering estimated prepayments, but not expected extensions or modifications unless reasonable expectation of a troubled debt restructuring exists) from the date of initial recognition of that instrument. The ASU also replaces the current accounting model for purchased credit impaired loans and debt securities. The allowance for credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination (“PCD assets”), should be determined in a similar manner to other financial assets measured on an amortized cost basis. However, upon initial recognition, the allowance for credit losses is added to the purchase price (“gross up approach”) to determine the initial amortized cost basis. The subsequent accounting for PCD financial assets is the same expected loss model described above. Further, the ASU made certain targeted amendments to the existing impairment model for available for sale debt securities. For an available for sale debt security for which there is neither the intent nor a more-likely-than-not requirement to sell, an entity will record credit losses as an allowance rather than a write-down of the amortized cost basis. The amendments in this ASU were effective for the Company for the fiscal year beginning July 1, 2023. An entity will apply the amendments in this ASU through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). In November 2018, the FASB issued ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, which aligns the implementation date for nonpublic entities’ annual financial statements with the implementation date for their interim financial statements and clarifies the scope of the guidance in the amendments in ASU 2016-13. In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. ASU 2019-04 clarifies or addresses stakeholders’ specific issues about certain aspects of the amendments in ASU 2016-13 related to measuring the allowance for credit losses under the new guidance. The effective dates and transition requirements for the amendments related to this ASU are the same as the effective dates and transition requirements in ASU 2016-13. In November 2019, the FASB issued ASU 2019-11, Codification Improvements to Topic 326, Financial Instruments-Credit Losses clarifying certain amendments to various provisions of ASU 2016-13 relating to (1) purchased financial assets with credit deterioration, (2) financial assets secured by collateral maintenance agreements, (3) transition relief for troubled debt restructurings, and (4) disclosure relief when the practical expedient for accrued interest receivables is applied.

On July 1, 2023, the Company adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, as amended, which replaces the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loan receivables and held to maturity debt securities. It also applies to off-balance sheet credit exposures (loan commitments, standby letters of credit, financial guarantees, and other similar instruments). In addition, the CECL guidance made changes to the accounting for available for sale debt securities. One such change is to require credit losses to be presented as an allowance rather than as a write-down on available for sale

debt securities which management does not intend to sell or believes that it is more likely than not they will be required to sell.

The Company adopted the CECL guidance using the modified retrospective method for all financial assets measured at amortized cost, and off-balance-sheet credit exposures, except for debt securities for which other-than-temporary impairment had been recognized prior to July 1, 2023 for which the Company adopted the CECL guidance using the prospective transition approach. Results for reporting periods beginning after July 1, 2023, are presented under the CECL guidance while prior period amounts continue to be reported in accordance with previously applicable GAAP. The Company recorded a net increase to retained earnings of $507,000 as of July 1, 2023 for the cumulative effect of adopting the CECL guidance.  The transition adjustment includes a $2.3 million decrease to the allowance for credit losses on loans, a $1.6 million increase to the allowance for credit losses on unfunded commitments, and a $180,000 impact to the deferred tax assets. The Company did not record an allowance for credit losses on held to maturity and available for sale debt securities on July 1, 2023, as the amount of credit risk was deemed immaterial.

Troubled Debt Restructurings and Vintage Disclosures - Topic 326

In March 2022, the FASB issued ASU 2022-02, amendments related to Troubled Debt Restructurings (“TDRs”) for all entities after they adopt ASU 2016-13 and amendments related to vintage disclosures that affect public business entities with investments in financing receivables, under Financial Instruments-Credit Losses (Topic 326). This ASU eliminates the guidance on TDRs in Subtopic 310-40, Receivables-Troubled Debt Restructurings, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. The ASU also requires that public business entities disclose current-period gross charge-offs by year of origination. The Company adopted the standard prospectively, beginning July 1, 2023, concurrently with the adoption of ASU 2016-13. The adoption of this guidance did not have a material impact on the consolidated financial statements.

Reference Rate Reform - Topic 848

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848). The ASU and related amendments provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The amendments (1) apply to contract modifications that replace a reference rate affected by reference rate reform, (2) provide exceptions to existing guidance related to changes to the critical terms of a hedging relationship due to reference rate reform (3) provide optional expedients for fair value hedging relationships, cash flow hedging relationships, and net investment hedging relationships, and (4) provide a one-time election to sell, transfer, or both sell and transfer debt securities classified as held to maturity that reference a rate affected by reference rate reform and that are classified as held to maturity before January 1, 2020. The amendments in this ASU are effective for all entities as of March 12, 2020 through December 31, 2022. The amendments for contract modifications can be elected to be applied as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020. The amendments for existing hedging relationships can be elected to be applied as of the beginning of the interim period that includes March 12, 2020 and to new eligible hedging relationships entered into after the beginning of the interim period that includes March 12, 2020. On December 21, 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which extends the sunset (or expiration) date of ASC Topic 848, Reference Rate Reform, from December 31, 2022, to December 31, 2024. On July 1, 2023, the Company adopted ASC 848, as amended. The adoption of this guidance did not have a material impact on the consolidated financial statements.

Impact of Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09—Income Taxes (Topic 740)—Improvements to Income Tax Disclosures, to provide more transparency about income tax information through improvements to income tax disclosures. Specifically, the update requires enhancements to the rate reconciliation, including disclosure of

specific categories and additional information for reconciling items meeting a quantitative threshold, and greater disaggregation of income tax disclosures related to income taxes paid. The amendments in this update are effective for fiscal years beginning after December 15, 2024 and early adoption is permitted. The Company is evaluating the impact this will have on the consolidated financial statements.

v3.24.3
ACQUISITIONS
12 Months Ended
Jun. 30, 2024
ACQUISITIONS  
ACQUISITIONS

3.ACQUISITIONS

On July 13, 2023, the Company, through its subsidiary, Pioneer Financial Services, Inc., completed the acquisition of certain assets of Hudson Financial LLC, a company engaged in the wealth management services business in the Hudson Valley Region of New York. The Company paid an aggregate of $2.0 million in cash and recorded $1.5 million in contingent consideration payable to acquire the assets and recorded a $1.4 million customer list intangible asset and goodwill in the amount of $2.1 million in conjunction with the acquisitions. The goodwill from the acquisition is expected to be deductible for tax purposes. No contingent consideration was paid during the year ended June 30, 2024. The effects of the acquired assets have been included in the consolidated financial statements since the acquisition date. The above referenced acquisition was made to expand the Company’s wealth management services activities.

v3.24.3
INVESTMENT SECURITIES
12 Months Ended
Jun. 30, 2024
INVESTMENT SECURITIES  
INVESTMENT SECURITIES

4.        INVESTMENT SECURITIES

The amortized cost and estimated fair value of securities available for sale are as follows (dollars in thousands):

Gross

Gross

Amortized

Unrealized

Unrealized

Estimated

    

Cost

    

Gains

    

Losses

    

Fair Value

June 30, 2024

 

  

 

  

 

  

U.S. Government and agency obligations

$

247,479

$

1

$

(3,931)

$

243,549

Municipal obligations

 

13,419

 

5

 

(8)

 

13,416

Other debt securities

212

305

(73)

444

Total available for sale securities

$

261,110

$

311

$

(4,012)

$

257,409

June 30, 2023

U.S. Government and agency obligations

$

396,464

$

2

$

(18,737)

$

377,729

Municipal obligations

 

53,492

 

9

 

(67)

 

53,434

Other debt securities

261

309

(66)

504

Total available for sale securities

$

450,217

$

320

$

(18,870)

$

431,667

The Company elected to exclude accrued interest receivable from the amortized cost basis of debt securities. Accrued interest receivable on available for sale debt securities totaled $1.4 million at June 30, 2024 and is excluded

from the estimate of credit losses and reported in accrued interest receivable in the consolidated statement of condition.

There was no allowance for credit losses for securities available for sale as of June 30, 2024.

The amortized cost and estimated fair value of securities held to maturity are as follows (dollars in thousands):

Gross

Gross

Amortized

Unrealized

Unrealized

Estimated

Allowance for

Net Carrying

    

Cost

    

Gains

    

Losses

    

Fair Value

    

Credit Losses

    

Value

June 30, 2024

 

  

 

  

 

  

 

  

 

  

 

  

Corporate debt securities

$

22,000

$

55

$

(2,898)

$

19,157

$

262

$

21,738

Municipal obligations

3,352

(72)

3,280

3,352

Total held to maturity securities

$

25,352

$

55

$

(2,970)

$

22,437

$

262

$

25,090

June 30, 2023

 

  

 

  

 

  

 

  

 

  

 

  

Corporate debt securities

$

20,000

$

$

(2,049)

$

17,951

$

$

20,000

Municipal obligations

3,949

(156)

3,793

3,949

Total held to maturity securities

$

23,949

$

$

(2,205)

$

21,744

$

$

23,949

Accrued interest receivable on held to maturity debt securities totaled $220,000 at June 30, 2024 and is excluded from the estimate of credit losses and is reported in accrued interest receivable in the consolidated statement of condition.

There were no held to maturity securities that were 30 days or more past due or classified as non-accrual as of June 30, 2024.

The following tables present the activity in the allowance for credit losses on securities held-to-maturity (dollars in thousands):

 

For the Year Ended June 30, 2024

Beginning

Ending

    

Balance

    

Provisions

    

Charge-offs

    

Recoveries

    

Balance

Corporate debt securities

$

$

262

$

$

$

262

Municipal obligations

Total

$

$

262

$

$

$

262

The estimated fair value and gross unrealized losses aggregated by security category and length of time such securities have been in a continuous unrealized loss position, is summarized as follows (dollars in thousands):

June 30, 2024

Less than 12 Months

12 Months or Longer

Total

Estimated

Unrealized

Estimated

Unrealized

Estimated

Unrealized

    

Fair Value

    

Losses

    

Fair Value

    

Losses

    

Fair Value

    

Losses

Securities available for sale:

 

  

 

  

 

  

 

  

 

  

 

  

U.S. Government and agency obligations

$

19,580

$

(12)

$

219,059

$

(3,919)

$

238,639

$

(3,931)

Municipal obligations

 

3,723

 

(8)

 

 

 

3,723

 

(8)

Other debt securities

 

 

 

90

(73)

 

90

 

(73)

$

23,303

$

(20)

$

219,149

$

(3,992)

$

242,452

$

(4,012)

Securities held to maturity:

Corporate debt securities

$

$

$

17,102

$

(2,898)

$

17,102

$

(2,898)

Municipal obligations

3,280

(72)

3,280

(72)

$

$

$

20,382

$

(2,970)

$

20,382

$

(2,970)

June 30, 2023

Less than 12 Months

12 Months or Longer

Total

Estimated

Unrealized

Estimated

Unrealized

Estimated

Unrealized

    

Fair Value

    

Losses

    

Fair Value

    

Losses

    

Fair Value

Losses

Securities available for sale:

 

  

 

  

 

  

 

  

 

  

U.S. Government and agency obligations

$

104,145

$

(1,975)

$

268,782

$

(16,762)

$

372,927

$

(18,737)

Municipal obligations

 

47,781

 

(67)

 

 

 

47,781

 

(67)

Other debt securities

 

14

 

(1)

 

107

 

(65)

 

121

 

(66)

$

151,940

$

(2,043)

$

268,889

$

(16,827)

$

420,829

$

(18,870)

Securities held to maturity:

Corporate debt securities

$

$

$

17,951

$

(2,049)

$

17,951

$

(2,049)

Municipal obligations

3,793

(156)

3,793

(156)

$

$

$

21,744

$

(2,205)

$

21,744

$

(2,205)

Unrealized losses on securities available for sale have not been recognized into income because the issuers' debt securities are of high credit quality (rated AA or higher), management does not intend to sell, and it is likely that management will not be required to sell the securities prior to their anticipated recovery, and the decline in fair value is largely due to changes in interest rates and other market conditions. The issuers continue to make timely principal and interest payments on the securities. The fair value is expected to recover as the securities approach maturity.

As a result of the Company adopting the CECL guidance using the prospective transition approach for debt securities for which other-than-temporary impairment had been recognized prior to July 1, 2023, the amortized cost basis remains the same before and after the effective date of the CECL guidance. The effective interest rate on these debt securities was not changed. Amounts previously recognized in accumulated other comprehensive income as of July 1, 2023 relating to improvements in cash flows expected to be collected will be accreted into income over the remaining life of the asset. Recoveries of amounts previously written off relating to improvements in cash flows after July 1, 2023 will be recorded in earnings when received.

The Company does not believe the available for sale securities that were in an unrealized loss position as of June 30, 2024, which consisted of 104 individual securities, represented a credit loss impairment. Available for sale debt securities in unrealized loss positions are evaluated for impairment related to credit losses at least quarterly. As of June 30, 2024, the majority of the available for sale securities in an unrealized loss position consisted of debt securities issued by U.S. government agencies or U.S. government-sponsored enterprises that carry the explicit

and/or implicit guarantee of the U.S. government, which are widely recognized as “risk-free” and have a long history of zero credit losses. Total gross unrealized losses were primarily attributable to changes in interest rates, relative to when the investment securities were purchased, and not due to the credit quality of the investment securities. The Company does not intend to sell, nor is it more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, which may be at maturity.  

None of the Company’s held to maturity debt securities were past due or on nonaccrual status as of the year ended June 30, 2024. There was no accrued interest reversed against interest income for the year ended June 30, 2024, as all securities remained on accrual status. In addition, there were no collateral dependent held to maturity debt securities as of June 30, 2024. An allowance for credit losses on held to maturity debt securities is recorded to account for expected lifetime credit losses.  

Prior to the adoption of CECL, the Company evaluated its portfolio for other than temporary impairment. At June 30, 2023 there were 165 debt securities with unrealized losses. Unrealized losses on debt securities are primarily related to increases in credit spreads since the securities were purchased. Unrealized losses on other debt securities are not considered other-than-temporary based upon analysis completed by management considering credit rating of the instrument, length of time each security has spent in an unrealized loss position and the strength of the underlying collateral.

During the years ended June 30, 2023, management reviewed all other debt securities which were rated less than investment grade for impairment, resulting in no additional impairment charges in fiscal 2023. In fiscal 2023, 54 securities with an amortized cost of $219,000 and remaining par value of $1.5 million were evaluated.

The following table sets forth information with regard to contractual maturities of debt securities (dollars in thousands). Securities not due at a single maturity date are shown separately.

 

June 30, 2024

 

Amortized

 

Estimated

    

Cost

    

Fair Value

Securities available for sale:

 

  

 

  

Due in one year or less

$

192,712

$

189,771

Due after one to five years

 

68,186

 

67,194

Other debt securities

 

212

 

444

$

261,110

$

257,409

Securities held to maturity:

 

  

 

  

Due in one year or less

$

2,269

$

2,197

Due after one to five years

 

1,083

 

1,083

Due after five to ten years

 

22,000

 

19,157

$

25,352

$

22,437

During the year ended June 30, 2024, the Company received $74.5 million in proceeds from the sale of securities available for sale, realizing gross losses of $5.6 million. There were no sales of securities available for sale for the year ended June 30, 2023.

There were no sales of securities held to maturity for the years ended June 30, 2024 and 2023.

During the year ended June 30, 2024, the Company received $3.1 million in proceeds from the sale of equity securities. There were no sales of equity securities for the year ended June 30, 2023.

As of June 30, 2024 and June 30, 2023, there were no holdings of securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of the Company’s equity. As of June 30, 2024 and June 30, 2023, the carrying value of available for sale securities pledged to secure FHLBNY advances and municipal deposits was $254.1 million and $428.5 million, respectively.

The portion of unrealized gains and losses for the period that relates to equity securities still held at the reporting date are as follows (dollars in thousands):

For the Year Ended June 30, 

    

2024

    

2023

Net gain (loss) recognized during the period on equity securities

$

735

$

374

Less: Net gains recognized during the period on equity securities sold during the period

735

Unrealized gains (losses) recognized during reporting period on equity securities still held at reporting date

$

$

374

v3.24.3
NET LOANS RECEIVABLE
12 Months Ended
Jun. 30, 2024
NET LOANS RECEIVABLE  
NET LOANS RECEIVABLE

5.       NET LOANS RECEIVABLE

A summary of net loans receivable is as follows (dollars in thousands):

    

June 30, 2024

    

June 30, 2023

Commercial:

 

  

 

  

Real estate

$

406,201

$

411,165

Commercial and industrial

 

101,207

 

97,307

Construction

 

118,373

 

92,714

Total commercial

 

625,781

 

601,186

Residential mortgages

 

633,779

 

463,196

Home equity loans and lines

 

92,765

 

85,477

Consumer

 

13,545

 

16,779

 

1,365,870

 

1,166,638

Allowance for credit losses

 

(21,801)

 

(22,469)

Net loans receivable

$

1,344,069

$

1,144,169

Accrued interest receivable on loans totaled $5.9 million at June 30, 2024. Accrued interest receivable on loans is included in accrued interest receivable on the consolidated statement of condition, and is excluded from the estimate of credit losses.

Net deferred loan costs totaled $9.5 million and $6.7 million at June 30, 2024 and 2023, respectively, and are included in net loans receivable.

The Company’s July 1, 2023 adoption of CECL resulted in a significant change to the methodology for estimating the allowance for credit losses. The allowance for credit losses on loans is established through a provision for credit losses based on the results of life of loan quantitative models, reserves associated with collateral-dependent loans evaluated individually and adjustments for the impact of current economic conditions not accounted for in the quantitative models. The discounted cash flow methodology is used to calculate the CECL reserve for the commercial, residential mortgages, and home equity loans and lines of credit segments. The Company uses a four-quarter reasonable and supportable forecast period based on economic forecast from the Federal Open Market Committee (“FOMC”) of the Federal Reserve's projections of civilian unemployment and year-over-year U.S. GDP growth. The forecast will revert to long-term economic conditions over a four quarter reversion period on a straight-line basis. The remaining life method is used to determine the CECL reserve for the consumer loan segment. A

qualitative factor framework has been developed to adjust the quantitative loss rates for asset-specific risk characteristics or current conditions at the reporting date.

The Company established a reserve for off-balance sheet credit exposures in conjunction with its adoption of the CECL guidance. The allowance for credit losses on off-balance sheet credit exposures is recognized as a liability (classified as a component of other liabilities on the consolidated statements of condition), with adjustments to the reserve recognized in the provision for credit losses on the consolidated statements of operations.

The following table presents the activity in the allowance for credit losses by portfolio segment (dollars in thousands):

 

For the Year Ended June 30, 2024

 

Cumulative Effect

Beginning

Adjustment for the

Ending

    

Balance

    

Adoption of ASU 2016-13

    

Provisions

    

Charge-offs

    

Recoveries

    

Balance

Commercial

$

14,288

$

(1,307)

$

(205)

$

(345)

$

73

$

12,504

Residential mortgages

 

6,222

 

(670)

 

2,272

(118)

 

7,706

Home equity loans and lines of credit

1,470

(265)

48

(12)

3

1,244

Consumer

489

(69)

48

(135)

14

347

Allowance for credit losses - loans

 

22,469

 

(2,311)

 

2,163

 

(610)

 

90

 

21,801

Allowance for credit losses - off-balance sheet credit exposures

 

 

1,624

 

275

 

 

 

1,899

Total

$

22,469

$

(687)

$

2,438

$

(610)

$

90

$

23,700

 

For the Year Ended June 30, 2023

 

Residential

    

Commercial

    

Mortgages

    

Home Equity

    

Consumer

    

Total

Allowance for loan losses at beginning of period

$

17,818

$

2,899

$

1,388

$

419

$

22,524

Provisions charged to operations

 

(3,567)

 

3,283

 

76

 

208

 

Loans charged off

 

(41)

 

(26)

 

(8)

 

(158)

 

(233)

Recoveries on loans charged off

 

78

 

66

 

14

 

20

 

178

Allowance for loan losses at end of period

$

14,288

$

6,222

$

1,470

$

489

$

22,469

The following table presents the balance in the allowance for credit losses and allowance for loan losses and the recorded investment in loans by portfolio segment (dollars in thousands):

 

June 30, 2024

 

Residential

    

Commercial

    

Mortgages

    

Home Equity

    

Consumer

    

Total

Allowance for credit losses:

 

  

 

  

 

  

 

  

 

  

Related to loans individually evaluated

$

134

$

$

$

$

134

Related to loans collectively evaluated

 

12,370

 

7,706

1,244

347

 

21,667

Ending balance

$

12,504

$

7,706

$

1,244

$

347

$

21,801

Loans:

 

  

 

  

 

  

 

  

 

  

Individually evaluated

$

3,853

$

1,625

$

$

$

5,478

Loans collectively evaluated

 

621,928

 

632,154

 

92,765

 

13,545

 

1,360,392

Ending balance

$

625,781

$

633,779

$

92,765

$

13,545

$

1,365,870

 

June 30, 2023

 

Residential

    

Commercial

    

Mortgages

    

Home Equity

    

Consumer

    

Total

Allowance for loan losses:

 

  

 

  

 

  

 

  

 

  

Related to loans individually evaluated for impairment

$

792

$

$

$

$

792

Related to loans collectively evaluated for impairment

 

13,496

 

6,222

1,470

489

 

21,677

Ending balance

$

14,288

$

6,222

$

1,470

$

489

$

22,469

Loans:

 

  

 

  

 

  

 

  

 

  

Individually evaluated for impairment

$

11,544

$

$

$

$

11,544

Loans collectively evaluated for impairment

 

589,642

 

463,196

 

85,477

 

16,779

 

1,155,094

Ending balance

$

601,186

$

463,196

$

85,477

$

16,779

$

1,166,638

The following table presents information related to impaired loans by class, as determined in accordance with ASC 310, prior to the adoption of ASU 2016-13 (dollars in thousands):

 

For the Year Ended

June 30, 2023

June 30, 2023

 

Unpaid

 

 

Allowance for

 

Average

Interest

 

Principal

 

Recorded

 

Loan Losses

 

Recorded

 

Income

    

Balance

    

Investment

    

Allocated

    

Investment

    

Recognized

With no related allowance recorded:

 

  

 

  

 

  

 

  

 

  

Commercial:

 

  

 

  

 

  

 

  

 

  

Real estate

$

10,241

$

10,213

$

$

10,538

$

133

Commercial and industrial

 

 

 

 

 

Construction

 

 

 

 

Subtotal

 

10,241

 

10,213

 

 

10,538

 

133

With an allowance recorded:

 

  

 

  

 

  

 

  

 

  

Commercial:

 

  

 

  

 

  

 

  

 

  

Real estate

 

681

 

681

 

142

 

699

 

35

Commercial and industrial

 

650

 

650

 

650

 

575

 

Construction

 

 

 

 

Subtotal

 

1,331

 

1,331

 

792

 

1,274

 

35

Total

$

11,572

$

11,544

$

792

$

11,812

$

168

Interest income on nonaccrual loans is recognized using the cost recovery method. Interest income on impaired loans that were on nonaccrual status and cash-basis interest income for the years ended June 30, 2024 and 2023 was nominal.

At various times, certain loan modifications are executed for economic or legal reasons related to a borrower’s financial condition that the Company would not otherwise consider resulting in a modified loan. Substantially all of these modifications include one or a combination of the following: extension of the maturity date at a stated rate of interest lower than the current market rate for new debt with similar risk; temporary reduction in the interest rate; change in scheduled payment amount including interest only; or extensions of additional credit for payment of delinquent real estate taxes or other costs.

As previously noted in Note 2 – Summary of Significant Accounting Policies, effective July 1, 2023, the Company adopted ASU 2022-02, Financial Instruments-Credit Losses (Topic 326)-Troubled Debt Restructurings. The Company may occasionally make modifications to loans where the borrower is considered to be experiencing financial difficulty. Types of modifications considered under ASU 2022-02 include principal reductions, interest rate reductions, term extensions, or a combination. There were no modifications to loans where the borrower is considered to be experiencing financial difficulty for the year ended June 30, 2024.

Prior to the adoption of ASU 2022-02 on July 1, 2023, the Company accounted for loan modifications to borrowers experiencing financial difficulty when concessions were granted as troubled debt restructurings. The following are disclosures related to troubled debt restructurings in the prior year. There were no loans modified as troubled debt restructurings during the year ended June 30, 2023. There were no loans that had been modified as a troubled debt restructuring during the twelve months prior to June 30, 2023 which subsequently defaulted during the year ended June 30, 2023. At various times, certain loan modifications were executed which were considered to be troubled debt restructurings. Substantially all of these modifications included one or a combination of the following: extension of the maturity date at a stated rate of interest lower than the current market rate for new debt with similar risk; temporary reduction in the interest rate; change in scheduled payment amount including interest only; or extensions of additional credit for payment of delinquent real estate taxes or other costs. Loans subject to a troubled debt restructuring were evaluated as impaired loans for the purpose of determining the specific component of the allowance for loan losses.

The following table presents the recorded investment in nonaccrual loans and loans past due over 90 days still on accrual by class of loans (dollars in thousands):

 

June 30, 2024

    

    

Nonaccrual

    

Past Due

    

 

Loans With

 

90 Days

 

 

No Related

 

Still on 

 

Recognized

Nonaccrual

 

Allowance

 

Accrual

 

Interest Income

Commercial:

 

  

 

  

 

  

 

  

Real estate

$

3,180

$

3,180

$

4

$

Commercial and industrial

 

9

 

 

 

Construction

 

 

 

 

Residential mortgages

 

4,208

 

1,625

 

 

Home equity loans and lines

 

1,648

 

 

 

Consumer

 

 

 

 

$

9,045

$

4,805

$

4

$

 

June 30, 

 

2023

    

    

Past Due

 

90 Days 

 

Still on 

Nonaccrual

 

Accrual

Commercial:

 

  

 

  

Real estate

$

8,025

$

174

Commercial and industrial

 

650

 

Construction

 

 

3,237

Residential mortgages

 

4,000

 

120

Home equity loans and lines

 

1,560

 

Consumer

 

 

$

14,235

$

3,531

Nonaccrual loans and loans past due 90 days still on accrual include both smaller balance homogeneous loans that are collectively evaluated for impairment and individually evaluated loans.

A loan is considered collateral-dependent when the borrower is experiencing financial difficulty and repayment of the loan is expected to be provided substantially through the operation or sale of the collateral.

The following table presents the amortized cost basis of collateral-dependent loans by class of loans (dollars in thousands):

 

June 30, 2024

Amortized Cost

 

Collateral Type

Commercial:

 

  

 

  

Real estate

$

3,844

Commercial real estate property

Commercial and industrial

 

9

Business assets

Construction

 

Residential mortgages

 

1,625

Residential real estate property

Home equity loans and lines

 

Consumer

 

$

5,478

The following table presents the aging of the recorded investment in loans by class of loans as of (dollars in thousands):

 

June 30, 2024

 

30 - 59

 

60 - 89

 

90 or more

 

Days

 

Days

 

Days

 

Total

 

Loans Not

    

Past Due

    

Past Due

    

Past Due

    

Past Due

    

Past Due

    

Total

Commercial:

 

  

 

  

 

  

 

  

 

  

 

  

Real estate

$

2

$

3

$

4

$

9

$

406,192

$

406,201

Commercial and industrial

 

15

 

 

 

15

 

101,192

 

101,207

Construction

 

 

 

 

 

118,373

 

118,373

Residential mortgages

 

872

 

481

 

794

 

2,147

 

631,632

 

633,779

Home equity loans and lines

 

722

 

78

 

654

 

1,454

 

91,311

 

92,765

Consumer

 

14

 

8

 

 

22

 

13,523

 

13,545

Total

$

1,625

$

570

$

1,452

$

3,647

$

1,362,223

$

1,365,870

 

June 30, 2023

 

30 - 59

 

60 - 89

90 or more

 

Days

 

Days

 

Days

 

Total

 

Loans Not

    

Past Due

    

Past Due

    

Past Due

    

Past Due

    

Past Due

    

Total

Commercial:

 

  

 

  

 

  

 

  

 

  

 

  

Real estate

$

4,798

$

$

4,458

$

9,256

$

401,909

$

411,165

Commercial and industrial

 

678

 

100

 

352

 

1,130

 

96,177

 

97,307

Construction

 

 

 

3,237

 

3,237

 

89,477

 

92,714

Residential mortgages

 

1,257

 

1,327

 

762

 

3,346

 

459,850

 

463,196

Home equity loans and lines

 

1,340

 

64

 

540

 

1,944

 

83,533

 

85,477

Consumer

 

18

 

22

 

 

40

 

16,739

 

16,779

Total

$

8,091

$

1,513

$

9,349

$

18,953

$

1,147,685

$

1,166,638

The Company categorizes commercial loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes commercial loans individually by classifying the loans as to credit risk. The Company uses the following definitions for risk ratings:

Special Mention – Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date.

Substandard – Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

Doubtful – Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.

Commercial loans not meeting the criteria above are considered to be pass rated loans.

The Company grades residential mortgages, home equity loans and lines of credit and consumer loans as either non-performing or performing.

Non-performing – Loans that are over 90 days past due and still accruing interest or on nonaccrual.

Performing – Loans not meeting any of the above criteria are considered to be performing loans.

The following table presents loans summarized by segment and class, and the risk category (dollars in thousands):

 

 

 

 

 

 

 

Revolving

 

Revolving

 

 

Loans

 

Loans

 

Term Loans Amortized Cost Basis by Origination Year

 

Amortized

 

Converted

 

June 30, 2024

2024

2023

2022

2021

2020

Prior

Cost Basis

to Term

Total

Commercial real estate

 Risk Rating

Pass

$

29,592

$

47,818

$

43,324

$

23,191

$

67,757

$

168,333

$

679

$

$

380,694

Special mention

2,234

8,003

1,090

11,327

Substandard

756

13,424

14,180

Doubtful

Total commercial real estate

$

29,592

$

47,818

$

45,558

$

23,191

$

68,513

$

189,760

$

1,769

$

$

406,201

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Commercial and industrial

 Risk Rating

Pass

$

13,945

$

6,381

$

4,868

$

3,066

$

4,127

$

6,259

$

56,628

$

$

95,274

Special mention

1,118

1,250

221

750

3,339

Substandard

17

53

2,350

141

2,561

Doubtful

24

9

33

Total commercial and industrial

$

13,945

$

6,381

$

6,003

$

3,066

$

5,430

$

8,854

$

57,528

$

$

101,207

Current period gross charge-offs

$

$

$

$

$

$

345

$

$

$

345

Commercial construction

 Risk Rating

Pass

$

38,626

$

9,589

$

45,073

$

19,740

$

$

3,794

$

1,551

$

$

118,373

Special mention

Substandard

Doubtful

Total commercial construction

$

38,626

$

9,589

$

45,073

$

19,740

$

$

3,794

$

1,551

$

$

118,373

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Residential mortgages

Performing

$

180,784

$

206,815

$

42,279

$

56,059

$

33,286

$

110,234

$

114

$

$

629,571

Non-performing

962

540

581

2,125

4,208

Total residential mortgages

$

180,784

$

207,777

$

42,819

$

56,059

$

33,867

$

112,359

$

114

$

$

633,779

Current period gross charge-offs

$

$

$

112

$

$

$

6

$

$

$

118

Home equity loans and lines of credit

Performing

$

6,308

$

6,525

$

9,475

3,454

$

1,369

$

13,375

$

50,611

$

$

91,117

Non-performing

99

643

906

1,648

Total home equity loans and lines of credit

$

6,308

$

6,525

$

9,574

$

3,454

$

1,369

$

14,018

$

51,517

$

$

92,765

Current period gross charge-offs

$

$

$

$

$

$

$

12

$

$

12

Consumer

Performing

$

1,517

$

1,533

$

100

$

67

$

6

$

3,272

$

7,050

$

$

13,545

Non-performing

Total consumer

$

1,517

$

1,533

$

100

$

67

$

6

$

3,272

$

7,050

$

$

13,545

Current period gross charge-offs

$

100

$

6

$

23

$

4

$

1

$

1

$

$

$

135

The following table presents commercial loans summarized by class of loans and the risk category (dollars in thousands):

 

June 30, 2023

 

Special

    

Pass

    

Mention

    

Substandard

    

Doubtful

    

Total

Commercial

 

  

 

  

 

  

 

  

 

  

Real estate

$

352,874

$

1,977

$

56,196

$

118

$

411,165

Commercial and industrial

 

89,245

 

1,614

 

6,448

 

 

97,307

Construction

 

91,805

 

 

909

 

 

92,714

$

533,924

$

3,591

$

63,553

$

118

$

601,186

The Company considers the performance of the loan portfolio and its impact on the allowance for loan losses. For residential and consumer loan classes, the Company also evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity.

At June 30, 2024 and 2023, the Company had residential real estate loans in process of foreclosure of $853,000 and $1.3 million, respectively.

As of June 30, 2024 and 2023, the Company had pledged $605.8 million and $476.6 million respectively, of residential mortgage, home equity and commercial loans as collateral for FHLBNY borrowings and stand-by letters of credit.

At June 30, 2024 and 2023, loans to executive officers, directors, or to associates of such persons, as well as activity in such loans for the years then ended were immaterial as a percentage of total loans receivable.

The Company retains the servicing rights on certain mortgage loans sold, and may release the servicing rights on others. Total residential mortgage loans serviced by the Company for unrelated third parties were approximately $13.5 million and $15.3 million at June 30, 2024 and 2023, respectively. At June 30, 2024 and 2023, the unamortized balance of mortgage servicing rights on loans sold with servicing retained was approximately $116,000 and $131,000, respectively. The estimated fair value of these mortgage servicing rights was in excess of their carrying value at June 30, 2024 and 2023, and therefore no valuation reserve was necessary. At June 30, 2024 and 2023, the Company held escrow funds in trust on loans serviced for others of $368,000 and $396,000, respectively.

v3.24.3
DERIVATIVES
12 Months Ended
Jun. 30, 2024
DERIVATIVES  
DERIVATIVES

6.       DERIVATIVES

In the normal course of servicing commercial customers, the Company acts as an interest rate swap counterparty for certain commercial borrowers. The Company manages its exposure to such interest rate swaps by entering into corresponding and offsetting interest rate swaps with third parties that match the terms of the interest rate swap with the commercial borrowers. These positions directly offset each other and the Company’s exposure is the fair value of the derivatives due to potential changes in credit risk of our commercial borrowers and third parties.

The notional amount of the interest rate swaps does not represent amounts exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements. At June 30, 2024, the Company held derivatives not designated as hedging instruments, comprised of back-to-back interest rate swaps, with a total notional amount of $406.8 million, consisting of $203.4 million of interest rate swaps with commercial borrowers and $203.4 million of offsetting interest rate swaps with third-party counterparties on substantially the same terms. At June 30, 2023, the Company held derivatives not designated as hedging instruments, comprised of back-to-back interest rate swaps, with a total notional amount of $455.8 million, consisting of $227.9 million of interest rate swaps with commercial borrowers and $227.9 million of offsetting interest rate swaps with third-party counterparties on substantially the same terms.

The fair value of derivatives are classified as a component of other assets and other liabilities on the consolidated statements of condition. The estimated fair value of derivatives not designated as hedging instruments are as follows (dollars in thousands):

 

June 30, 2024

    

Derivative 

    

Derivative 

 

Assets

 

Liabilities

Gross interest rate swaps

$

16,781

$

16,781

Less: cash collateral applied

 

(16,620)

 

(16)

Net amount

$

161

$

16,765

 

June 30, 2023

    

Derivative 

    

Derivative 

 

Assets

 

Liabilities

Gross interest rate swaps

$

18,844

$

18,844

Less: cash collateral applied

 

(18,160)

 

(16)

Net amount

$

684

$

18,828

Under terms of the agreements with the third-party counterparties, the Company provides cash collateral to the counterparty, when required, for the initial trade. Subsequent to the trade, the margin is exchanged in either direction, based upon the estimated fair value of the underlying contracts. At June 30, 2024, the Company had received $16.6 million and deposited $16,000 as collateral for swap agreements with third-party counterparties. At June 30, 2023, the Company had received $18.2 million and deposited $16,000 as collateral for swap agreements with third-party counterparties.

v3.24.3
PREMISES AND EQUIPMENT
12 Months Ended
Jun. 30, 2024
PREMISES AND EQUIPMENT  
PREMISES AND EQUIPMENT

7.       PREMISES AND EQUIPMENT

Premises and equipment consists of the following (dollars in thousands):

    

June 30, 

    

June 30, 

 

2024

 

2023

Land

$

6,678

$

6,678

Leaseholds and land improvements

 

2,901

 

2,877

Buildings

 

29,964

 

30,144

Furniture, fixtures, and equipment

 

15,620

 

15,504

Construction in progress

 

244

 

290

Accumulated depreciation and amortization

 

(21,057)

 

(19,932)

Premises and equipment, excluding ROU assets

34,350

35,561

ROU assets

5,755

6,056

Premises and equipment, net

$

40,105

$

41,617

Depreciation and amortization included in occupancy and equipment expense amounted to $2.1 million and $2.3 million for the years ended June 30, 2024 and 2023, respectively.

v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS
12 Months Ended
Jun. 30, 2024
GOODWILL AND OTHER INTANGIBLE ASSETS  
GOODWILL AND OTHER INTANGIBLE ASSETS

8.       GOODWILL AND OTHER INTANGIBLE ASSETS

Changes in goodwill were as follows (dollars in thousands):

Balance, July 1, 2022

    

$

8,799

Acquired

 

Balance, June 30, 2023

    

8,799

Acquired

 

2,080

Balance, June 30, 2024

$

10,879

There were no impairment losses on goodwill or intangible assets for the years ended June 30, 2024 and 2023.

Acquired other intangible assets were as follows (dollars in thousands):

    

June 30, 

    

June 30, 

2024

2023

Customer relationship intangibles:

 

  

 

  

Gross carrying amount

$

5,042

$

3,653

Less: accumulated amortization

 

(2,226)

 

(1,729)

Net carrying amount

 

2,816

 

1,924

Weighted average remaining useful life (in years)

4.17

3.95

Core deposit intangibles:

 

  

 

  

Gross carrying amount

562

562

Less: accumulated amortization

 

(427)

 

(390)

Net carrying amount

 

135

 

172

Weighted average remaining useful life (in years)

2.57

2.90

Total other intangible assets:

 

  

 

  

Gross carrying amount

5,604

4,215

Less: accumulated amortization

 

(2,653)

 

(2,119)

Net carrying amount

$

2,951

$

2,096

Estimated amortization expense for the next five years is as follows (dollars in thousands):

Year ending June 30, 

    

  

2025

$

487

2026

 

441

2027

 

394

2028

 

347

2029

 

301

Aggregate amortization expense was $534,000 and $398,000 for the years ended June 30, 2024 and 2023, respectively.

v3.24.3
DEPOSITS
12 Months Ended
Jun. 30, 2024
DEPOSITS  
DEPOSITS

9.       DEPOSITS

Deposit account balances are summarized as follows (dollars in thousands):

    

June 30, 

    

June 30, 

 

2024

 

2023

Non-interest bearing demand accounts

$

445,328

$

526,119

Interest-bearing accounts:

 

  

 

  

Interest-bearing demand accounts

 

157,962

 

138,817

Savings accounts

 

266,274

 

297,003

Money market accounts

 

513,658

 

462,935

Time deposits

 

167,030

 

116,977

Total interest bearing accounts

 

1,104,924

 

1,015,732

Total deposits

$

1,550,252

$

1,541,851

Overdrawn demand deposit balances of $201,000 and $92,000 were reclassified as loan balances as of June 30, 2024 and 2023, respectively.

Time deposits outstanding that had balances of $250,000 and over amounted to approximately $16.5 million and $9.9 million at June 30, 2024 and 2023, respectively.

Scheduled maturities of time deposits for the next five years are as follows (dollars in thousands):

Year ending June 30, 

    

2025

$

156,724

2026

 

5,734

2027

 

1,849

2028

 

1,270

2029

 

1,453

$

167,030

Deposits of related parties amounted to $879,000 and $8.8 million at June 30, 2024 and 2023, respectively.

v3.24.3
BORROWINGS
12 Months Ended
Jun. 30, 2024
BORROWINGS  
BORROWINGS

10.       BORROWINGS

The Company has the ability to borrow (Non-Repo Advances) in an amount up to 30% of its total assets from the FHLBNY. All borrowings from the FHLBNY are collateralized by FHLBNY stock, certain qualifying loans, and certain available for sale securities. In addition, overall credit exposure, including Non-Repo Advances, cannot exceed 50% of total assets. FHLBNY borrowings have prepayment penalties.

At June 30, 2024, the Company pledged approximately $605.8 million of residential mortgage, home equity and commercial loans as collateral for borrowings and stand-by letters of credit at the FHLBNY. At June 30, 2024, the maximum amount of funding available from the FHLBNY was $497.2 million, of which none was utilized for borrowings and $200.0 million was utilized for irrevocable stand-by letters of credit issued to secure municipal deposits.

At June 30, 2023, the Company pledged approximately $476.6 million of residential mortgage, home equity and commercial loans as collateral for borrowings and stand-by letters of credit at the FHLBNY. At June 30, 2023, the maximum amount of funding available from the FHLBNY was $395.6 million, of which none was utilized for borrowings and $90.0 million was utilized for irrevocable stand-by letters of credit issued to secure municipal deposits.

At June 30, 2024 and 2023, the Company had an unsecured $20.0 million line of credit available with an unrelated financial institution; there were no outstanding draws on the line at June 30, 2024 and 2023.

v3.24.3
OTHER COMPREHENSIVE INCOME
12 Months Ended
Jun. 30, 2024
OTHER COMPREHENSIVE INCOME  
OTHER COMPREHENSIVE INCOME

11.     OTHER COMPREHENSIVE INCOME

Reclassifications out of accumulated other comprehensive income (loss) were as follows (dollars in thousands):

Details About Accumulated Other

Affected Line Item in the Statement

Comprehensive Income (Loss) Components

Where Net Income is Presented

Year Ended

    

June 30, 

    

  

    

    

2024

2023

    

Unrealized gains/losses on securities (before tax):

Net losses included in net income

$

5,645

 

$

 

Net loss on securities transactions

Tax benefit

 

(1,475)

 

 

 

Income tax expense

Net of tax

 

4,170

 

 

 

  

Amortization of defined benefit plan items (before tax):

 

  

 

 

  

 

  

Net actuarial gain

 

(30)

 

 

(16)

 

  

Tax benefit

 

8

 

 

4

 

Income tax expense

Net of tax

 

(22)

 

 

(12)

 

  

Total reclassification for the period, net of tax

$

4,148

 

$

(12)

 

  

The balances and changes in the components of accumulated other comprehensive income (loss), net of tax are as follows (dollars in thousands):

For the Year Ended June 30, 

    

    

    

Accumulated

Unrealized

Other

Gains/Losses

Defined

Comprehensive

on Securities

Benefit Plans

Income (Loss)

2024:

Accumulated other comprehensive (loss) income as of July l, 2023

$

(13,702)

$

4,134

$

(9,568)

Other comprehensive income before reclassifications

 

6,798

 

3,564

 

10,362

Amounts reclassified from accumulated other comprehensive income

 

4,170

 

(22)

 

4,148

Accumulated other comprehensive income (loss) as of June 30, 2024

$

(2,734)

$

7,676

$

4,942

2023:

Accumulated other comprehensive loss as of July l, 2022

$

(10,872)

$

(308)

$

(11,180)

Other comprehensive income (loss) before reclassifications

(2,830)

 

4,454

 

1,624

Amounts reclassified from accumulated other comprehensive loss

(12)

(12)

Accumulated other comprehensive (loss) income as of June 30, 2023

$

(13,702)

$

4,134

$

(9,568)

The amounts of income tax expense (benefit) allocated to each component of other comprehensive income (loss) were as follows (dollars in thousands):

For the Year Ended

June 30, 

    

2024

    

2023

Unrealized gains (losses) on securities:

Unrealized holdings gains (losses) arising during the period

$

2,406

$

(1,002)

Reclassification adjustment for losses included in net income

 

1,475

 

 

3,881

 

(1,002)

Defined benefit plans:

Change in funded status

 

1,262

 

1,576

Reclassification adjustment for amortization of net actuarial gain

(8)

(4)

 

1,254

 

1,572

$

5,135

$

570

v3.24.3
EMPLOYEE BENEFIT PLANS
12 Months Ended
Jun. 30, 2024
EMPLOYEE BENEFIT PLANS  
EMPLOYEE BENEFIT PLANS

12.     EMPLOYEE BENEFIT PLANS

The Company maintains a noncontributory defined benefit pension plan and a defined benefit post-retirement plan. Plan assets and obligations that determine the funded status are measured as of the end of the fiscal year.

Amounts recognized in the consolidated statement of condition related to the Company’s plans are as follows as of June 30 (dollars in thousands):

    

2024

    

2023

Other assets

 

  

 

  

Pension asset

$

18,267

$

13,911

Other liabilities

 

  

 

  

Accumulated post-retirement benefit obligation

$

1,354

 

1,382

Accumulated other comprehensive (income) loss, net of taxes

 

  

 

  

Pension plan

$

(7,335)

$

(3,818)

Post-retirement benefit plan

 

(341)

 

(316)

$

(7,676)

$

(4,134)

Pension Plan

The Company maintains a noncontributory defined benefit pension plan covering substantially all of its full-time employees hired before September 1, 2019. Through December 31, 2009, pensions were paid as an annuity using a pension formula of 2.0% of the average of the five highest consecutive years of total compensation over the last ten years multiplied by credited service up to thirty years. Effective January 1, 2010, the plan was amended and service rendered thereafter is paid using a pension formula of 1.5%. Amounts contributed to the plan are determined annually on the basis of (a) the maximum amount allowable under Internal Revenue Service regulations and (b) the amount certified by a consulting actuary as necessary to avoid an accumulated funding deficiency as defined by the Employee Retirement Income Security Act of 1974 (“ERISA”). The defined benefit pension plan was amended, effective August 31, 2019, to close the plan to new employees hired on or after September 1, 2019, therefore, no new employees hired on or after September 1, 2019 would be eligible to participate in the defined benefit pension plan.

The following table sets forth information on the Company’s defined benefit pension plan as of June 30 (dollars in thousands):

    

2024

    

2023

Change in projected benefit obligation:

Projected benefit obligation at beginning of year

$

39,020

$

40,657

Service cost

 

1,235

 

1,534

Interest cost

 

2,033

 

1,885

Actuarial gain

 

(1,346)

 

(3,473)

Benefits paid

 

(1,579)

 

(1,583)

Projected benefit obligation at end of year

 

39,363

 

39,020

Change in fair value of plan assets:

 

  

 

  

Fair value of plan assets at beginning of year

52,931

49,457

Actual return on plan assets

 

6,401

 

5,197

Benefits paid and actual expenses

 

(1,702)

 

(1,723)

Fair value of plan assets at end of year

 

57,630

 

52,931

Funded status of plan at end of year

$

18,267

$

13,911

The increase in the actuarial gain in the projected benefit obligation resulted primarily from the increase in the discount rate.

Net periodic pension cost included in salaries and employee benefits in the Company’s consolidated statements of operations included the following components (dollars in thousands):

For the Year Ended

June 30, 

    

2024

    

2023

Service cost

$

1,235

$

1,534

Interest cost

 

2,033

 

1,885

Expected return on plan assets

 

(2,862)

 

(2,694)

Net periodic pension cost

$

406

$

725

Amounts recognized in accumulated other comprehensive loss, before tax effect consist of net actuarial gains of $9.9 million at June 30, 2024 and net actuarial gains of $5.2 million at June 30, 2023.

The actuarial assumptions used in determining the present value of the projected benefit obligations and net periodic pension cost as of and for the years ended June 30 were as follows:

    

2024

    

2023

 

Weighted average assumptions – benefit obligations

Discount rate

 

5.51

%  

5.23

%

Annual rate of compensation increase

 

3.00

%  

3.00

%

Weighted average assumptions – net periodic benefit cost

 

  

 

  

Discount rate

 

5.23

%  

4.62

%

Annual rate of compensation increase

 

3.00

%  

3.00

%

Expected long-term rate of return on plan assets

 

5.75

%  

5.75

%

For the years ended June 30, 2024 and 2023, the discount rate assumption used was the above median curve.

Accumulated Benefit Obligation

The accumulated benefit obligation (the actuarial present value of benefits, vested and nonvested, earned by employees based on current and past compensation levels) for the Company’s defined benefit pension plan totaled $35.6 million and $35.4 million as of June 30, 2024 and 2023, respectively.

Investment Policies and Strategies

Pension plan assets are invested in various mutual funds and are held in trust by Charles Schwab Corporation. The Employer, as the Plan Sponsor, determines the appropriate strategic asset allocation versus plan liabilities.

Currently, the pension plan asset allocation targets 65% of assets to equity securities, and 35% to fixed income through a combination of short-term and long-term bond funds. The overall long-term investment objectives are to maintain plan assets at a level that will sufficiently cover long-term obligations and to generate a return on plan assets that will meet or exceed the rate at which long-term obligations will grow. The strategy is designed to provide long-term growth of assets with the objective of achieving an investment return in excess of the costs of funding active lives, deferred vested, and all longer-term obligations. In addition, the plan’s assets are rebalanced quarterly to the target percentages for each investment option no later than the 10th business day following the end of each calendar quarter.

Determination of Long-Term Rate-of-Return

The long-term rate-of-return-on-assets assumption was set based on historical returns earned by equities and fixed-income securities, adjusted to reflect expectations of future returns as applied to the plan’s target allocation of asset classes. Equities and fixed-income securities were assumed to earn real rates of return in the ranges of 5-9% and 1-4%, respectively. The long-term inflation rate was estimated to be 2.3%.

Contributions

For the fiscal year ending June 30, 2024, the Company is not required to make a cash contribution to the plan, but may elect to do so.

Estimated Future Benefit Payments

The benefit payments expected to be paid over the next ten years are as follows (dollars in thousands):

Fiscal year ending June 30, 

    

2025

$

1,200

2026

 

1,288

2027

 

1,477

2028

 

1,615

2029

 

1,800

Years 2030 – 2034

 

11,795

The Company’s pension plan asset allocation at June 30, 2024 and 2023, target allocation for 2024, and expected long-term rate of return by asset category are as follows:

Percentage of

Weighted-

 

 

Target

 

Plan Assets at

 

Average Expected

 

Allocation

 

Year End

 

Long-Term Rate

Asset Category

    

2024

    

2024

    

2023

    

of Return

Equity securities

 

65.0

%  

62.7

%  

63.2

%  

5.00 – 9.00

%

Fixed income securities

 

35.0

%  

37.3

%  

36.8

%  

1.00 – 4.00

%

Total

 

100.0

100.0

%

  

Fair Value of Plan Assets

Fair value is the exchange price that would be received for an asset in the principal or most advantageous market for the asset in an orderly transaction between market participants on the measurement date.

The Company used the following methods and significant assumptions to estimate the fair value of each type of plan asset:

Equity, Debt, Investment Funds and Other Securities

The fair values for securities are determined by quoted market prices, if available (Level 1). For securities where quoted prices are not available, fair values are calculated based on market prices of similar securities (Level 2). For securities where quoted prices or market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators (Level 3). Discounted cash flows are calculated using spread to swap and the Secured Overnight Financing Rate (“SOFR”) curves that are updated to incorporate loss severities, volatility, credit spread and optionality. During times when trading is more liquid, broker quotes are used (if available) to validate the model. Rating agency and industry research reports as well as defaults and deferrals on individual securities are reviewed and incorporated into the calculations.

The fair values of the pension plan assets at June 30, by asset category, are as follows (dollars in thousands):

June 30, 2024

 

Fair Value Measurements

 

Quoted Prices in

 

Significant

 

Significant

 

Active Markets for

 

Observable

 

Unobservable

 

Carrying

 

Identical Assets

 

Inputs

Inputs

    

Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

Mutual funds

 

  

 

  

 

  

 

  

American Funds New World R6

$

2,866

$

2,866

$

$

Cohen & Steers Real Estate SECS I

 

1,747

 

1,747

 

 

Fidelity Capital & Income Fund

 

2,883

 

2,883

 

 

PIMCO Commodities Plus Strat Fd Inst

 

1,733

 

1,733

 

 

PIMCO Long Term Credit Bond Inst

 

8,547

 

8,547

 

 

PIMCO Low Duration Incm Fd I

 

2,312

 

2,312

 

 

Vanguard Developed Mkts Index Inst

 

7,505

 

7,505

 

 

Vanguard Growth Index Fund Instl

 

8,031

 

8,031

 

 

Vanguard Mid Cap Index Funds Admiral

 

4,028

 

4,028

 

 

Vanguard Small Cap I

 

3,479

 

3,479

 

 

Vanguard Value Index Instl Shares

 

8,066

 

8,066

 

 

Western Asset Core Bd Fd I

 

5,745

 

5,745

 

 

Cash

 

688

 

688

 

 

Total plan assets

$

57,630

$

57,630

$

$

June 30, 2023

 

Fair Value Measurements

 

Quoted Prices in

 

Significant

 

Significant

 

Active Markets for

 

Observable

 

Unobservable

 

Carrying

 

Identical Assets

 

Inputs

Inputs

    

Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

Mutual funds

 

  

 

  

 

  

 

  

American Funds New World R6

$

2,636

$

2,636

$

$

Cohen & Steers Real Estate SECS I

 

1,616

 

1,616

 

 

Fidelity Capital & Income Fund

 

2,616

 

2,616

 

 

PIMCO Commodities Plus Strat Fd Inst

 

1,546

 

1,546

 

 

PIMCO Long Term Credit Bond Inst

 

7,913

 

7,913

 

 

PIMCO Low Duration Incm Fd I

 

2,082

 

2,082

 

 

Vanguard Developed Mkts Index Inst

 

6,681

 

6,681

 

 

Vanguard Growth Index Fund Instl

 

7,763

 

7,763

 

 

Vanguard Mid Cap Index Funds Admiral

 

3,808

 

3,808

 

 

Vanguard Small Cap I

 

3,261

 

3,261

 

 

Vanguard Value Index Instl Shares

 

7,465

 

7,465

 

 

Western Asset Core Bd Fd I

 

5,160

 

5,160

 

 

Cash

 

384

 

384

 

 

Total plan assets

$

52,931

$

52,931

$

$

There were no significant transfers between Level 1 and Level 2 during the years ended June 30, 2024 and 2023.

Post-Retirement Healthcare Plan

The Company offers a defined benefit post-retirement plan which provides medical and life insurance benefits to employees meeting certain requirements. Effective October 1, 2006, the plan was amended so that there have been no new plan participants for medical benefits. The cost of post-retirement plan benefits is recognized on an accrual basis as employees perform services. Active employees are eligible for retiree medical coverage upon reaching age sixty with twenty-five or more years of service. Employees with a minimum of thirty years of service are eligible for individual and spousal coverage. Retirees are eligible to participate in any bank-sponsored health insurance programs. The Company’s contributions for retiree medical are limited to a monthly premium of $210 for individual coverage and $420 for employee and spousal coverage. The Company’s funding policy is to pay insurance premiums as they come due.

The following table sets forth the plan’s funded status and amounts recognized in the Company’s consolidated financial statements at June 30 (dollars in thousands):

    

2024

    

2023

Change in accumulated post-retirement benefit obligation:

Accumulated benefit obligation at beginning of year

$

1,382

$

1,545

Service cost

 

19

 

22

Interest cost

 

72

 

67

Actuarial gain

 

(63)

 

(193)

Benefits paid

 

(56)

 

(59)

Accumulated benefit obligation at end of year

 

1,354

 

1,382

Change in plan assets:

 

  

 

  

Fair value of plan assets at beginning of year

 

 

Employer contributions

 

56

 

59

Benefits paid

 

(56)

 

(59)

Fair value of plan assets at end of year

 

 

Unfunded status at end of year

$

(1,354)

$

(1,382)

The increase in the actuarial gain in the accumulated benefit obligation resulted primarily from the increase in the discount rate.

Net periodic post-retirement benefit cost included in salaries and employee benefits in the Company’s consolidated statements of income included the following components (dollars in thousands):

For the Year Ended

June 30, 

    

2024

    

2023

Service cost

$

19

$

22

Interest cost

 

72

 

67

Amortization of net actuarial gain

(30)

(16)

Net periodic post-retirement benefit cost

$

61

$

73

Amounts recognized in accumulated other comprehensive loss, before tax effect, at June 30, consist of (dollars in thousands):

    

2024

    

2023

Net actuarial gain

$

(461)

$

(427)

The discount rates used in determining the accumulated post-retirement benefit obligation were 5.51% and 5.23% at June 30, 2024 and 2023, respectively.

For the years ended June 30, 2024 and 2023, the discount rate assumption used was the above median curve.

For measurement purposes, the medical care cost trend rate has no effect on the Company’s cost since the insurance premiums are a fixed amount (capped). However, increasing or decreasing the benefit cost cap for plan participants could have a significant impact on the accumulated benefit obligation and employer cost.

The projected benefit payments under the plan over the next ten years are as follows (dollars in thousands):

Fiscal year ending June 30, 

    

2025

$

97

2026

 

88

2027

 

87

2028

 

74

2029

 

78

Years 2030 – 2034

 

452

401(k) Plan

The Company maintains a defined contribution 401(k) plan covering substantially all employees meeting certain eligibility requirements. Participants may contribute up to the maximum amount allowed under the Internal Revenue Code. The Company matches 100% on the first 1% of employee contributions and 50% on the next 5% after the employee has completed one year of service. The 401(k) plan contribution expense is included in salaries and employee benefits in the consolidated statements of operations and was approximately $498,000 and $458,000 for the years ended June 30, 2024 and 2023, respectively.

Employee Stock Ownership Plan

On July 17, 2019, the Company established an ESOP to provide eligible employees the opportunity to own Company stock. The ESOP is a tax-qualified retirement plan for the benefit of Company employees. The Company granted loans to the ESOP for the purchase of 1,018,325 shares of the Company’s common stock at an average price of $13.40 per share. The loan obtained by the ESOP from the Company to purchase the common stock is payable annually over 20 years at a rate per annum equal to the Prime Rate. Loan payments are principally funded by cash contributions from the Bank. The loan is secured by the shares purchased, which are held in a suspense account for allocation among participants as the loan is repaid. The balance of the ESOP loan at June 30, 2024 was $11.0 million. Contributions are allocated to eligible participants on the basis of compensation, subject to federal tax limits. The number of shares committed to be released annually is 50,916 through the year 2038. Participants receive the shares at the end of employment.

Shares held by the ESOP include the following:

As of June 30, 

    

2024

2023

Allocated

254,580

203,664

Committed to be allocated

25,458

25,458

Unallocated

738,287

789,203

 Total shares

1,018,325

1,018,325

Total compensation expense recognized in connection with the ESOP for the years ended June 30, 2024 and 2023 was $472,000 and $513,000, respectively.

Supplemental Retirement and Deferred Compensation Plans

The Company has a Deferred Compensation Plan for directors and certain of its officers. Under the plan, participants can elect to defer all, or portion of their directors fees, or salaries and/or bonuses, and invest those funds in various investment fund options. At June 30, 2024 and 2023, the Company had an accrued benefit liability of $378,000 and $374,000, respectively included in other liabilities in the consolidated statements of condition. Changes in the accrued benefit liability equal the changes in the fair values of the invested assets, additional deferrals, less participant payments, if any.

The Company had a Targeted Benefit Supplemental Retirement Plan for executives. At June 30, 2023, the Company had an accrued benefit liability of $201,000 included in other liabilities in the consolidated statements of condition. During the year ended June 30, 2024, the final payments were made to participants. Effective June 2010, the plan was terminated and there have been no additional contributions. There were no provisions for the years ended June 30, 2024 and 2023. Changes in the accrued benefit liability equal the changes in the fair values of designated assets, less participant payments.

v3.24.3
INCOME TAXES
12 Months Ended
Jun. 30, 2024
INCOME TAXES  
INCOME TAXES

13.     INCOME TAXES

The components of income tax expense were as follows (dollars in thousands):

For the Years Ended

 

June 30, 

 

2024

 

2023

Current tax expense

    

$

4,337

    

$

5,052

Deferred tax (benefit) expense

 

(188)

 

855

Total income tax expense

$

4,149

$

5,907

Income tax expense differs from the amount expected based on the federal income tax statutory rate due to the following (dollars in thousands):

June 30, 

 

2024

 

2023

 

    

Amount

    

Rate

    

Amount

    

Rate

    

Income before tax at the federal tax rate

$

4,076

 

21.0

%  

$

5,850

 

21.0

%  

State expense, net of federal benefit

 

232

 

1.2

%  

 

670

 

2.4

%  

Tax-exempt income

 

(249)

 

(1.3)

%  

 

(563)

 

(2.0)

%  

Bank-owned life insurance

 

66

 

0.4

%  

 

(63)

 

(0.2)

%  

Other, net

 

24

 

0.1

%  

 

13

 

%  

Total income tax expense

$

4,149

 

21.4

%  

$

5,907

 

21.2

%  

The tax effects that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below (dollars in thousands):

    

June 30, 

    

June 30, 

 

2024

 

2023

Deferred tax assets

 

  

 

  

Allowance for credit losses

$

7,098

$

6,480

Net operating loss carryforward

 

144

 

OTTI – securities

 

325

 

325

Post-retirement benefit obligations

 

497

 

494

Unrealized losses on securities available for sale

967

4,849

Deferred compensation

 

68

 

137

Contribution carryforward

173

Lease liabilities

1,514

1,621

Other

 

627

 

688

Total deferred tax assets

 

11,240

 

14,767

Deferred tax liabilities

 

  

 

  

Depreciation

 

(1,687)

 

(1,839)

Net deferred loan origination costs

 

(634)

 

(560)

Prepaid pension

 

(2,293)

 

(2,404)

Prepaid expenses

 

(241)

 

(236)

Unfunded defined benefit and postretirement benefit plan assets

 

(2,716)

 

(1,463)

ROU assets

(1,436)

(1,551)

Other

 

(1,961)

 

(1,495)

Total deferred tax liabilities

 

(10,968)

 

(9,548)

Net deferred tax asset at end of year

$

272

$

5,219

Net deferred tax assets are included in other assets in the consolidated statements of condition.

Management determines the need for a deferred tax valuation allowance based upon the realizability of tax benefits from the reversal of temporary differences creating the deferred tax assets, as well as the amount of available open tax carrybacks, if any. As of June 30, 2024, and 2023, no valuation allowance was required.

For the years ending June 30, 2024 and 2023, there were no amounts accrued and/or paid for interest and penalties.

As a thrift institution, the Company is subject to special provisions in the Federal income tax laws regarding its allowable bad debt deduction and related tax basis bad debt reserves. Deferred income tax liabilities are to be recognized with respect to any base-year reserves which are to become taxable (or “recaptured”) in the foreseeable future.

Under current income tax laws, the base-year reserves would be subject to recapture if the Company pays a cash dividend in excess of earnings and profits or liquidates. The Company does not expect to take any actions in the foreseeable future that would require the recapture of any base-year reserves.

A deferred tax liability has not been recognized with respect to the Federal base-year reserve of $9.3 million at June 30, 2024 and 2023, because the Company does not expect that this amount will become taxable in the foreseeable future. The unrecognized deferred tax liability with respect to the Federal base-year reserve was $2.4 million at June 30, 2024 and 2023. It is more likely than not that this liability will never be incurred because, as noted above, the Company does not expect to take any action in the future that would result in this liability being incurred.

The Company is subject to routine audits of its tax returns by the Internal Revenue Service and New York State Department of Taxation and Finance. The Company is no longer subject to examination by either taxing authority for years before calendar 2020.

v3.24.3
COMMITMENTS AND CONTINGENT LIABILITIES
12 Months Ended
Jun. 30, 2024
COMMITMENTS AND CONTINGENT LIABILITIES  
COMMITMENTS AND CONTINGENT LIABILITIES

14.     COMMITMENTS AND CONTINGENT LIABILITIES

Off-Balance-Sheet Financing and Concentrations of Credit

The Company is a party to certain financial instruments with off-balance-sheet risk to meet the financing needs of its customers. These financial instruments include the Company’s commitments to extend credit. Those instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized on the consolidated statement of condition. The contract amounts of those instruments reflect the extent of involvement the Company has in particular classes of financial instruments.

The Company’s exposure to credit loss in the event of nonperformance by the other party to the commitments to extend credit is represented by the contractual notional amounts of those instruments which are presented in the tables below (dollars in thousands). The Company uses the same credit policies in making commitments as it does for on-balance-sheet instruments.

June 30, 2024

    

Fixed Rate

    

Variable Rate

    

Total

Financial instruments whose contract amounts represent credit risk (including unused lines of credit and unadvanced loan funds):

 

  

 

  

 

  

Commitments to extend credit

$

30,007

$

273,932

$

303,939

Standby letters of credit

 

 

21,943

 

21,943

$

30,007

$

295,875

$

325,882

June 30, 2023

    

Fixed Rate

    

Variable Rate

    

Total

Financial instruments whose contract amounts represent credit risk (including unused lines of credit and unadvanced loan funds):

 

  

 

  

 

  

Commitments to extend credit

$

20,541

$

277,088

$

297,629

Standby letters of credit

 

 

28,372

 

28,372

$

20,541

$

305,460

$

326,001

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and require payment of a fee. Since certain commitments are expected to expire without being fully drawn, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral, if any, required by the Company for the extension of credit is based on management’s credit evaluation of the customer.

Commitments to extend credit may be written on a fixed rate basis thus exposing the Company to interest rate risk, given the possibility that market rates may change between commitment and actual extension of credit.

Standby letters of credit are conditional commitments issued by the Company to guarantee payment on behalf of a customer or to guarantee the performance of a customer to a third party. The credit risk involved in issuing these instruments is essentially the same as that involved in extending loans to customers. Since a portion of these instruments will expire unused, the total amounts do not necessarily represent future cash requirements. Each customer is evaluated individually for creditworthiness under the same underwriting standards used for commitments to extend credit and on-balance-sheet instruments. Bank policies governing loan collateral apply to standby letters of credit at the time of credit extension.

Certain residential mortgage loans are written on an adjustable basis and include interest rate caps which limit annual and lifetime increases in interest rates. Generally, adjustable rate mortgages have an annual rate increase cap

of 2% to 5% and lifetime rate increase cap of 5% to 6% above the initial loan rate. These caps expose the Company to interest rate risk should market rates increase above these limits. At June 30, 2024 and 2023, approximately $292.6 million and $136.2 million of adjustable rate residential mortgage loans had interest rate caps, respectively. In addition, certain adjustable rate residential mortgage loans have a conversion option whereby the borrower may elect to convert the loan to a fixed rate during a designated time period. At June 30, 2024 and 2023, approximately $504,000 and $613,000 of the adjustable rate mortgage loans had conversion options, respectively.

The Company periodically sells residential mortgage loans to the Federal National Mortgage Association (“FNMA”). At June 30, 2024, the Company had no loans held for sale. In addition, the Company has no loan commitments with borrowers at June 30, 2024 with rate lock agreements which are intended to be held for sale, if closed. The Company generally determines whether or not a loan is held for sale at the time that loan commitments are entered into or at the time a convertible adjustable rate mortgage loan converts to a fixed interest rate. In order to reduce the interest rate risk associated with the portfolio of loans held for sale, as well as loan commitments with locked interest rates which are intended to be held for sale if closed, the Company enters into agreements to sell loans in the secondary market. At June 30, 2024, the Company had no commitments to sell loans to unrelated investors.

Concentrations of Credit

The Company primarily grants loans to customers located in the New York State counties of Albany, Greene, Rensselaer, Schenectady, Saratoga, and Warren. Although the Company has a diversified loan portfolio, a substantial portion of its debtors’ ability to honor their contracts is dependent upon the real estate and construction-related sectors of the economy.

Legal Proceedings and Other Contingent Liabilities

In the ordinary course of business, the Company and the Bank are involved in a number of legal, regulatory, governmental and other proceedings, claims or investigations that could result in losses, including damages, fines and/or civil penalties, which could be significant concerning matters arising from the conduct of their business, including the matters described below. In view of the inherent difficulty of predicting the outcome of such matters, particularly where the claimants seek large or indeterminate damages, the Company generally cannot predict the eventual outcome of the pending matters, timing of the ultimate resolution of these matters, or eventual loss, fines or penalties related to each pending matter. In accordance with applicable accounting guidance, the Company will establish an accrued liability when those matters present loss contingencies that are both probable and estimable. The Company’s estimates of potential losses will change over time and the actual losses may vary significantly, and there may be an exposure to loss in excess of any amounts accrued. As a matter develops, management, in conjunction with any outside counsel handling the matter, evaluate on an ongoing basis whether such matter presents a loss contingency that is probable and estimable; or where a loss is reasonably possible, whether in excess of a related accrued liability or where there is no accrued liability, whether it is possible to estimate a range of possible loss. Once the loss contingency is deemed to be both probable and estimable, the Company establishes an accrued liability and records a corresponding amount of litigation-related expense. The Company continues to monitor the matters for further developments that could affect the amount of the accrued liability that has been previously established. Excluding legal fees and expenses, litigation-related expense of $0 was recognized for the years ended June 30, 2024 and 2023. For those matters for which a loss is reasonably possible and estimable, whether in excess of an accrued liability or where there is no accrued liability, the Company’s estimated range of possible loss is $0 to $54.4 million in excess of the accrued liability, if any, as of June 30, 2024. These estimates are based upon currently available information and are subject to significant judgment, a variety of assumptions and known and unknown uncertainties. The matters underlying the accrued liability and estimated range of possible losses are unpredictable and may change from time to time, and actual losses may vary significantly from the current estimate and accrual. The estimated range of possible loss does not represent the Company’s maximum loss exposure.

Information is provided below regarding the nature of the matters and associated claimed damages. The Company and the Bank are defending each of these matters vigorously, and the Company believes that it and the Bank have substantial defenses, including affirmative defenses, counterclaims and cross-claims to the various allegations that

have been asserted. In light of the significant judgment, variety of assumptions and uncertainties involved in the matters described below, some of which are beyond the Company’s control, and the large or indeterminate damages sought in some of these matters, an adverse outcome in one or more of these matters, or matters related to or resulting from the matters described below, could have an adverse material impact on the Company’s business, prospects, financial condition, results of operations, cash flows, or cause significant reputational harm and subject the Company to face civil litigation, significant fines, damage awards or other material regulatory consequences.

Mann Entities Related Fraudulent Activity

During the first fiscal quarter of 2020 (the quarter ended September 30, 2019), the Company became aware of potentially fraudulent activity associated with transactions by an established business customer of the Bank. The customer and various affiliated entities (collectively, the “Mann Entities”) had numerous accounts with the Bank. The transactions in question related both to deposit and lending activity with the Mann Entities.

For the fraudulent activity related to the Mann Entities, the Bank’s potential monetary exposure with respect to its deposit activity was approximately $18.5 million. In the first fiscal quarter of 2020, the Bank exercised its rights pursuant to state and federal law and the relevant Mann Entity general deposit account agreements to take actions to set off/recover approximately $16.0 million from general deposit corporate operating accounts held by the Mann Entities at the Bank to partially cover overdrafts/negative account balances in Mann Entity general deposit corporate operating accounts that primarily resulted from another bank returning/calling back $15.6 million in checks on August 30, 2019, that the Mann Entities had deposited into and then withdrawn from their accounts at the Bank the day before. In the first fiscal quarter of 2020, the Bank recognized a charge to non-interest expense in the amount of $2.5 million based on the net negative deposit balance of the various Mann Entities’ accounts after the setoffs/overdraft recoveries. Through June 30, 2024, no additional charges to non-interest expense were recognized related to the deposit transactions with the Mann Entities.

With respect to the Bank’s lending activity with the Mann Entities, its potential exposure was approximately $15.8 million (which represents the Bank’s participation interest in the approximately $35.8 million commercial loan relationships for which the Bank is the originating lender). In the fourth fiscal quarter of 2019, the Bank recognized a provision for loan losses in the amount of $15.8 million, related to the charge-off of the entire principal balance owed to the Bank related to the Mann Entities’ commercial loan relationships. During the third fiscal quarter of 2020 and the first fiscal quarter of 2021, the Bank recognized partial recoveries in the amount of $1.7 million and $34,000, respectively, related to the charge-off of the Mann Entities’ commercial loan relationships, which were credited to the allowance for loan losses. Through June 30, 2024, no additional charges to the provision for credit losses and no additional recoveries related to the charge-off of the loans were recognized related to the loan transactions with the Mann Entities.

Several other parties and regulatory agencies have asserted claims against the Company and the Bank related to the series of transactions between the Company or the Bank, on the one hand, and the Mann Entities, on the other. The Company and the Bank continue to investigate these matters and it is possible that the Company and the Bank will be subject to similar legal, regulatory, governmental or other proceedings and additional liabilities. The ultimate timing and outcome of any such proceedings, involving the Company, or the Bank, cannot be predicted with any certainty. It also remains possible that other private parties or governmental bodies will pursue existing or additional claims against the Bank as a result of the Bank’s dealings with certain of the Mann Entities or as a result of the actions taken by the Company or the Bank. The Company’s and the Bank’s legal fees and expenses related to these actions are significant and are expected to continue being significant. In addition, costs associated with potentially prosecuting, litigating or settling any litigation, satisfying any adverse judgments, if any, or other proceedings, could be significant. These legal, regulatory, governmental and other proceedings, claims or investigations, costs, settlements, judgments, sanctions or other expenses could have a material adverse effect on the Company’s business prospects, financial condition, results of operations or cash flows or cause significant reputational harm and subject the Company to face civil litigation, significant fines, damage awards or other material regulatory consequences. The Company is pursuing all available sources of recovery and other means of mitigating the potential loss, and the Company and the Bank are vigorously defending all claims asserted against them arising out of or otherwise related to the fraudulent activity of the Mann Entities. During the year ended June 30, 2024 and 2023, the Bank recognized

insurance recoveries in the amount of $1.2 million and $3.7 million, respectively, related to the partial reimbursement of defense costs incurred as a result of these matters, which were credited to noninterest expense – professional fees on the consolidated statements of operations. Going forward, the Bank does not expect to recognize any such insurance recoveries, as the applicable policy limits and deductibles have been exceeded. For a fuller recitation of the procedural history of each of the matters summarized below, please refer to the Company’s earlier periodic filings on Forms 10-Q and 10-K. The Pioneer Parties (as defined below) vigorously dispute the assertions and claims in each of the matters noted below.

Legal Proceedings

On October 31, 2019, Southwestern Payroll Services, Inc. (“Southwestern”) filed a complaint against the Company and the Bank (“Pioneer Parties”), Michael T. Mann, Valuewise Corporation, MyPayrollHR, LLC and Cloud Payroll, LLC (collectively, the “Mann Parties”) in the United States District Court for the Northern District of New York. On April 10, 2023, the Court entered a memorandum decision and order granting Southwestern leave to file a third amended complaint adding Granite Solutions Groupe, Inc. (“Granite Solutions”) as a plaintiff and asserting claims against the Pioneer Parties for declaratory judgment, conversion, fraud, negligence/gross negligence, unjust enrichment/money had and received, violations of the Racketeer Influenced and Corrupt Organizations (“RICO”) Act, aiding and abetting conversion, and aiding and abetting fraud. Southwestern and Granite Solutions filed the third amended complaint on April 26, 2023. The third amended complaint seeks a monetary judgment of at least $39.0 million, allegedly comprised of compensatory damages in excess of $13.0 million, penalties and interest, treble damages, and punitive damages. The Pioneer Parties filed their answer to the third amended complaint on May 12, 2023. In addition to denying that Southwestern or Granite Solutions is entitled to any of the relief sought in the third amended complaint, the Pioneer Parties asserted numerous affirmative defenses, as well as counterclaims against Southwestern and cross-claims against certain of the Mann Parties for common law fraud under New York law and violations of RICO. The Pioneer Parties contend that the actions of Southwestern and certain of the Mann Parties have resulted in damages to the Pioneer Parties comprised of compensatory damages, treble damages, and attorneys’ fees and costs. The Pioneer Parties seek to recover these damages jointly and severally against all counterclaim and cross-claim defendants. Southwestern filed its answer to the counterclaims on June 2, 2023. On June 3, 2024, the Pioneer Parties filed a motion for summary judgment on all claims asserted in the third amended complaint. On the same day, the plaintiffs filed a motion for partial summary judgment as to one of the Pioneer Parties’ affirmative defenses and on the counterclaims against Southwestern for violations of RICO. On June 14, 2024, the Pioneer Parties filed a separate motion to dismiss certain claims asserted in the third amended complaint for lack of subject-matter jurisdiction. Briefing on the various motions was completed on August 28, 2024, and the motions are now pending before the court for decision.

On December 10, 2019, National Payment Corp. (“NatPay”) filed a motion to intervene as a plaintiff in Southwestern’s lawsuit against the Pioneer Parties and the Mann Parties as described above. On August 4, 2020, the magistrate judge issued a decision recommending that NatPay be allowed to intervene, which was subsequently accepted by the Court. NatPay filed its complaint in intervention on August 18, 2020.  On April 10, 2023, the Court entered a memorandum decision and order granting NatPay leave to file an amended complaint asserting claims against the Pioneer Parties for declaratory judgment, conversion, fraud, negligence/gross negligence, unjust enrichment/money had and received, violations of RICO, aiding and abetting conversion, and aiding and abetting fraud. NatPay filed its amended complaint on April 13, 2023. The amended complaint seeks a monetary judgment of at least $11.4 million, allegedly comprised of compensatory damages in excess of $3.8 million, penalties and interest, treble damages, and punitive damages. The Pioneer Parties filed their answer to NatPay’s amended complaint on May 12, 2023. In addition to denying that NatPay is entitled to any of the relief sought in the third amended complaint, the Pioneer Parties asserted numerous affirmative defenses, as well as counterclaims against NatPay and cross-claims against certain of the Mann Parties for violations of RICO. The Pioneer Parties contend that the actions of NatPay and certain of the Mann Parties have resulted in damages to the Pioneer Parties comprised of compensatory damages, treble damages, and attorneys’ fees and costs. The Pioneer Parties seek to recover these damages jointly and severally against all counterclaim and cross-claim defendants. On June 23, 2023, NatPay filed a motion to dismiss the counterclaims and certain affirmative defenses of the Pioneer Parties.  The Pioneer Parties filed their opposition to the motion on July 21, 2023, and the motion was fully briefed and submitted to the Court for decision on August 4, 2023. On December 21, 2023, the Court entered an order granting NatPay’s motion. On

January 18, 2024, the Pioneer Parties filed a motion for reconsideration of the Court’s order and for leave to amend their answer and counterclaims. On April 3, 2024, the Court entered an order granting the Pioneer Parties leave to amend their answer and counterclaims. The Pioneer Parties thereafter filed their amended answer and counterclaims on April 15, 2024. NatPay filed its reply to amended counterclaims on April 29, 2024. On June 3, 2024, the Pioneer Parties filed a motion for summary judgment on all claims asserted in the amended complaint, as well as a separate motion to dismiss the amended complaint in its entirety for lack of subject-matter jurisdiction. On the same day, NatPay filed a motion for partial summary judgment as to one of the Pioneer Parties’ affirmative defenses and on the counterclaims against NatPay for violations of RICO. Briefing on the various motions was completed on August 28, 2024, and the motions are now pending before the court for decision.

On January 21, 2020, Cachet Financial Services (“Cachet”), a third-party automated clearing house service provider, filed for bankruptcy protection under Chapter 11 of the United States Bankruptcy Code in the Central District of California, Los Angeles Division (“Bankruptcy Court”). The Bank is not listed as a creditor in the bankruptcy proceedings. On January 20, 2022, Cachet filed an adversary proceeding complaint against the Pioneer Parties in the Bankruptcy Court. On February 16, 2023, Cachet filed an amended complaint in lieu of responding to the Pioneer Parties’ motion to dismiss. The amended complaint, like the initial complaint, alleges Michael T. Mann stole approximately $26.4 million from Cachet in August 2019 by manipulating Cachet’s “batch file specifications,” and that Mann subsequently caused approximately $8.5 million of those purportedly stolen funds to be deposited into accounts held by companies owned by Mann at Pioneer Bank. Cachet alleges Pioneer Bank refused Cachet’s request to return the approximately $8.5 million in purportedly stolen funds to Cachet. Cachet’s complaint asserts causes of action against the Pioneer Parties for avoidance and recovery of constructive fraudulent transfers, conversion, unjust enrichment, money had and received, violation of California Penal Code § 496(a), violations of RICO, aiding and abetting fraud, and declaratory relief. Cachet asserts “actual damages” of approximately $8.5 million, seeks three times its actual damages on its Section 496(a) claim (or approximately $25.6 million), and costs of suit and attorneys’ fees. Cachet also seeks “treble damages according to proof and attorneys’ fees,” and for its aiding abetting fraud claim, Cachet seeks “general, consequential and special damages in an amount to be proven at trial.” On April 28, 2023, the Pioneer Parties filed a motion to dismiss the amended complaint. On September 6, 2023, the Court entered an order granting in part and denying in part the Pioneer Parties’ motion. In particular, the Court dismissed Cachet’s claims for violations of RICO, violation of California Penal Code § 496(a), aiding and abetting fraud and conversion, and for declaratory relief. The Court denied the Pioneer Parties’ motion as to the claims for conversion, unjust enrichment, and money had and received. The Court permitted Cachet to file a second amended complaint. On September 20, 2023, Cachet filed a motion for reconsideration of the Court’s Order. The Pioneer Parties filed their opposition on October 26, 2023, and Cachet filed its reply on November 2, 2023. On November 16, 2023, the Court entered an order granting the motion to the extent of clarifying certain rulings in the September 6, 2023 order relating to the denial of the motion to dismiss as to Cachet’s conversion claim and the dismissal of Cachet’s RICO claim. Cachet initially filed its second amended complaint on February 5, 2024, but pursuant to a stipulation and order entered on February 29, 2024, Cachet withdrew that version of the second amended complaint and filed a revised second amended complaint on April 8, 2024. The second amended complaint asserts claims for conversion, unjust enrichment, money had and received, violations of RICO, and aiding and abetting conversion and fraud. On May 8, 2024, the Pioneer Parties filed a motion to dismiss the second amended complaint. Briefing on the motion was completed on June 27, 2024. A hearing on the motion was held by the Court on July 11, 2024.  On August 28, 2024, the Court entered an order granting in part and denying in part the Pioneer Parties’ motion. In particular, the court dismissed with prejudice Cachet’s claims for aiding and abetting conversion and fraud and dismissed without prejudice Cachet’s RICO claims. The court denied the Pioneer Parties’ motion to dismiss the claims for conversion, unjust enrichment, and money had and received. The Pioneer Parties’ current deadline to respond to the remaining claims asserted in the second amended complaint is October 10, 2024.

On February 4, 2020, Berkshire Hills Bancorp Inc.’s wholly owned subsidiary Berkshire Bank (“Berkshire Bank”) filed a complaint against the Bank in the Supreme Court of the State of New York for Albany County resulting from Berkshire Bank’s participation interest in the commercial loan relationship to the Mann Entities. The complaint alleges that the Bank breached the amended and restated loan participation agreement between the Bank and Berkshire Bank dated as of June 27, 2018, breached the amended and restated loan participation agreement between the Bank and Berkshire Bank dated as of August 12, 2019, engaged in constructive fraud, engaged in

fraudulent inducement, engaged in fraudulent concealment, and negligently misrepresented certain material information. The complaint seeks to recover $15.6 million and additional damages. On November 30, 2022, Berkshire Bank filed an amended complaint asserting substantially similar claims to those asserted in the original complaint, except that it excised the claim for negligent misrepresentation that the Court previously had dismissed, and included claims for breach of the loan participation agreement between the Bank and Berkshire Bank dated as of June 29, 2017 and separate claims for fraudulent inducement with respect to each of the three loan participation agreements. On January 30, 2023, the Bank filed its answer to the amended complaint and asserted counterclaims against Berkshire Bank for breach of the amended and restated loan participation agreement between the Bank and Berkshire Bank dated as of August 12, 2019, as well as a claim for a declaratory judgment that Berkshire Bank ratified the agreement and may not contest its validity. This matter is currently in discovery.

On February 4, 2020, Chemung Financial Corporation’s wholly owned subsidiary, Chemung Canal Trust Company (“Chemung”), filed a complaint against the Bank in the Supreme Court of the State of New York for Albany County resulting from Chemung’s participation interest in the commercial loan relationship to the Mann Entities. The complaint alleges that the Bank breached the participation agreement between the Bank and Chemung dated as of August 12, 2019, engaged in fraudulent activities, engaged in constructive fraud, and negligently misrepresented and omitted certain material information. The complaint seeks to recover $4.2 million and additional damages. On July 21, 2023, Chemung filed an amended complaint that asserts the same causes of actions as the original complaint (except that it excised the claim for negligent misrepresentation previously dismissed by the Court), but includes additional factual allegations. On September 19, 2023, the Bank filed its answer to the amended complaint and asserted counterclaims against Chemung for breach of the loan participation agreement between the Bank and Chemung dated as of August 12, 2019, as well as a claim for a declaratory judgment that Chemung ratified the agreement and may not contest its validity. This matter is currently in discovery.

On April 30, 2020, the U.S. Department of Justice (“DOJ”), with the authorization of a delegate of the Secretary of the Treasury, filed a civil complaint against the Company and the Bank (and Cloud Payroll, LLC) in the United States District Court for the Northern District of New York. The complaint alleges, among other things, that the Pioneer Parties wrongfully set off approximately $7.3 million from an account held by Cloud Payroll to apply towards debts allegedly owed to the Bank by Cloud Payroll and other affiliates of Michael Mann. The complaint alleges that the funds in question were comprised of payroll taxes and thus subject to a statutory trust under 26 U.S.C. § 7501 that prohibited the Bank from setting off those funds to apply towards debts owed to the Bank. The complaint seeks return of any payroll taxes, plus interest. On October 21, 2020, the DOJ filed an amended complaint that dropped one of the DOJ’s claims against the Pioneer Parties but continues to seek return of any payroll taxes, plus interest. The amended complaint relates to the same set of facts described above in “Mann Entities Related Fraudulent Activity”, and the alleged payroll taxes, plus interest, sought in this proceeding may be part of the recovery sought in the Southwestern and NatPay complaints described above. On November 4, 2020, the Pioneer Parties filed their answer and affirmative defenses to the DOJ’s amended complaint. On November 15, 2023, the Court entered an order staying discovery until January 16, 2024 to allow the parties to continue discussions about a potential resolution of the matter. On January 12, 2024, the parties filed a joint letter with the Court requesting an extension of the discovery stay until March 18, 2024 to enable the parties to finalize resolution of the matter. On January 16, 2024, the Court entered an order granting the requested extension. On March 15, 2024, after reaching a confidential settlement agreement, the parties filed a stipulation of dismissal of the action with prejudice, which the Court approved on March 18, 2024.

On August 31, 2020, AXH Air-Coolers, LLC (“AXH”) filed a complaint against the Pioneer Parties, and unnamed employees of the Pioneer Parties in the United States District Court for the Northern District of New York. The complaint alleges that the Pioneer Parties wrongfully converted certain tax funds belonging to AXH, were unjustly enriched by the wrongful taking of tax funds belonging to AXH, and were grossly negligent in allowing AXH’s tax funds to be misappropriated, offset, converted, or stolen. The prayer for relief in AXH’s complaint seeks $336,000, plus penalties and interest, attorney’s fees, and punitive damages. The complaint relates to the same set of facts as the DOJ complaint as described above, and the alleged taxes sought in the DOJ, Southwestern, and NatPay complaints. On August 12, 2022, AXH filed an amended complaint asserting gross negligence, unjust enrichment, and accounting claims against the Pioneer Parties. The amended complaint seeks the same relief as in the original complaint. On August 26, 2022, the Pioneer Parties filed their answer to the amended complaint.  Thereafter,

discovery on the matter proceeded until the Court issued a stay of the action on June 30, 2024.  The stay is expected to be in effect until at least December 20, 2024.

On December 1, 2020, the Bank filed a complaint in the Supreme Court of the State of New York against Teal, Becker & Chiaramonte, CPAs, P.C. (“TBC”), Mr. Pasquale M. Scisci and Mr. Vincent Commisso (collectively, with TBC, the “TBC Parties”), alleging professional malpractice by the TBC Parties in auditing the annual consolidated financial statements of Valuewise Corporation and its subsidiaries (“Valuewise Entities”) for the fiscal years 2010 to 2018.  The Bank asserts that the TBC Parties were aware that the primary, if not the exclusive, reason the Valuewise Entities engaged TBC to audit their financial statements was to provide the Bank with accurate financial information that the Bank would rely on in evaluating whether to provide loans to the Valuewise Entities.  The Bank contends that, among other matters, Mr. Michael Mann used the Valuewise Entities to defraud the Bank because of the professional malpractice of the TBC Parties and that if the TBC Parties had not committed professional malpractice by issuing unqualified “clean” opinions on the financial statements of the Valuewise Entities for fiscal years 2010 to 2018, the Bank would never have continued loaning money to the Valuewise Entities. The Bank seeks to recover damages of at least $34.1 million (plus interest) sustained by it as a result of the professional malpractice of the TBC Parties. The TBC Parties filed their answer to the Bank’s complaint on February 12, 2021. On February 28, 2022, the TBC Parties filed a motion to dismiss the complaint. On October 4, 2022, the Court entered a decision and order denying the motion in its entirety. On November 15, 2023, the Bank and the TBC Parties entered into a settlement agreement pursuant to which the parties agreed to resolve and settle all disputes and potential claims which exist or may exist among them, including without limitation those claims asserted in the action. Pursuant to the settlement agreement, the TBC Parties made a payment of $5.95 million to the Bank, in exchange for which the Bank caused the action to be dismissed with prejudice.

On May 14, 2021, the Bank filed a verified petition for a hearing, pursuant to 21 U.S.C. § 853(n)(2), to adjudicate the validity of the Bank’s interest in approximately $14.9 million in cash and securities forfeited by Michael Mann pursuant to a preliminary order of forfeiture in U.S. v. Mann filed in United States District Court for the Northern District of New York. The Bank’s petition alleges that it has a valid security interest in the forfeited property, and that the forfeited property should thus be turned over to the Bank.  On June 28, 2021, the government filed a motion to dismiss the Bank’s petition. On July 30, 2021, the Bank filed opposition to the government’s motion to dismiss the Bank’s petition. On August 13, 2021, the government filed a reply to the Bank’s opposition to the government’s motion to dismiss the Bank’s petition. On October 14, 2022, the magistrate judge assigned to the case entered a report and recommendation recommending the motion to dismiss the Bank’s petition be granted in part and denied in part. On October 28, 2022, the Bank filed an objection to the magistrate judge’s report and recommendation. The government filed its opposition to the Bank’s objection on November 21, 2022. On April 5, 2024, the district judge entered an order overruling the Bank’s objection and affirming the magistrate judge’s report and recommendation. The court ordered the matter to proceed to a hearing but has not yet set a date for the hearing. This matter is currently in discovery.

On September 2, 2022, two substantially similar putative class action complaints were filed against the Pioneer Parties in the Supreme Court of the State of New York for Albany County.  The first complaint was filed by Brandes & Yancy PLLC and Ricardo’s Restaurant, Inc., two alleged clients of Southwestern which seek to assert claims on behalf of all current or former Southwestern clients based on the same set of facts as the DOJ, AXH, and Granite Solutions complaints as described above, and the alleged taxes sought in the DOJ, Southwestern, and NatPay complaints. The second complaint was filed by O’Malley’s Oven LLC and Legat Architects, Inc., two alleged clients of MyPayrollHR.Com, LLC and ProData Payroll Services, Inc., affiliates of Cloud Payroll, LLC (collectively, “Cloud Payroll”). Similar to the first complaint described above, the two named plaintiffs in the second complaint seek to assert claims on behalf of all current or former Cloud Payroll clients based on the same set of facts as the DOJ, AXH, and Granite Solutions complaints as described above, and the alleged taxes sought in the DOJ, Southwestern, and NatPay complaints. Both complaints assert claims against the Pioneer Parties for conversion, gross negligence, unjust enrichment, money had and received, tortious interference with contract, aiding and abetting fraud, and a declaratory judgment. Both complaints also seek to recover compensatory and punitive damages, plus pre-judgment interest, costs, expenses, disbursements, and reasonable attorneys’ fees. The Pioneer Parties acknowledged service of the complaints as of December 30, 2022. On February 28, 2023, the Pioneer Parties filed motions to dismiss the complaints. On April 7, 2023, the plaintiffs filed amended complaints that assert the

same causes of action but include additional allegations. On April 27, 2023, the Pioneer Parties elected to withdraw their pending motions to dismiss and file renewed motions to dismiss the amended complaints. The Pioneer Parties filed renewed motions to dismiss on June 26, 2023. On August 25, 2023, plaintiffs in both putative class actions filed their responses to the renewed motions to dismiss filed by the Pioneer Parties. On October 6, 2023, the Pioneer Parties filed their reply to the response of the plaintiffs. On February 1, 2024, the court entered an order, on its own motion, staying both actions pending the outcome of the ongoing, earlier-filed federal litigation described above. On July 31, 2024, the parties submitted a joint written update to the court concerning the status of the federal litigation. These actions remain stayed pending the outcome of that litigation.

On December 6, 2023, Sidra Riggins filed a putative class action complaint against the Bank in the United States District Court for the Northern District of New York. The plaintiff is an alleged customer of the Bank who asserts claims for breach of contract, unjust enrichment, violation of New York General Business Law § 349, and violation of the Electronic Funds Transfer Act, 15 U.S.C. §§ 1693 et seq. The plaintiff’s claims concern alleged practices of the Bank relating to fees that the Bank allegedly assessed in connection with certain types of overdrafts or transaction items returned for insufficient funds. The plaintiff seeks to assert her claims on behalf of the following individuals: (i) New York citizens who held checking accounts at the Bank and were assessed an overdraft fee on a debit card transaction that was authorized on sufficient funds and settled on negative funds in the same amount for which the debit card transaction was authorized; (ii) New York citizens who are assessed multiple fees on a transaction item in a checking account held at the Bank; and (iii); New York citizens who were assessed an overdraft fee on a transaction that did not overdraw the account. The Bank acknowledged service of the complaint on January 3, 2024. On March 4, 2024, the Bank moved to dismiss the complaint in its entirety. On March 22, 2024, the plaintiff filed an amended complaint in lieu of responding to the Bank’s motion. On April 5, 2024, the Bank moved to dismiss the amended complaint in its entirety. On July 5, 2024, after reaching a confidential settlement agreement, the parties filed a stipulation of dismissal of the action with prejudice. On July 8, 2024 the Court entered a Joint Stipulation and Order of Voluntary Dismissal of the action with prejudice.

The Company and the Bank have received inquiries and requests for information from regulatory agencies relating to some of the entities and events that are the subjects of certain lawsuits described above. This has resulted in, or may in the future result in, regulatory agency investigations, litigation, subpoenas, enforcement actions, and related sanctions or costs. The Company and the Bank continue to cooperate with inquiries and respond to requests as appropriate.

The New York State Department of Financial Services (the “NYSDFS”) made requests for production of documents, conducted interviews with Bank employees, and took other investigatory actions with respect to the Bank’s practices associated with the Mann Parties. The Bank has complied with these requests, producing responsive, non-privileged documents to the NYSDFS. In Summer 2021, NYSDFS informed the Bank that if the parties could not reach a negotiated resolution related to NYSDFS’s findings arising from the Bank’s practices associated with the Mann Parties, NYSDFS would proceed to an administrative hearing on the issue. NYSDFS did not further pursue negotiations of the matter in or around the second part of 2023. Thereafter, the Bank converted from a New York chartered savings bank to a national bank, with the approval of the OCC, as of April 1, 2024. As a result of the conversion, OCC has now assumed the regulatory oversight responsibilities previously held by NYSDFS.

v3.24.3
FAIR VALUE
12 Months Ended
Jun. 30, 2024
FAIR VALUE  
FAIR VALUE

15.     FAIR VALUE

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values:

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

The fair values of securities are determined by obtaining quoted prices on nationally recognized securities exchanges (Level 1 inputs) or matrix pricing, which is a mathematical technique widely used in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities (Level 2 inputs).

The fair value of interest rate swaps are based on valuation models using observable market data as of the measurement date (Level 2). The fair value of derivatives are classified as a component of other assets and other liabilities on the consolidated statements of condition.

The fair value of individually evaluated loans are valued at the lower of cost or fair value. Individually evaluated loans carried at fair value have been partially charged-off or receive a specific allocation of the allowance for credit losses on loans. For collateral dependent loans, fair value is generally based on recent real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments result in a Level 3 classification of the inputs for determining fair value.

Nonrecurring adjustments to certain commercial and residential real estate properties classified as OREO are measured at fair value, less costs to sell. Fair values are based on recent real estate appraisals. These appraisals may use a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments result in a Level 3 classification of the inputs for determining fair value.

Assets and Liabilities Measured on a Recurring Basis

Assets and liabilities measured at fair value on a recurring basis are summarized below (dollars in thousands):

Fair Value Measurements at

June 30, 2024 Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

    

Fair Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

Assets:

 

  

 

  

 

  

Available for sale securities:

 

  

 

  

 

  

U.S. Government and agency obligations

$

243,549

$

243,549

$

$

Municipal obligations

 

13,416

 

 

13,416

 

Other debt securities

444

444

Total available for sale securities

 

257,409

 

243,549

 

13,860

 

Derivative assets (1)

 

16,781

 

 

16,781

 

Total

$

274,190

$

243,549

$

30,641

$

Liabilities:

 

  

 

  

 

  

 

  

Derivative liabilities (1)

$

16,781

$

$

16,781

$

Total

$

16,781

$

$

16,781

$

Fair Value Measurements at

June 30, 2023 Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

    

Fair Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

Assets:

 

  

 

  

 

  

Available for sale securities:

 

  

 

  

 

  

U.S. Government and agency obligations

$

377,729

$

377,729

$

$

Municipal obligations

 

53,434

 

 

53,434

 

Other debt securities

504

504

Total available for sale securities

 

431,667

 

377,729

 

53,938

 

Equity securities

2,413

2,413

Derivative assets (1)

 

18,844

 

 

18,844

 

Total

$

452,924

$

380,142

$

72,782

$

Liabilities:

 

  

 

  

 

  

 

  

Derivative liabilities (1)

$

18,844

$

$

18,844

$

Total

$

18,844

$

$

18,844

$

(1)Additional information regarding the impact of offseting cash collateral can be found in Note 6 – Derivatives.

Assets and Liabilities Measured on a Non-Recurring Basis

Assets and liabilities measured at fair value on a non-recurring basis are summarized below (dollars in thousands):

Fair Value Measurements Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

    

Fair Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

June 30, 2024

 

  

 

  

 

  

Individually evaluated loans:

 

  

 

  

 

  

Commercial loans

$

539

$

$

$

539

OREO

 

153

 

 

 

153

June 30, 2023

Impaired loans:

Commercial loans

$

539

$

$

$

539

OREO

 

 

 

Individually evaluated loans, which are assets measured at fair value on a non-recurring basis, using the fair value of collateral for collateral dependent loans, had a carrying amount of $673,000 with a valuation allowance of $134,000 resulting in an estimated fair value of $539,000 as of June 30, 2024. Impaired loans had a carrying amount of $1.3 million with a valuation allowance of $792,000 resulting in an estimated fair value of $539,000 as of June 30, 2023.

The Company had $153,000 and no other real estate owned at June 30, 2024 and 2023, respectively. There were no write-downs for the years ended June 30, 2024 and June 30, 2023.

The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis and for which the Company has utilized Level 3 inputs to determine fair value (dollars in thousands):

Significant

Significant Unobservable

Valuation

Unobservable

Input Range

    

Fair Value

    

Technique

    

Inputs

    

(Weighted Average)

June 30, 2024

 

  

 

  

 

  

Individually evaluated loans:

 

  

 

  

 

  

Commercial loans

$

539

Appraisal of collateral (1)

Liquidation expense (2)

11.0%

OREO

 

153

 

Appraisal of collateral (1)

Liquidation expense (2)

10.0%

June 30, 2023

Impaired loans:

Commercial loans

$

539

Appraisal of collateral (1)

Liquidation expense (2)

11.0%

(1)Fair value is generally determined through independent appraisals of the underlying collateral that generally include various level 3 inputs which are not identifiable.
(2)Estimated selling costs.

The fair value of individually evaluated loans is based on the fair value of the collateral. Individually evaluated loans were determined to be collateral dependent and categorized as Level 3 due to ongoing real estate market conditions resulting in inactive market data, which in turn required the use of unobservable inputs and assumptions in fair value measurements. There were no changes in valuation techniques used during the year ended June 30, 2024.

The carrying and estimated fair values of financial assets and liabilities as of June 30 were as follows (dollars in thousands):

June 30, 2024

Fair Value Measurements Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

    

Carrying

    

Estimated

    

Identical Assets

Inputs

Inputs

Amount

Fair Value

(Level 1)

(Level 2)

(Level 3)

Financial assets

 

  

 

  

 

 

  

 

  

  

Cash and cash equivalents

$

165,190

$

165,190

$

165,190

$

$

Securities available for sale

 

257,409

257,409

243,549

 

13,860

Securities held to maturity

 

25,090

 

22,437

22,437

FHLBNY and FRBNY stock

 

3,546

 

3,546

3,546

Net loans receivable

 

1,344,069

 

1,293,472

1,293,472

Accrued interest receivable

 

7,559

 

7,559

7,559

Derivative assets

 

161

161

161

Financial liabilities

 

  

 

  

Deposits

 

  

 

  

Savings, money market, and demand accounts

$

1,383,222

$

1,383,222

$

$

1,383,222

$

Time deposits

 

167,030

165,420

165,420

Mortgagors’ escrow deposits

 

9,701

 

9,701

9,701

Accrued interest payable

 

137

 

137

137

Derivative liabilities

 

16,765

16,765

16,765

June 30, 2023

Fair Value Measurements Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

Carrying

Estimated

Identical Assets

Inputs

Inputs

    

Amount

    

Fair Value

    

(Level 1)

(Level 2)

(Level 3)

Financial assets

 

  

 

  

 

 

Cash and cash equivalents

$

150,478

$

150,478

$

150,478

$

$

Securities available for sale

 

431,667

431,667

377,729

 

53,938

Securities held to maturity

 

23,949

 

21,744

21,744

Equity securities

2,413

2,413

2,413

FHLBNY stock

 

1,196

 

1,196

1,196

Net loans receivable

 

1,144,169

 

1,095,366

1,095,366

Accrued interest receivable

 

7,194

 

7,194

7,194

Derivative assets

 

684

684

684

Financial liabilities

 

  

 

  

Deposits

 

  

 

  

Savings, money market, and demand accounts

$

1,424,874

$

1,424,874

$

$

1,424,874

$

Time deposits

 

116,977

114,596

114,596

Mortgagors’ escrow deposits

 

7,888

 

7,888

7,888

Accrued interest payable

 

84

 

84

84

Derivative liabilities

 

18,828

18,828

18,828

Short-Term Financial Instruments

The fair value of certain financial instruments are estimated to approximate their carrying amounts because the remaining term to maturity or period to repricing of the financial instrument is less than ninety days. Such financial

instruments include cash and cash equivalents, accrued interest receivable and payable and mortgagor’s escrow deposits.

Securities

Fair values of securities available for sale, securities held to maturity and equity securities are determined as outlined earlier in this footnote.

FHLBNY and FRBNY Stock

The fair value of FHLBNY and FRBNY stock approximates its carrying value due to transferability restrictions.

Loans

Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type, including residential real estate, commercial real estate, and consumer loans and whether the interest rates are fixed and/or variable.

The estimated fair values of performing loans is calculated by discounting scheduled cash flows through the estimated maturity using estimated market discount rates that reflect the credit and interest rate risk inherent in the respective loan portfolio.

Estimated fair values for nonperforming loans are based on estimated cash flows discounted using a rate commensurate with the credit risk involved. Assumptions regarding credit risk, cash flows, and discount rates are judgmentally determined using available market information and specific borrower information.

Derivatives

Fair values of derivative assets and liabilities are determined as outlined earlier in this footnote.

Deposits

The estimated fair value of deposits with no stated maturity, such as savings, money market and demand deposits, is regarded to be the amount payable on demand. The estimated fair value of time deposits is based on the discounted value of contractual cash flows. The discount rate is estimated using market rates for time deposits with similar maturities. The fair value estimates for deposits do not include the benefit that results from the low-cost funding provided by the deposits as compared to the cost of borrowing funds in the market.

Borrowings

The estimated fair value of FHLBNY advances, if any, is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for borrowings with similar remaining maturities.

The fair values of commitments to extend credit, unused lines of credit, and standby letters of credit are not considered material.

v3.24.3
REGULATORY CAPITAL
12 Months Ended
Jun. 30, 2024
REGULATORY CAPITAL  
REGULATORY CAPITAL

16.     REGULATORY CAPITAL

The Bank and Pioneer Commercial Bank are subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Bank’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, banks must meet specific capital guidelines that involve quantitative measures of the bank’s assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgements by the regulators about components, risk weightings, and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Bank and Pioneer Commercial Bank to maintain minimum capital amounts and ratios (set forth in the table below) of Tier 1 capital (as defined in the regulations) to average assets (as defined), and common equity Tier 1, Tier 1 and total capital (as

defined) to risk-weighted assets (as defined). Under Basel III rules, banks must hold a capital conservation buffer above the adequately capitalized risk-based capital ratios. The required capital conservation buffer is 2.50% for 2024 and 2023.

As of June 30, 2024 and 2023, the Bank and Pioneer Commercial Bank met all capital adequacy requirements to which they were subject. Further, the most recent OCC and FDIC notifications categorized the Bank and Pioneer Commercial Bank as well capitalized institutions under the prompt corrective action regulations. There have been no conditions or events since the notification that management believes have changed the Bank’s or Pioneer Commercial Bank’s capital classification.

The actual capital amounts and ratios for the Bank and Pioneer Commercial Bank, are presented in the following table (dollars in thousands):

To be Well 

 

For Capital 

Capitalized Under 

 

For Capital 

Adequacy Purposes 

Prompt

 

Actual

Adequacy Purposes

with Capital Buffer

Corrective Action

 

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

 

Pioneer Bank, National Association:

As of June 30, 2024

Tier 1 (leverage) capital

$

221,549

 

11.65

%  

$

76,051

 

4.00

%  

N/A

 

N/A

$

95,064

 

5.00

%

Risk-based capital

 

  

 

 

 

  

 

  

 

  

 

  

 

  

Common Tier 1

$

221,549

 

18.40

%  

$

54,171

 

4.50

%  

$

84,265

 

7.00

%  

$

78,246

 

6.50

%

Tier 1

$

221,549

 

18.40

%  

$

72,227

 

6.00

%  

$

102,322

 

8.50

%  

$

96,303

 

8.00

%

Total

$

236,706

 

19.66

%  

$

96,303

 

8.00

%  

$

126,398

 

10.50

%  

$

120,379

 

10.00

%

As of June 30, 2023

Tier 1 (leverage) capital

$

208,576

 

11.47

%  

$

72,733

 

4.00

%  

N/A

 

N/A

$

90,916

 

5.00

%

Risk-based capital

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Common Tier 1

$

208,576

 

18.85

%  

$

49,795

 

4.50

%  

$

77,459

 

7.00

%  

$

71,926

 

6.50

%

Tier 1

$

208,576

 

18.85

%  

$

66,393

 

6.00

%  

$

94,057

 

8.50

%  

$

88,524

 

8.00

%

Total

$

222,513

 

20.11

%  

$

88,524

 

8.00

%  

$

116,188

 

10.50

%  

$

110,655

 

10.00

%

To be Well 

 

For Capital 

Capitalized Under 

 

For Capital 

Adequacy Purposes 

Prompt

 

Actual

Adequacy Purposes

with Capital Buffer

Corrective Action

 

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

 

Pioneer Commercial Bank:

As of June 30, 2024

Tier 1 (leverage) capital

$

52,658

 

9.56

%  

$

22,039

 

4.00

%  

N/A

 

N/A

$

27,549

 

5.00

%

Risk-based capital

 

 

  

 

 

  

 

 

  

 

 

  

Common Tier 1

$

52,658

 

56.09

%  

$

4,224

 

4.50

%  

$

6,571

 

7.00

%  

$

6,102

 

6.50

%

Tier 1

$

52,658

 

56.09

%  

$

5,633

 

6.00

%  

$

7,979

 

8.50

%  

$

7,510

 

8.00

%

Total

$

52,658

 

56.09

%  

$

7,510

 

8.00

%  

$

9,857

 

10.50

%  

$

9,388

 

10.00

%

As of June 30, 2023

Tier 1 (leverage) capital

$

46,284

 

9.39

%  

$

19,709

 

4.00

%  

N/A

 

N/A

$

24,636

 

5.00

%

Risk-based capital

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

Common Tier 1

$

46,284

 

54.81

%  

$

3,800

 

4.50

%  

$

5,911

 

7.00

%  

$

5,489

 

6.50

%

Tier 1

$

46,284

 

54.81

%  

$

5,067

 

6.00

%  

$

7,178

 

8.50

%  

$

6,756

 

8.00

%

Total

$

46,284

 

54.81

%  

$

6,756

 

8.00

%  

$

8,867

 

10.50

%  

$

8,444

 

10.00

%

v3.24.3
REVENUE RECOGNITION
12 Months Ended
Jun. 30, 2024
REVENUE RECOGNITION  
REVENUE RECOGNITION

17.     REVENUE RECOGNITION

In general, for revenue not associated with financial instruments, guarantees and lease contracts, we apply the following steps when recognizing revenue from contracts with customers: (i) identify the contract, (ii) identify the performance obligations, (iii) determine the transaction price, (iv) allocate the transaction price to the performance

obligations and (v) recognize revenue when performance obligation is satisfied. Our contracts with customers are generally short term in nature, typically due within one year or less or cancellable by us or our customer upon a short notice period. Performance obligations for our customer contracts are generally satisfied at a single point in time, typically when the transaction is complete. In some cases, we act in an agent capacity, deriving revenue through assisting other entities in transactions with our customers. In such transactions, we recognized revenue and the related costs to provide our services on a net basis in our financial statements. These transactions primarily relate to insurance and brokerage commissions, and fees derived from our customers' use of various interchange and ATM/debit card networks.

Revenue associated with financial instruments, including revenue from loans and securities is excluded from the scope of the accounting guidance for revenue from contracts with customers. In addition, certain noninterest income streams such as fees associated with mortgage servicing rights, financial guarantees, derivatives, and certain credit card fees are also not in scope of the accounting guidance for revenue from contracts with customers. The accounting guidance for revenue from contracts with customers is applicable to noninterest revenue streams such as deposit related fees, interchange fees, and insurance and wealth management services commissions.

The following presents noninterest income, segregated by revenue streams in-scope and out-of-scope of the accounting guidance for revenue from contracts with customers, for the years ended June 30, 2024 and 2023.

    

    

For the Year Ended June 30, 

2024

2023

Noninterest Income

In scope

   Insurance services

$

3,031

$

2,760

   Wealth management services

 

6,282

 

4,293

   Service charges on deposit accounts

 

2,427

 

2,475

   Card services income

 

2,843

 

2,963

   Other

 

370

 

486

Noninterest income in scope

 

14,953

 

12,977

 

 

Noninterest income out of scope

 

1,377

 

1,171

 

 

Total noninterest income

$

16,330

$

14,148

Insurance Services Income: The Company earns revenue associated with the issuance of policies is recognized upon the effective date of the associated policy regardless of the billing method. Revenue is accrued based upon the completion of the performance obligation creating a current asset for the unbilled revenue until such time as an invoice is generated, typically not to exceed twelve months. Contingent commissions represent a form of variable consideration associated with the same performance obligation, which is the placement of coverage, for which we earn core commissions. The Company records a monthly accrual for contingent commissions.

Wealth Management Services Income: The Company earns fees from investment brokerage services provided to its customers by a third-party service provider. The Company receives commissions from the third-party service provider on a monthly basis based upon customer activity for the respective month. The Company acts as an agent in arranging the relationship between the customer and the third-party service provider. Investment brokerage fees are presented net of related costs.

Service Charges on Deposit Accounts: The Company earns fees from its deposit customers for transaction-based, account maintenance, and overdraft services. Transaction-based fees, which included services such as ATM use fees and stop payment charges, are recognized at the time the transaction is executed as that is the point in time the Company fulfills the customer’s request. Account maintenance fees, which relate primarily to monthly

maintenance, are recognized at the time the maintenance occurs. Overdraft fees are recognized at the point in time that the overdraft occurs. Service charges on deposits are withdrawn from the customer’s account balance.

Card Services Fee Income: The Company earns interchange fees from debit cardholder transactions conducted through the Mastercard payment network. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized daily, concurrently with the transaction processing services provided to cardholder.

Other service charges include revenue from processing wire transfers, check orders, and safe deposit box rental. Wire transfer fees are charged on per item basis, and are charged at the time of transfer and charged directly to the customer account. Check order charges are charged to the customer at the time the order is placed directly to the customer account.  Safe deposit box rental fees are charged to the customer on an annual basis and recognized upon receipt of payment. The Company determined that since rentals and renewals occur fairly consistently over time, revenue is recognized on a basis consistent with the duration of the performance obligation.

v3.24.3
LEASES
12 Months Ended
Jun. 30, 2024
LEASES  
LEASES

18. LEASES

The Company leases certain branches under various non-cancelable operating leases that may contain extension options. Reasonably certain extension options are included in the determination of lease term for accounting purposes. The Company has also entered into a long-term ground lease with a bargain purchase option and into office equipment leases which have been classified as finance leases. The leases may require additional payments for maintenance, taxes, insurance, service, and other costs which are not included in calculating the lease liability.

For all asset classes the Company made an accounting policy election to not separate lease components and non-lease components and treat both as a single lease component for lease accounting purposes. The ROU assets and lease liabilities are based on the stated lease consideration as identified in the underlying agreements.

When known or determinable, the Company uses the rate implicit in the lease in determining the present value of lease payments. Otherwise, the incremental borrowing rate is used which is based on information provided by FHLBNY for a secured borrowing arrangement of a comparable term.

The Company made an accounting policy election to not apply the lease accounting requirements to short-term lease arrangements with an initial term of 12 months or less.

The ROU assets are included in premises and equipment and lease liabilities are included in other liabilities in the Company’s consolidated statements of condition.

The following tables include quantitative data related to the Company’s operating and finance leases:

June 30, 2024

June 30, 2023

(In thousands, except weighted-average information)

Right of use assets:

 Finance leases

$

532

$

608

 Operating leases

 

5,223

 

5,448

$

5,755

$

6,056

Lease liabilities:

 

 

 Finance leases

$

634

$

711

 Operating leases

5,505

5,713

$

6,139

$

6,424

Other information:

Weighted-average remaining lease term for finance leases (in years)

71.6

64.9

Weighted-average remaining lease term for operating leases (in years)

13.2

14.2

Weighted-average discount rate for finance leases

5.78

%

5.62

%

Weighted-average discount rate for operating leases

3.90

%

3.87

%

    

For the Year Ended June 30, 

2024

2023

Lease expense:

 

 

 Finance lease expense

   Amortization of ROU assets

$

101

$

99

   Interest on lease liabilities

32

32

 Operating lease expense

647

606

 Variable lease expense

241

219

Total

$

1,021

$

956

Other information:

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows from finance leases (i.e. interest)

$

32

$

17

Finance cash flows from finance leases (i.e. principal portion)

$

102

$

114

Operating cash flows from operating leases

$

627

$

585

ROU assets obtained in exchange for new finance lease liabilities

$

26

$

ROU assets obtained in exchange for new operating lease liabilities

$

199

$

Maturities of finance and operating lease liabilities are as follows:

Finance leases

Operating leases

(Dollars in thousands)

Within the twelve months ended June 30, 

2025

$

123

$

633

2026

60

600

2027

36

579

2028

36

585

2029

33

503

Thereafter

2,550

4,219

Total undiscounted cash flows

2,838

7,119

 Less: present value discount

(2,204)

(1,614)

Total lease liabilities

$

634

$

5,505

v3.24.3
STOCK-BASED COMPENSATION
12 Months Ended
Jun. 30, 2024
STOCK-BASED COMPENSATION  
STOCK-BASED COMPENSATION

19.         STOCK-BASED COMPENSATION

In May 2021, the Company adopted the Pioneer Bancorp, Inc. 2020 Equity Incentive Plan (the “Stock Plan”). Under the terms of the Stock Plan, equity-based awards are granted to directors and employees to better align the interests of its employees and directors with those of the stockholders. Stock options and restricted stock awards granted typically vest over a period of five years. The total number of shares of the Company common stock authorized for issuance under the plan is 1,782,068 shares. At June 30, 2024, there were 562,068 shares available to be granted. There were no shares issued under the Stock Plan prior to the year ended June 30, 2024.

Stock Options

Stock options may be granted at a price no less than the greater of the par value or fair market value of such shares on the date on which such option is granted, and generally expire ten years from the date of grant.  The options usually vest over a five-year period unless forfeited prior to vesting in accordance with the term of the award.

The following table summarizes information about stock option activity for the year ended June 30, 2024.

Weighted

Average

Weighted

Remaining

Aggregate

Average

Contractual

Intrinsic

Exercise

Life (in

Value

Shares

Price

years)

(000)'s

Outstanding at July 1, 2023

-

$

-

Granted

830,000

$

9.39

Exercised

-

$

-

Forfeited

-

$

-

Outstanding at June 30, 2024

830,000

$

9.39

9.89

$

515

Vested at period-end

-

$

-

Expected to vest

830,000

$

9.39

9.89

As of and for the year ended June 30, 2024, 830,000 options were granted and outstanding with an exercise price of $9.39 and a remaining contractual life of 9.89 years.

The fair value of each option is estimated on the date of grant using a Black-Scholes Option-Pricing Model that uses the assumptions noted in the following table. Expected volatilities are based on the historical volatility of the Company stock and other factors. The expected term of options granted is derived by using the simplified method as the Company has no relevant exercise experience from other stock-based compensation plans prior to the awards granted during the year ended June 30, 2024 under the Stock Plan.  The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

Stock options granted

Weighted average grant date information

Fair value of options granted

$

3.85

Fair value assumptions:

Expected volatility

31.34

%

Dividend yield

-

%

Risk free interest rate

4.31

%

Expected lives (in years)

6.50

Amount expensed during the year (in thousands)

$

72

Compensation costs for non-vested awards not yet recognized (in thousands)

$

3,124

Weighted average expected vesting period, in years

2.89

Proceeds from stock options exercised

$

-

Tax benefits related to stock options exercised

$

-

Intrinsic value of stock options exercised

$

-

Restricted Stock

Granted restricted stock awards gives the recipient the right to receive shares of Company stock upon vesting. The fair value of each restricted stock award is the market value of the Company stock on the date of the grant. Generally the restricted stock awards vest over a five-year period unless forfeited prior to vesting in accordance with the term of the award.

The following table summarizes information about restricted stock activity for the year ended June 30, 2024.

Weighted

Average

Grant Date

Shares

Fair Value

Non-vested at July 1, 2023

-

$

-

Granted

390,000

9.39

Vested

-

-

Non-vested at June 30, 2024

390,000

9.39

The following table presents information on the amounts expensed related to restricted stock awarded pursuant to the Stock Plan for the year ended June 30, 2024.

Amount expensed during the year (in thousands)

$

82

Compensation costs for non-vested awards not yet recognized (in thousands)

$

3,580

Weighted average expected vesting period, in years

2.89

v3.24.3
EARNINGS PER SHARE
12 Months Ended
Jun. 30, 2024
EARNINGS PER SHARE  
EARNINGS PER SHARE

20.     EARNINGS PER SHARE

The following table summarizes the calculation of basic and diluted earnings per common share (in thousands, except for share and per share amounts):

    

For the Year Ended June 30, 

2024

2023

Net income applicable to common stock

$

15,260

$

21,948

Average number of common shares outstanding

25,951,228

25,977,679

Less: Average unallocated ESOP shares

757,380

808,297

Weighted-average number of common shares outstanding - basic

25,193,848

25,169,382

Add: Effect of dilutive stock options and restricted stock

29,266

Weighted-average number of common shares outstanding - diluted

25,223,114

25,169,382

Net earnings per common share:

Basic

$

0.61

$

0.87

Diluted

$

0.61

$

0.87

Potential common shares from stock options that were not included in the computation of diluted earnings per common share, because they were anti-dilutive under the treasury stock method, were 830,000 for the years ended June 30, 2024. There were no anti-dilutive shares for the year ended June 30, 2023. Additional information regarding stock options and restricted stock awards can be found within Note 19 – Stock-Based Compensation.

v3.24.3
CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC.
12 Months Ended
Jun. 30, 2024
CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC.  
CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC.

21.     CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC.

The following condensed financial statements summarize the financial position and the results of operations and cash flows of Pioneer Bancorp, Inc. as of and for the year ended June 30, 2024 and 2023.

Pioneer Bancorp, Inc.

Condensed Statements of Condition

As of June 30, 2024 and 2023

(in thousands)

2024

2023

Assets

Cash and cash equivalents

$

44,699

$

44,685

Investment in subsidiary

240,319

209,901

Loan receivable

10,983

11,376

Other assets

538

738

Total assets

$

296,539

$

266,700

Liabilities and Shareholders’ Equity

Total liabilities

$

11

$

 Total shareholders’ equity

296,528

266,700

 Total liabilities and shareholders’ equity

$

296,539

$

266,700

Pioneer Bancorp, Inc.

Condensed Statements of Operations

For the Years Ended June 30, 2024 and 2023

(in thousands)

2024

2023

Income

Interest-earning assets

$

930

$

655

Total income

930

655

Operating Expenses

Other

192

182

   Total operating expenses

192

182

Income before tax expense and equity in undistributed net income of subsidiary

738

473

 Income tax expense

198

126

Income before equity in undistributed net income of subsidiary

540

347

Equity in undistributed net income of subsidiary

14,720

21,601

Net income

$

15,260

$

21,948

Pioneer Bancorp, Inc.

Condensed Statements of Cash Flow

For the Years Ended June 30, 2024 and 2023

(in thousands)

2024

2023

Cash flow from operating activities:

Net income

$

15,260

$

21,948

Adjustments to reconcile net income to cash provided by operating activities:

Undistributed income of subsidiary

(14,720)

(21,601)

Net decrease in other assets

200

167

Net increase (decrease) in other liabilities

11

(43)

Net cash provided by operating activities

751

471

Cash flow from investing activities:

Decrease in loan receivable

393

536

Net cash provided by investing activities

393

536

Cash flow from financing activities:

Repurchase of common stock

(1,075)

Other

(55)

(170)

 Net cash used by financing activities

(1,130)

(170)

Net increase in cash and cash equivalents

14

837

Cash and cash equivalents at beginning of year

44,685

43,848

Cash and cash equivalents at end of year

$

44,699

$

44,685

v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Pay vs Performance Disclosure    
Net Income (Loss) $ 15,260 $ 21,948
v3.24.3
Insider Trading Arrangements
12 Months Ended
Jun. 30, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
12 Months Ended
Jun. 30, 2024
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  
Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of the Company, the Bank, and the Bank’s wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

Use of Estimates

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ substantially from those estimates. The allowance for credit losses, valuation of securities and other financial instruments, the funded status and expense of employee benefit plans, legal proceedings and other contingent liabilities, and the realizability of deferred tax assets are particularly subject to change.

Subsequent Events

Subsequent Events

Subsequent events are events or transactions that occur after the statement of condition date but before financial statements are issued. Recognized subsequent events are events or transactions that provide additional evidence about conditions that existed at the date of the statement of condition, including the estimates inherent in the process of preparing consolidated financial statements. Non-recognized subsequent events are events that provide evidence about conditions that did not exist at the date of the statement of condition but arose after that date.

Management has reviewed events occurring through the date the consolidated financial statements were issued and, when appropriate, recognized or disclosed in the consolidated financial statements or notes to the consolidated financial statements.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents consists of cash and due from banks, federal funds sold with maturities less than three months, and interest-bearing deposits with banks. Net cash flows are reported for customer loan and deposit transactions, changes in mortgagor’s escrow deposits, and short-term borrowings.

Securities Available for Sale, Securities Held to Maturity and Equity Securities

Securities Available for Sale, Securities Held to Maturity and Equity Securities

Management determines the appropriate classification of debt securities at the time of purchase. If management has the positive intent and ability to hold debt securities to maturity, they are classified as securities held to maturity and are stated at amortized cost. If debt securities are purchased for the purpose of selling them in the near term, they are classified as trading securities and are reported at fair value with unrealized gains and losses reflected in current earnings. All other debt securities are classified as securities available for sale and reported at fair value, with net unrealized gains or losses reported, net of income taxes, in accumulated other comprehensive loss, a component of shareholders’ equity. All marketable equity securities are reported at fair value, with changes in fair value recognized through net income in the consolidated statements of operations. At June 30, 2024 and 2023, and during the years then ended, the Company did not hold any securities considered to be trading securities.

Gains or losses on the sale or call of securities are based on the net proceeds received and the amortized cost of the securities sold or called, using the specific identification method. The cost of securities is adjusted for amortization of premiums and accretion of discounts, which is calculated on an effective interest method over the period to the call date or over the terms of the securities, if there is no call date.

Allowance for Credit Losses on Securities Held to Maturity

With respect to its held to maturity debt securities, the Company is required to utilize the Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“CECL”) approach to estimate expected credit losses. Management measures expected credit losses on held to maturity debt securities on a collective basis by major security types that share similar risk characteristics. Management classifies the held to maturity debt securities portfolio into the following major security types: Corporate debt securities and municipal obligations. Expected losses are calculated on a pooled basis using a probability of default/loss given default model, based on historical credit loss data from a reliable source. Management utilizes corporate and municipal default and loss rates which provides decades of data across all corporate and municipal sectors and geographies. Management may exercise discretion to make adjustments based on environmental factors. The model calculates the expected loss for each security over the contractual life. If the risk of a held to maturity debt security no longer matches the collective assessment pool, it is removed and individually assessed for credit deterioration.

Allowance for Credit Losses on Securities Available for Sale

The impairment model for available for sale debt securities differs from the CECL approach utilized for held to maturity debt securities because available for sale debt securities are measured at fair value rather than amortized cost. For available for sale securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more than likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For securities available for sale that do not meet the above criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the extent to which fair value is less than amortized cost and adverse conditions related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income, net of tax. Changes in the allowance for credit losses are recorded as provision for, or reversal of, credit loss expense. Losses are charged against the allowance when management believes the uncollectibility of an available for sale security is confirmed or when either of the criteria regarding intent or requirement to sell is met.

Prior to the adoption of CECL on July 1, 2023, management evaluated debt securities for other-than-temporary impairment (“OTTI”) at least on a quarterly basis, and more frequently when economic or market conditions warrant such an evaluation. In determining OTTI, management considers many factors, including: (1) the length of time

and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, (3) whether the market decline was affected by macroeconomic conditions, and (4) whether the entity has the intent to sell the debt security or more likely than not will be required to sell the debt security before its anticipated recovery. The assessment of whether an other-than-temporary decline exists involves a high degree of subjectivity and judgment and is based on the information available to management at a point in time.

When OTTI occurs, the amount of the OTTI recognized in earnings depends on whether an entity intends to sell the security or it is more likely than not it will be required to sell the security before recovery of its amortized cost basis, less any current-period credit loss. If an entity intends to sell or it is more likely than not it will be required to sell the security before recovery of its amortized cost basis, less any current-period credit loss, the OTTI shall be recognized in earnings equal to the entire difference between the investment’s amortized cost basis and its fair value at the balance sheet date. If an entity does not intend to sell the security and it is not more likely than not that the entity will be required to sell the security before recovery of its amortized cost basis less any current-period loss, the OTTI shall be separated into the amount representing the credit loss and the amount related to all other factors. The amount of the total OTTI related to the credit loss is determined based on the present value of cash flows expected to be collected and is recognized in earnings. The amount of the total OTTI related to other factors is recognized in other comprehensive income, net of applicable taxes. The previous amortized cost basis less the OTTI recognized in earnings becomes the new amortized cost basis of the investment.

Securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain securities, it is at least reasonably possible that changes in the values of securities will occur in the near term and that such changes could materially affect the amounts reported in the accompanying consolidated financial statements.

Federal Home Loan Bank of New York ("FHLBNY") and Federal Reserve Bank of New York ("FRBNY") Stock

Federal Home Loan Bank of New York (“FHLBNY”) and Federal Reserve Bank of New York (“FRBNY”) Stock

The Bank is a member of both the FHLBNY and FRBNY. FHLBNY members are required to own a certain amount of stock based on the level of borrowings and other factors, while FRBNY members are required to own a certain amount of stock based on a percentage of the Bank’s capital stock and surplus. FHLBNY and FRBNY stock are carried at cost, classified as a restricted security, and periodically evaluated for impairment based on ultimate recovery of par value. Both cash and stock dividends, if any, are reported as income.

Loans Held for Sale

Loans Held for Sale

Management determines the appropriate classification of mortgage loans at the time of commitment for new loan originations or, for convertible adjustable rate loans, at the time of conversion to a fixed interest rate. Mortgage loans held for sale are recorded at the lower of aggregate cost or fair value as determined by outstanding commitments from investors or fair value based upon recent sales for loans with no commitments. In order to limit the interest rate risk associated with loans held for sale, the Company may enter into various agreements to sell loans in the secondary mortgage market at fixed rates.

Gains and losses on the disposition of loans held for sale are determined based on the difference between the selling price and the carrying value of the loan sold plus the value of servicing rights, if retained.

At June 30, 2024 and 2023 the Company had no loans held for sale.

Allowance for Credit Losses on Loans

Allowance for Credit Losses on Loans

The CECL approach requires an estimate of the credit losses expected over the life of a loan (or pool of loans). The allowance for credit losses is a valuation account deducted from the amortized cost basis of loans to present the net, lifetime amount expected to be collected on the loans. Expected losses are evaluated and calculated on a collective, or pooled, basis for those loans which share similar risk characteristics. If the loan does not share risk characteristics with other loans, the Company will evaluate the loan on an individual basis. Individually evaluated loans are primarily non-accrual and collateral dependent loans. Loan losses are charged off against the allowance when management believes a loan balance is confirmed to be uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged-off and amounts expected to be charged-off.

The loan portfolio is segmented at the level at which the Company develops and documents a systematic methodology to determine its allowance for credit losses. Upon adoption of CECL, management revised the manner in which loans were pooled for similar risk characteristics. Management developed the following segments for estimating loss based on type of borrower and collateral which is generally based upon federal call report segmentation and have been combined or subsegmented as needed to ensure loans of similar risk profiles are appropriately pooled: commercial (commercial real estate, commercial and industrial, and commercial construction), residential mortgages, home equity loans and lines, and consumer loans.

Management estimates the allowance for credit losses on loans by using relevant available information, from internal and external sources, related to past events, current conditions, and reasonable and supportable forecasts that affect the collectability of loans. Historical loss experience was considered by the Company for estimating expected credit losses and determined the need to use peer data, with similar risk profiles, to develop and calculate the CECL reserve models.

Historical credit loss experience for the Company and peer losses by loan segments, provide a foundation for estimating an expected credit loss. The observed credit losses are converted to probability of default (“PD”) rate curves through the use of loss given default (“LGD”) risk factors that converts default rates to estimated loss for each loan segment. This is based on industry-level, observed relationships between the PD and LGD variables for each segment. The historical PD curves correspond to economic variables through historical economic cycles, which establishes a quantitative relationship between forecasted economic conditions and loan performance.

Using the historical quantitative relationship between economic conditions and loan performance, management developed a model, using selected external economic forecasts that is highly correlated for each loan segment. These forecasts are then applied over a period that management has determined to be reasonable and supportable. Beyond the period over which management can develop or source a reasonable and supportable forecast, the model will revert to long-term average economic conditions using a straight-line methodology.

The allowance for credit losses on loans is measured on a collective basis, when similar risk characteristics are present, with both a quantitative and qualitative analysis that is applied on a quarterly basis. The respective quantitative reserve for each segment is calculated using a PD/LGD modeling methodology, with segment-specific regression models. The discounted cash flows methodology uses expected credit losses estimated over the effective life of each loan by measuring the difference between the net present value of modeled cash flows and amortized cost basis. Contractual cash flows over the contractual life of the loans are the basis for modeled cash flows, adjusted for modeled defaults and expected prepayments and discounted at the loan-level stated interest rate.

Management applies a qualitative adjustment for each segment as of the consolidated statements of condition date. The qualitative adjustments include limitations inherent in the quantitative model; changes in lending policies and procedures; changes in international, national, regional, and local economic conditions; changes in the nature and volume of the portfolio and terms of loans; the experience, ability and depth of lending management and staff; changes in the volume and severity of past due loans; changes in value of underlying collateral; existence and effect of any concentrations of credit and changes in the levels of such concentrations; and the effect of external factors; such as competition, legal and regulatory requirements.

On a case-by-case basis, the Company may conclude that a loan should be evaluated on an individual basis based on its disparate risk characteristics. When the Company determines that a loan no longer shares similar risk characteristics with other loans in the portfolio, the allowance will be determined on an individual basis using the present value of expected cash flows or, for collateral-dependent loans, the estimated fair value of the collateral, as applicable.

The following are the portfolio and class segments and the risk characteristics of each:

Commercial – Commercial real estate loans are secured by multi-family and nonresidential real estate and generally have larger balances and involve a greater degree of risk than residential real estate loans. Commercial real estate loans depend on the global cash flow analysis of the borrower and the net operating income of the property, the borrower’s expertise, credit history and profitability, and the value of the underlying property. Of primary concern in commercial real estate lending is the borrower’s creditworthiness and the cash flow from the property. Payments on loans secured by income properties often depend on successful operation and management of the properties. As a result, repayment of such loans may be subject, to a greater extent than residential real estate loans, to adverse conditions in the real estate market or the economy. Commercial real estate is also subject to adverse market conditions that cause a decrease in market value or lease rates, obsolescence in location or function and market conditions associated with oversupply in a specific region.

Commercial and industrial loans are commercial loans other than those secured by real estate. Commercial and industrial loans are generally of higher risk and typically are made on the basis of the borrower’s ability to make repayment from the cash flow of the borrower’s business. As a result, the availability of funds for the repayment of commercial loans may depend substantially on the success of the business itself. Furthermore, any collateral securing such loans may depreciate over time, may be difficult to appraise and may fluctuate in value.

Commercial construction financing is generally considered to involve a higher degree of risk of loss than long-term financing on improved, occupied real estate. Risk of loss on a construction loan depends largely upon the accuracy of the initial estimate of the property’s value at completion of construction and the estimated cost of construction. During the construction phase, a number of factors could result in delays and cost overruns. If the estimate of construction costs proves to be inaccurate, additional funds may be required to be advanced in excess of the amount originally committed to permit completion of the building. If the estimate of value proves to be inaccurate, the value of the building may be insufficient to assure full repayment if liquidation is required. If foreclosure is required on a building before or at completion due to a default, there can be no assurance that all of the unpaid balance of, and accrued interest on, the loan as well as related foreclosure and holding costs will be recovered.

Residential Mortgages– Residential mortgage loans are generally made on the basis of the borrower’s ability to make repayment from his or her employment or other income, and which are secured by real property whose value tends to be more easily ascertainable. Repayment of residential mortgage loans is subject to adverse employment conditions in the local economy leading to increased default rate and decreased market values from oversupply in a geographic area. In general, residential mortgage loans depend on the borrower’s continuing financial stability and, therefore, are likely to be adversely affected by various factors, including job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.

Home Equity Loans and Lines – Home equity loans secured by real estate may entail greater risk than first-lien residential mortgage loans due to a lower lien position. In general, repayment of home equity loans depend on the borrower’s continuing financial stability and, therefore, are likely to be adversely affected by various factors, including job loss, divorce, illness or personal bankruptcy. Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.

Consumer - Consumer loans, particularly unsecured loans and loans secured by assets that depreciate rapidly, such as motor vehicles, are subject to greater risk. In all cases, collateral for a defaulted consumer loan may not provide an adequate source of repayment for the outstanding loan and a small remaining deficiency often does not warrant further substantial collection efforts against the borrower.

Allowance for Credit Losses on Unfunded Commitments

The Company estimates expected credit losses over the contractual period in which the Company has exposure to a contractual obligation to extend credit unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses on unfunded commitments exposure is recognized in other liabilities on the consolidated statement of condition and is adjusted by the provision for credit losses on the consolidated statement of operations. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over the estimated contractual life. The probable funding amount by segment is multiplied by the respective reserve percentage calculated in the allowance for credit losses on loans to calculate a reserve on unfunded commitments.

Accrued Interest Receivable

Accrued interest receivable balances are presented separately on the consolidated statements of financial condition and are not included in amortized cost when determining the allowance for credit losses. The Company does not estimate expected credit losses on accrued interest receivable on loans and investment securities, as accrued interest receivable is reversed or written off when the full collection of the accrued interest receivable related to a loan or investment security becomes doubtful.

Net Loans Receivable

Net Loans Receivable

Loans receivable are reported at the principal amount outstanding, plus net deferred loan costs and net of the allowance for credit losses on loan. Interest income accrues on the unpaid principal balance. Interest income on loans is not recognized when considered doubtful of collection by management (generally, when principal or interest payments are ninety days or more past due). Past due status is based on the contractual terms of the loan. A loan is moved to non-accrual status in accordance with the Company’s policy, typically after 90 days of non-payment,  unless the loan is well secured and in the process of collection. In all cases, loans are placed on nonaccrual or charged-off at an earlier date if collection of principal or interest is considered doubtful.

All interest accrued but not received for loans placed on nonaccrual is reversed against interest income. Interest received on such loans is accounted for on a cost recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

Fees received from loan originations and certain direct origination costs are deferred and amortized into interest income to provide for a level-yield on the underlying loans without anticipating prepayments.

Allowance for Loan Losses - Incurred Loss Method

Allowance for Loan Losses – Incurred Loss Method

Prior to the adoption of CECL on July 1, 2023, the Company calculated the allowance for loan losses using the incurred loss method whereby the allowance represented management’s estimate of probable incurred losses inherent in the current loan portfolio. The allowance for loan losses is increased (decreased) through charges (credits) to the provision for loan losses. Loans are charged against the allowance when management believes that the collectability of the principal is not probable. Recoveries on loans previously charged-off are credited to the allowance for loan losses when realized. The allowance is an amount that management believes is adequate for probable incurred losses on existing loans.

The allowance consists of specific and general components. The specific component relates to loans that are individually classified as impaired.

A loan is impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. Loans, for which the terms have been modified, and for which the borrower is experiencing financial difficulties, are considered troubled debt restructurings and classified as impaired.

Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls on case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record, and the amount of the shortfall in relation to the principal and interest owed.

Commercial business, commercial real estate, commercial construction, and certain residential real estate loans are individually evaluated for impairment. If a loan is impaired, a portion of the allowance is allocated so that the loan is reported, net, at the present value of estimated future cash flows using the loan’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral. Large groups of smaller balance homogeneous loans, such as consumer and residential real estate loans, are collectively evaluated for impairment, and accordingly, they are not separately identified for impairment disclosures unless classified as a troubled debt restructuring.

Troubled debt restructurings are separately identified for impairment disclosures and are measured at the present value of estimated future cash flows using the loan’s effective rate at inception. If a troubled debt restructuring is considered to be a collateral dependent loan, the loan is reported, net, at the fair value of the collateral. For troubled debt restructurings that subsequently default, the Company determines the amount of an allowance in accordance with the accounting policy for the allowance for loan losses.

The general component covers non-impaired loans and is based on historical loss experience adjusted for current factors. The historical loss experience is determined by portfolio segment and is based on the actual loss history experienced by the Company over the most recent one, three, five or ten year periods, whichever is highest. This actual loss experience is supplemented with other economic factors based on the risks present for each portfolio segment. These economic factors include consideration of the following: levels of and trends in delinquencies and impaired loans; levels of and trends in charge-offs and recoveries; trends in volume and terms of loans; effects of any changes in risk selection and underwriting standards; other changes in lending policies, procedures, and practices; experience, ability, and depth of lending management and other relevant staff; national and local economic trends and conditions; industry conditions; and effects of changes in credit concentrations. The following portfolio segments have been identified: Commercial, Residential Mortgages, Home Equity Loans and Lines, and Consumer. Commercial loan classes include commercial real estate, commercial and industrial and construction.

Derivatives

Derivatives

In the normal course of business, the Company utilizes interest rate swaps with certain commercial borrowers and third-party counterparties. These transactions are accounted for as derivatives. The derivatives are entered into in connection with the Company’s asset and liability management activities and not for trading purposes.

The derivatives are not designated as hedges for accounting purposes and therefore all derivatives are recorded at fair value as derivative assets and derivative liabilities, included in other assets and other liabilities, respectively, in the consolidated statements of condition, with changes in fair value recognized as non-interest income in the consolidated statements of operations.

Premises and Equipment

Premises and Equipment

Premises and equipment are carried at cost, net of accumulated depreciation and amortization. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets (39 years for buildings, 15 years for land improvements and 3 to 10 years for furniture, fixtures and equipment). Leasehold improvements are amortized on a straight-line basis over the shorter of the term of the related leases or the estimated useful lives of the assets. Land is carried at cost.

Leases

Leases

The Company determines if an arrangement is a lease at inception. Right-of-use (“ROU”) assets and liabilities for operating leases and finance leases are recognized at the commencement date based on the present value of lease payments over the lease term. If the rate implicit in the lease is not known or determinable, the incremental borrowing rate is used to determine the present value of lease payments. The incremental borrowing rates are based on information provided by FHLBNY for a secured borrowing arrangement of a comparable term. The lease term may include an option to extend or terminate early when exercise of that option is considered reasonably certain. Reductions to finance lease ROU assets are recognized as amortization on a straight-line basis over the lease term and the interest on the related lease liability is expensed through interest expense on borrowings and other on the accompanying consolidated statements of operations. Reductions to operating lease ROU assets are recognized as lease cost on a straight-line basis over the lease term.

Other Real Estate Owned

Other Real Estate Owned

Other real estate owned (“OREO”) is initially recorded at fair value of the asset acquired less an estimate of the costs to sell, establishing a new cost basis. Fair value of OREO is generally determined through independent appraisals. At the time of foreclosure or when the Company obtains legal title to the property, the excess, if any, of the recorded investment in the loan over the fair value of the asset received is charged to the allowance for credit losses on loan. Subsequent declines in the fair value of such assets, or increases in the estimated costs to sell the properties and net operating expenses of such assets, are charged directly to other expenses. OREO is included in other assets in the consolidated statements of condition.

Bank-Owned Life Insurance

Bank-Owned Life Insurance

The Company is the beneficiary of a policy that insures the lives of certain current and former officers of the Company. The Company has recognized the cash surrender value, or the amount that can be realized under the insurance policy, as an asset in the consolidated statements of condition. Changes in the cash surrender value and insurance benefit payments are recorded in noninterest income.

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

The excess of the cost of acquired entities over the fair value of identifiable tangible and intangible assets acquired, less liabilities assumed, is recorded as goodwill. Goodwill is carried at its acquired value and is reviewed annually for impairment, or when events or changes in circumstances indicate that carrying amounts may be impaired.

Acquired identifiable intangible assets that have finite lives are amortized over their useful economic life. Customer relationship intangibles are generally amortized over fifteen years based upon the projected discounted cash flows of the accounts acquired. Core deposit premium related to the Company’s assumption of certain deposit liabilities is being amortized over fifteen years. Acquired identifiable intangible assets that are amortized are reviewed for impairment when events or changes in circumstances indicate that the carrying amounts may be impaired.

Advertising

Advertising

The Company expenses costs associated with advertising as they are incurred.

Income Taxes

Income Taxes

Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between carrying amounts and tax basis of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized. The Company recognizes interest and/or penalties related to income tax matters in other expense.

A tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded.

Financial Instruments

Financial Instruments

In the normal course of business, the Company is a party to certain financial instruments with off-balance-sheet risk such as commitments to extend credit, unused lines of credit and standby letters of credit. The face amount for these items represents exposure to loss, before considering customer collateral, or ability to repay. The Company’s policy is to record such instruments when funded.

Mortgage Servicing Rights

Mortgage Servicing Rights

Mortgage servicing rights are recognized in other assets when loans are sold with servicing retained based on their estimated fair values. The cost allocated to the servicing right is capitalized as a separate asset and amortized in proportion to, and over the period of, estimated net servicing income. Capitalized mortgage servicing rights are assessed for impairment based on the fair value of those rights, and any impairment loss is recognized through a valuation allowance.

Comprehensive Income (Loss)

Comprehensive Income (Loss)

Comprehensive income (loss) represents the sum of net income and items of other comprehensive income or loss, which are reported directly in shareholders’ equity, net of tax. Other comprehensive income or loss includes the unrealized gain or loss on securities available for sale and changes in the funded status of the Company’s defined benefit pension and other post-retirement plans, net of tax.

Cash Reserve Requirement

Cash Reserve Requirement

The Company may be required to maintain certain reserves of cash and/or deposits with the Federal Reserve Bank. The Company had no reserve requirement at June 30, 2024 and 2023.

Employee Benefits

Employee Benefits

The Company has a defined benefit pension plan covering substantially all of its employees hired before September 1, 2019. The benefits are developed from actuarial valuations and are based on the employee’s years of service and compensation. Actuarial assumptions such as interest rates, expected return on plan assets, turnover, mortality and rates of future compensation increases have a significant impact on the costs, assets and liabilities of the plan. Pension expense is the net of service cost, interest cost, return on plan assets and amortization of gains and losses not immediately recognized.

The Company also provides post-retirement medical and life insurance benefits to certain employees and retirees. The cost of post-retirement benefits is recognized on an accrual basis as employees perform services. Effective October 1, 2006, the post-retirement medical portion of the plan was frozen. Accordingly, after that date there have been no new plan participants.

The Company maintains a defined contribution 401(k) plan covering substantially all employees meeting certain eligibility requirements. Employer 401(k) expense is the amount of matching contributions.

The Company maintains an Employee Stock Ownership Plan (“ESOP”) covering substantially all employees meeting certain eligibility requirements. The cost of shares issued to the ESOP, but not yet allocated to participants, is shown as a reduction of shareholders’ equity. Compensation expense is based on the market price of shares as they are committed to be released to participant accounts.

Deferred compensation and supplemental retirement plan expense principally represents investment performance on the various plan assets.

Stock-Based Compensation

Stock-Based Compensation

The Company maintains a stock-based compensation plan under which stock options and restricted stock awards are granted to certain directors and key employees. The Company expenses the grant date fair value of stock options and restricted stock awards granted.  For stock options and restricted stock awards, the expense is recognized over the vesting period of the grant on a straight-line basis, and is included within salaries and employee benefits expense on the accompanying consolidated statement of operations. The expense is adjusted for forfeitures as they occur. For restricted stock awards fair value is measured using the closing price of the Company common stock at the grant date. Stock option awards use the Black-Scholes Option-Pricing Model to measure fair value at the grant date.

Earnings per Share

Earnings per Share

Basic earnings per share (“EPS”) excludes dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity (such as the Company’s dilutive stock options and restricted stock awards). Unallocated ESOP shares are not deemed outstanding for earnings per share calculations.

Shareholders' Equity

Shareholders’ Equity

The Company accounts for stock repurchases by allocating the repurchase price to common stock and retained earnings. Under Maryland law, the Company's state of incorporation, there are no treasury shares. All repurchased

shares are authorized but unissued shares and these shares may be issued in the future for general corporate and other purposes. The Company may terminate or limit the stock repurchase program at any time. The Company records the shares purchased under the share repurchase plan based on the trade date.

Reclassifications

Reclassifications

Amounts in the prior year’s consolidated financial statements are reclassified whenever necessary to conform to the current year’s presentation.

Adoption of Recent Accounting Pronouncements and Impact of Recent Accounting Pronouncements

Adoption of Recent Accounting Pronouncements

Financial Instruments - Credit Losses - Topic 326

In June 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2016-13 to its guidance on “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”. ASU 2016-13 requires credit losses on most financial assets measured at amortized cost and certain other instruments to be measured using an expected credit loss model (referred to as the current expected credit loss model). Under this model, entities will estimate credit losses over the entire contractual term of the instrument (considering estimated prepayments, but not expected extensions or modifications unless reasonable expectation of a troubled debt restructuring exists) from the date of initial recognition of that instrument. The ASU also replaces the current accounting model for purchased credit impaired loans and debt securities. The allowance for credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination (“PCD assets”), should be determined in a similar manner to other financial assets measured on an amortized cost basis. However, upon initial recognition, the allowance for credit losses is added to the purchase price (“gross up approach”) to determine the initial amortized cost basis. The subsequent accounting for PCD financial assets is the same expected loss model described above. Further, the ASU made certain targeted amendments to the existing impairment model for available for sale debt securities. For an available for sale debt security for which there is neither the intent nor a more-likely-than-not requirement to sell, an entity will record credit losses as an allowance rather than a write-down of the amortized cost basis. The amendments in this ASU were effective for the Company for the fiscal year beginning July 1, 2023. An entity will apply the amendments in this ASU through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach). In November 2018, the FASB issued ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, which aligns the implementation date for nonpublic entities’ annual financial statements with the implementation date for their interim financial statements and clarifies the scope of the guidance in the amendments in ASU 2016-13. In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. ASU 2019-04 clarifies or addresses stakeholders’ specific issues about certain aspects of the amendments in ASU 2016-13 related to measuring the allowance for credit losses under the new guidance. The effective dates and transition requirements for the amendments related to this ASU are the same as the effective dates and transition requirements in ASU 2016-13. In November 2019, the FASB issued ASU 2019-11, Codification Improvements to Topic 326, Financial Instruments-Credit Losses clarifying certain amendments to various provisions of ASU 2016-13 relating to (1) purchased financial assets with credit deterioration, (2) financial assets secured by collateral maintenance agreements, (3) transition relief for troubled debt restructurings, and (4) disclosure relief when the practical expedient for accrued interest receivables is applied.

On July 1, 2023, the Company adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, as amended, which replaces the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loan receivables and held to maturity debt securities. It also applies to off-balance sheet credit exposures (loan commitments, standby letters of credit, financial guarantees, and other similar instruments). In addition, the CECL guidance made changes to the accounting for available for sale debt securities. One such change is to require credit losses to be presented as an allowance rather than as a write-down on available for sale

debt securities which management does not intend to sell or believes that it is more likely than not they will be required to sell.

The Company adopted the CECL guidance using the modified retrospective method for all financial assets measured at amortized cost, and off-balance-sheet credit exposures, except for debt securities for which other-than-temporary impairment had been recognized prior to July 1, 2023 for which the Company adopted the CECL guidance using the prospective transition approach. Results for reporting periods beginning after July 1, 2023, are presented under the CECL guidance while prior period amounts continue to be reported in accordance with previously applicable GAAP. The Company recorded a net increase to retained earnings of $507,000 as of July 1, 2023 for the cumulative effect of adopting the CECL guidance.  The transition adjustment includes a $2.3 million decrease to the allowance for credit losses on loans, a $1.6 million increase to the allowance for credit losses on unfunded commitments, and a $180,000 impact to the deferred tax assets. The Company did not record an allowance for credit losses on held to maturity and available for sale debt securities on July 1, 2023, as the amount of credit risk was deemed immaterial.

Troubled Debt Restructurings and Vintage Disclosures - Topic 326

In March 2022, the FASB issued ASU 2022-02, amendments related to Troubled Debt Restructurings (“TDRs”) for all entities after they adopt ASU 2016-13 and amendments related to vintage disclosures that affect public business entities with investments in financing receivables, under Financial Instruments-Credit Losses (Topic 326). This ASU eliminates the guidance on TDRs in Subtopic 310-40, Receivables-Troubled Debt Restructurings, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. The ASU also requires that public business entities disclose current-period gross charge-offs by year of origination. The Company adopted the standard prospectively, beginning July 1, 2023, concurrently with the adoption of ASU 2016-13. The adoption of this guidance did not have a material impact on the consolidated financial statements.

Reference Rate Reform - Topic 848

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848). The ASU and related amendments provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The amendments (1) apply to contract modifications that replace a reference rate affected by reference rate reform, (2) provide exceptions to existing guidance related to changes to the critical terms of a hedging relationship due to reference rate reform (3) provide optional expedients for fair value hedging relationships, cash flow hedging relationships, and net investment hedging relationships, and (4) provide a one-time election to sell, transfer, or both sell and transfer debt securities classified as held to maturity that reference a rate affected by reference rate reform and that are classified as held to maturity before January 1, 2020. The amendments in this ASU are effective for all entities as of March 12, 2020 through December 31, 2022. The amendments for contract modifications can be elected to be applied as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020. The amendments for existing hedging relationships can be elected to be applied as of the beginning of the interim period that includes March 12, 2020 and to new eligible hedging relationships entered into after the beginning of the interim period that includes March 12, 2020. On December 21, 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which extends the sunset (or expiration) date of ASC Topic 848, Reference Rate Reform, from December 31, 2022, to December 31, 2024. On July 1, 2023, the Company adopted ASC 848, as amended. The adoption of this guidance did not have a material impact on the consolidated financial statements.

Impact of Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09—Income Taxes (Topic 740)—Improvements to Income Tax Disclosures, to provide more transparency about income tax information through improvements to income tax disclosures. Specifically, the update requires enhancements to the rate reconciliation, including disclosure of

specific categories and additional information for reconciling items meeting a quantitative threshold, and greater disaggregation of income tax disclosures related to income taxes paid. The amendments in this update are effective for fiscal years beginning after December 15, 2024 and early adoption is permitted. The Company is evaluating the impact this will have on the consolidated financial statements.

v3.24.3
INVESTMENT SECURITIES (Tables)
12 Months Ended
Jun. 30, 2024
INVESTMENT SECURITIES  
Summary of amortized cost and estimated fair value of securities

The amortized cost and estimated fair value of securities available for sale are as follows (dollars in thousands):

Gross

Gross

Amortized

Unrealized

Unrealized

Estimated

    

Cost

    

Gains

    

Losses

    

Fair Value

June 30, 2024

 

  

 

  

 

  

U.S. Government and agency obligations

$

247,479

$

1

$

(3,931)

$

243,549

Municipal obligations

 

13,419

 

5

 

(8)

 

13,416

Other debt securities

212

305

(73)

444

Total available for sale securities

$

261,110

$

311

$

(4,012)

$

257,409

June 30, 2023

U.S. Government and agency obligations

$

396,464

$

2

$

(18,737)

$

377,729

Municipal obligations

 

53,492

 

9

 

(67)

 

53,434

Other debt securities

261

309

(66)

504

Total available for sale securities

$

450,217

$

320

$

(18,870)

$

431,667

The Company elected to exclude accrued interest receivable from the amortized cost basis of debt securities. Accrued interest receivable on available for sale debt securities totaled $1.4 million at June 30, 2024 and is excluded

from the estimate of credit losses and reported in accrued interest receivable in the consolidated statement of condition.

There was no allowance for credit losses for securities available for sale as of June 30, 2024.

The amortized cost and estimated fair value of securities held to maturity are as follows (dollars in thousands):

Gross

Gross

Amortized

Unrealized

Unrealized

Estimated

Allowance for

Net Carrying

    

Cost

    

Gains

    

Losses

    

Fair Value

    

Credit Losses

    

Value

June 30, 2024

 

  

 

  

 

  

 

  

 

  

 

  

Corporate debt securities

$

22,000

$

55

$

(2,898)

$

19,157

$

262

$

21,738

Municipal obligations

3,352

(72)

3,280

3,352

Total held to maturity securities

$

25,352

$

55

$

(2,970)

$

22,437

$

262

$

25,090

June 30, 2023

 

  

 

  

 

  

 

  

 

  

 

  

Corporate debt securities

$

20,000

$

$

(2,049)

$

17,951

$

$

20,000

Municipal obligations

3,949

(156)

3,793

3,949

Total held to maturity securities

$

23,949

$

$

(2,205)

$

21,744

$

$

23,949

Summary of estimated fair value and gross unrealized losses aggregated by security category and length of time such securities have been in a continuous unrealized loss position

 

For the Year Ended June 30, 2024

Beginning

Ending

    

Balance

    

Provisions

    

Charge-offs

    

Recoveries

    

Balance

Corporate debt securities

$

$

262

$

$

$

262

Municipal obligations

Total

$

$

262

$

$

$

262

The estimated fair value and gross unrealized losses aggregated by security category and length of time such securities have been in a continuous unrealized loss position, is summarized as follows (dollars in thousands):

June 30, 2024

Less than 12 Months

12 Months or Longer

Total

Estimated

Unrealized

Estimated

Unrealized

Estimated

Unrealized

    

Fair Value

    

Losses

    

Fair Value

    

Losses

    

Fair Value

    

Losses

Securities available for sale:

 

  

 

  

 

  

 

  

 

  

 

  

U.S. Government and agency obligations

$

19,580

$

(12)

$

219,059

$

(3,919)

$

238,639

$

(3,931)

Municipal obligations

 

3,723

 

(8)

 

 

 

3,723

 

(8)

Other debt securities

 

 

 

90

(73)

 

90

 

(73)

$

23,303

$

(20)

$

219,149

$

(3,992)

$

242,452

$

(4,012)

Securities held to maturity:

Corporate debt securities

$

$

$

17,102

$

(2,898)

$

17,102

$

(2,898)

Municipal obligations

3,280

(72)

3,280

(72)

$

$

$

20,382

$

(2,970)

$

20,382

$

(2,970)

June 30, 2023

Less than 12 Months

12 Months or Longer

Total

Estimated

Unrealized

Estimated

Unrealized

Estimated

Unrealized

    

Fair Value

    

Losses

    

Fair Value

    

Losses

    

Fair Value

Losses

Securities available for sale:

 

  

 

  

 

  

 

  

 

  

U.S. Government and agency obligations

$

104,145

$

(1,975)

$

268,782

$

(16,762)

$

372,927

$

(18,737)

Municipal obligations

 

47,781

 

(67)

 

 

 

47,781

 

(67)

Other debt securities

 

14

 

(1)

 

107

 

(65)

 

121

 

(66)

$

151,940

$

(2,043)

$

268,889

$

(16,827)

$

420,829

$

(18,870)

Securities held to maturity:

Corporate debt securities

$

$

$

17,951

$

(2,049)

$

17,951

$

(2,049)

Municipal obligations

3,793

(156)

3,793

(156)

$

$

$

21,744

$

(2,205)

$

21,744

$

(2,205)

Summary of fair value of debt securities and carrying amount, if different, by contractual maturity

The following table sets forth information with regard to contractual maturities of debt securities (dollars in thousands). Securities not due at a single maturity date are shown separately.

 

June 30, 2024

 

Amortized

 

Estimated

    

Cost

    

Fair Value

Securities available for sale:

 

  

 

  

Due in one year or less

$

192,712

$

189,771

Due after one to five years

 

68,186

 

67,194

Other debt securities

 

212

 

444

$

261,110

$

257,409

Securities held to maturity:

 

  

 

  

Due in one year or less

$

2,269

$

2,197

Due after one to five years

 

1,083

 

1,083

Due after five to ten years

 

22,000

 

19,157

$

25,352

$

22,437

Schedule of gain (loss) on equity securities

The portion of unrealized gains and losses for the period that relates to equity securities still held at the reporting date are as follows (dollars in thousands):

For the Year Ended June 30, 

    

2024

    

2023

Net gain (loss) recognized during the period on equity securities

$

735

$

374

Less: Net gains recognized during the period on equity securities sold during the period

735

Unrealized gains (losses) recognized during reporting period on equity securities still held at reporting date

$

$

374

v3.24.3
NET LOANS RECEIVABLE (Tables)
12 Months Ended
Jun. 30, 2024
NET LOANS RECEIVABLE  
Schedule of net loans receivable

A summary of net loans receivable is as follows (dollars in thousands):

    

June 30, 2024

    

June 30, 2023

Commercial:

 

  

 

  

Real estate

$

406,201

$

411,165

Commercial and industrial

 

101,207

 

97,307

Construction

 

118,373

 

92,714

Total commercial

 

625,781

 

601,186

Residential mortgages

 

633,779

 

463,196

Home equity loans and lines

 

92,765

 

85,477

Consumer

 

13,545

 

16,779

 

1,365,870

 

1,166,638

Allowance for credit losses

 

(21,801)

 

(22,469)

Net loans receivable

$

1,344,069

$

1,144,169

Schedule of activity in allowance for credit losses by portfolio segment

The following table presents the activity in the allowance for credit losses by portfolio segment (dollars in thousands):

 

For the Year Ended June 30, 2024

 

Cumulative Effect

Beginning

Adjustment for the

Ending

    

Balance

    

Adoption of ASU 2016-13

    

Provisions

    

Charge-offs

    

Recoveries

    

Balance

Commercial

$

14,288

$

(1,307)

$

(205)

$

(345)

$

73

$

12,504

Residential mortgages

 

6,222

 

(670)

 

2,272

(118)

 

7,706

Home equity loans and lines of credit

1,470

(265)

48

(12)

3

1,244

Consumer

489

(69)

48

(135)

14

347

Allowance for credit losses - loans

 

22,469

 

(2,311)

 

2,163

 

(610)

 

90

 

21,801

Allowance for credit losses - off-balance sheet credit exposures

 

 

1,624

 

275

 

 

 

1,899

Total

$

22,469

$

(687)

$

2,438

$

(610)

$

90

$

23,700

 

For the Year Ended June 30, 2023

 

Residential

    

Commercial

    

Mortgages

    

Home Equity

    

Consumer

    

Total

Allowance for loan losses at beginning of period

$

17,818

$

2,899

$

1,388

$

419

$

22,524

Provisions charged to operations

 

(3,567)

 

3,283

 

76

 

208

 

Loans charged off

 

(41)

 

(26)

 

(8)

 

(158)

 

(233)

Recoveries on loans charged off

 

78

 

66

 

14

 

20

 

178

Allowance for loan losses at end of period

$

14,288

$

6,222

$

1,470

$

489

$

22,469

Schedule of balance in allowance for loan losses and recorded investment

 

For the Year Ended June 30, 2023

 

Residential

    

Commercial

    

Mortgages

    

Home Equity

    

Consumer

    

Total

Allowance for loan losses at beginning of period

$

17,818

$

2,899

$

1,388

$

419

$

22,524

Provisions charged to operations

 

(3,567)

 

3,283

 

76

 

208

 

Loans charged off

 

(41)

 

(26)

 

(8)

 

(158)

 

(233)

Recoveries on loans charged off

 

78

 

66

 

14

 

20

 

178

Allowance for loan losses at end of period

$

14,288

$

6,222

$

1,470

$

489

$

22,469

Schedule of impaired loans by class

The following table presents information related to impaired loans by class, as determined in accordance with ASC 310, prior to the adoption of ASU 2016-13 (dollars in thousands):

 

For the Year Ended

June 30, 2023

June 30, 2023

 

Unpaid

 

 

Allowance for

 

Average

Interest

 

Principal

 

Recorded

 

Loan Losses

 

Recorded

 

Income

    

Balance

    

Investment

    

Allocated

    

Investment

    

Recognized

With no related allowance recorded:

 

  

 

  

 

  

 

  

 

  

Commercial:

 

  

 

  

 

  

 

  

 

  

Real estate

$

10,241

$

10,213

$

$

10,538

$

133

Commercial and industrial

 

 

 

 

 

Construction

 

 

 

 

Subtotal

 

10,241

 

10,213

 

 

10,538

 

133

With an allowance recorded:

 

  

 

  

 

  

 

  

 

  

Commercial:

 

  

 

  

 

  

 

  

 

  

Real estate

 

681

 

681

 

142

 

699

 

35

Commercial and industrial

 

650

 

650

 

650

 

575

 

Construction

 

 

 

 

Subtotal

 

1,331

 

1,331

 

792

 

1,274

 

35

Total

$

11,572

$

11,544

$

792

$

11,812

$

168

Schedule of recorded investment in nonaccrual and loans past due over 90 days still on accrual

The following table presents the recorded investment in nonaccrual loans and loans past due over 90 days still on accrual by class of loans (dollars in thousands):

 

June 30, 2024

    

    

Nonaccrual

    

Past Due

    

 

Loans With

 

90 Days

 

 

No Related

 

Still on 

 

Recognized

Nonaccrual

 

Allowance

 

Accrual

 

Interest Income

Commercial:

 

  

 

  

 

  

 

  

Real estate

$

3,180

$

3,180

$

4

$

Commercial and industrial

 

9

 

 

 

Construction

 

 

 

 

Residential mortgages

 

4,208

 

1,625

 

 

Home equity loans and lines

 

1,648

 

 

 

Consumer

 

 

 

 

$

9,045

$

4,805

$

4

$

 

June 30, 

 

2023

    

    

Past Due

 

90 Days 

 

Still on 

Nonaccrual

 

Accrual

Commercial:

 

  

 

  

Real estate

$

8,025

$

174

Commercial and industrial

 

650

 

Construction

 

 

3,237

Residential mortgages

 

4,000

 

120

Home equity loans and lines

 

1,560

 

Consumer

 

 

$

14,235

$

3,531

Schedule of loans considered collateral dependent

The following table presents the amortized cost basis of collateral-dependent loans by class of loans (dollars in thousands):

 

June 30, 2024

Amortized Cost

 

Collateral Type

Commercial:

 

  

 

  

Real estate

$

3,844

Commercial real estate property

Commercial and industrial

 

9

Business assets

Construction

 

Residential mortgages

 

1,625

Residential real estate property

Home equity loans and lines

 

Consumer

 

$

5,478

Schedule of aging of recorded investment

The following table presents the aging of the recorded investment in loans by class of loans as of (dollars in thousands):

 

June 30, 2024

 

30 - 59

 

60 - 89

 

90 or more

 

Days

 

Days

 

Days

 

Total

 

Loans Not

    

Past Due

    

Past Due

    

Past Due

    

Past Due

    

Past Due

    

Total

Commercial:

 

  

 

  

 

  

 

  

 

  

 

  

Real estate

$

2

$

3

$

4

$

9

$

406,192

$

406,201

Commercial and industrial

 

15

 

 

 

15

 

101,192

 

101,207

Construction

 

 

 

 

 

118,373

 

118,373

Residential mortgages

 

872

 

481

 

794

 

2,147

 

631,632

 

633,779

Home equity loans and lines

 

722

 

78

 

654

 

1,454

 

91,311

 

92,765

Consumer

 

14

 

8

 

 

22

 

13,523

 

13,545

Total

$

1,625

$

570

$

1,452

$

3,647

$

1,362,223

$

1,365,870

 

June 30, 2023

 

30 - 59

 

60 - 89

90 or more

 

Days

 

Days

 

Days

 

Total

 

Loans Not

    

Past Due

    

Past Due

    

Past Due

    

Past Due

    

Past Due

    

Total

Commercial:

 

  

 

  

 

  

 

  

 

  

 

  

Real estate

$

4,798

$

$

4,458

$

9,256

$

401,909

$

411,165

Commercial and industrial

 

678

 

100

 

352

 

1,130

 

96,177

 

97,307

Construction

 

 

 

3,237

 

3,237

 

89,477

 

92,714

Residential mortgages

 

1,257

 

1,327

 

762

 

3,346

 

459,850

 

463,196

Home equity loans and lines

 

1,340

 

64

 

540

 

1,944

 

83,533

 

85,477

Consumer

 

18

 

22

 

 

40

 

16,739

 

16,779

Total

$

8,091

$

1,513

$

9,349

$

18,953

$

1,147,685

$

1,166,638

Schedule of loans by risk category

The following table presents loans summarized by segment and class, and the risk category (dollars in thousands):

 

 

 

 

 

 

 

Revolving

 

Revolving

 

 

Loans

 

Loans

 

Term Loans Amortized Cost Basis by Origination Year

 

Amortized

 

Converted

 

June 30, 2024

2024

2023

2022

2021

2020

Prior

Cost Basis

to Term

Total

Commercial real estate

 Risk Rating

Pass

$

29,592

$

47,818

$

43,324

$

23,191

$

67,757

$

168,333

$

679

$

$

380,694

Special mention

2,234

8,003

1,090

11,327

Substandard

756

13,424

14,180

Doubtful

Total commercial real estate

$

29,592

$

47,818

$

45,558

$

23,191

$

68,513

$

189,760

$

1,769

$

$

406,201

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Commercial and industrial

 Risk Rating

Pass

$

13,945

$

6,381

$

4,868

$

3,066

$

4,127

$

6,259

$

56,628

$

$

95,274

Special mention

1,118

1,250

221

750

3,339

Substandard

17

53

2,350

141

2,561

Doubtful

24

9

33

Total commercial and industrial

$

13,945

$

6,381

$

6,003

$

3,066

$

5,430

$

8,854

$

57,528

$

$

101,207

Current period gross charge-offs

$

$

$

$

$

$

345

$

$

$

345

Commercial construction

 Risk Rating

Pass

$

38,626

$

9,589

$

45,073

$

19,740

$

$

3,794

$

1,551

$

$

118,373

Special mention

Substandard

Doubtful

Total commercial construction

$

38,626

$

9,589

$

45,073

$

19,740

$

$

3,794

$

1,551

$

$

118,373

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Residential mortgages

Performing

$

180,784

$

206,815

$

42,279

$

56,059

$

33,286

$

110,234

$

114

$

$

629,571

Non-performing

962

540

581

2,125

4,208

Total residential mortgages

$

180,784

$

207,777

$

42,819

$

56,059

$

33,867

$

112,359

$

114

$

$

633,779

Current period gross charge-offs

$

$

$

112

$

$

$

6

$

$

$

118

Home equity loans and lines of credit

Performing

$

6,308

$

6,525

$

9,475

3,454

$

1,369

$

13,375

$

50,611

$

$

91,117

Non-performing

99

643

906

1,648

Total home equity loans and lines of credit

$

6,308

$

6,525

$

9,574

$

3,454

$

1,369

$

14,018

$

51,517

$

$

92,765

Current period gross charge-offs

$

$

$

$

$

$

$

12

$

$

12

Consumer

Performing

$

1,517

$

1,533

$

100

$

67

$

6

$

3,272

$

7,050

$

$

13,545

Non-performing

Total consumer

$

1,517

$

1,533

$

100

$

67

$

6

$

3,272

$

7,050

$

$

13,545

Current period gross charge-offs

$

100

$

6

$

23

$

4

$

1

$

1

$

$

$

135

Commercial  
NET LOANS RECEIVABLE  
Schedule of loans by risk category

The following table presents commercial loans summarized by class of loans and the risk category (dollars in thousands):

 

June 30, 2023

 

Special

    

Pass

    

Mention

    

Substandard

    

Doubtful

    

Total

Commercial

 

  

 

  

 

  

 

  

 

  

Real estate

$

352,874

$

1,977

$

56,196

$

118

$

411,165

Commercial and industrial

 

89,245

 

1,614

 

6,448

 

 

97,307

Construction

 

91,805

 

 

909

 

 

92,714

$

533,924

$

3,591

$

63,553

$

118

$

601,186

v3.24.3
DERIVATIVES (Tables)
12 Months Ended
Jun. 30, 2024
DERIVATIVES  
Schedule of offsetting of derivative assets and liabilities The estimated fair value of derivatives not designated as hedging instruments are as follows (dollars in thousands):

 

June 30, 2024

    

Derivative 

    

Derivative 

 

Assets

 

Liabilities

Gross interest rate swaps

$

16,781

$

16,781

Less: cash collateral applied

 

(16,620)

 

(16)

Net amount

$

161

$

16,765

 

June 30, 2023

    

Derivative 

    

Derivative 

 

Assets

 

Liabilities

Gross interest rate swaps

$

18,844

$

18,844

Less: cash collateral applied

 

(18,160)

 

(16)

Net amount

$

684

$

18,828

v3.24.3
PREMISES AND EQUIPMENT (Tables)
12 Months Ended
Jun. 30, 2024
PREMISES AND EQUIPMENT  
Schedule of useful lives of leasehold improvements and equipment by class

Premises and equipment consists of the following (dollars in thousands):

    

June 30, 

    

June 30, 

 

2024

 

2023

Land

$

6,678

$

6,678

Leaseholds and land improvements

 

2,901

 

2,877

Buildings

 

29,964

 

30,144

Furniture, fixtures, and equipment

 

15,620

 

15,504

Construction in progress

 

244

 

290

Accumulated depreciation and amortization

 

(21,057)

 

(19,932)

Premises and equipment, excluding ROU assets

34,350

35,561

ROU assets

5,755

6,056

Premises and equipment, net

$

40,105

$

41,617

v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
12 Months Ended
Jun. 30, 2024
GOODWILL AND OTHER INTANGIBLE ASSETS  
Schedule of changes in goodwill

Changes in goodwill were as follows (dollars in thousands):

Balance, July 1, 2022

    

$

8,799

Acquired

 

Balance, June 30, 2023

    

8,799

Acquired

 

2,080

Balance, June 30, 2024

$

10,879

Schedule of acquired other intangible assets

Acquired other intangible assets were as follows (dollars in thousands):

    

June 30, 

    

June 30, 

2024

2023

Customer relationship intangibles:

 

  

 

  

Gross carrying amount

$

5,042

$

3,653

Less: accumulated amortization

 

(2,226)

 

(1,729)

Net carrying amount

 

2,816

 

1,924

Weighted average remaining useful life (in years)

4.17

3.95

Core deposit intangibles:

 

  

 

  

Gross carrying amount

562

562

Less: accumulated amortization

 

(427)

 

(390)

Net carrying amount

 

135

 

172

Weighted average remaining useful life (in years)

2.57

2.90

Total other intangible assets:

 

  

 

  

Gross carrying amount

5,604

4,215

Less: accumulated amortization

 

(2,653)

 

(2,119)

Net carrying amount

$

2,951

$

2,096

Schedule of estimated amortization expense for the next five years

Estimated amortization expense for the next five years is as follows (dollars in thousands):

Year ending June 30, 

    

  

2025

$

487

2026

 

441

2027

 

394

2028

 

347

2029

 

301

v3.24.3
DEPOSITS (Tables)
12 Months Ended
Jun. 30, 2024
DEPOSITS  
Schedule of deposit account balances

Deposit account balances are summarized as follows (dollars in thousands):

    

June 30, 

    

June 30, 

 

2024

 

2023

Non-interest bearing demand accounts

$

445,328

$

526,119

Interest-bearing accounts:

 

  

 

  

Interest-bearing demand accounts

 

157,962

 

138,817

Savings accounts

 

266,274

 

297,003

Money market accounts

 

513,658

 

462,935

Time deposits

 

167,030

 

116,977

Total interest bearing accounts

 

1,104,924

 

1,015,732

Total deposits

$

1,550,252

$

1,541,851

Schedule of maturities of time deposits

Scheduled maturities of time deposits for the next five years are as follows (dollars in thousands):

Year ending June 30, 

    

2025

$

156,724

2026

 

5,734

2027

 

1,849

2028

 

1,270

2029

 

1,453

$

167,030

v3.24.3
OTHER COMPREHENSIVE INCOME (LOSS) (Tables)
12 Months Ended
Jun. 30, 2024
OTHER COMPREHENSIVE INCOME  
Schedule of reclassifications out of accumulated other comprehensive loss

Reclassifications out of accumulated other comprehensive income (loss) were as follows (dollars in thousands):

Details About Accumulated Other

Affected Line Item in the Statement

Comprehensive Income (Loss) Components

Where Net Income is Presented

Year Ended

    

June 30, 

    

  

    

    

2024

2023

    

Unrealized gains/losses on securities (before tax):

Net losses included in net income

$

5,645

 

$

 

Net loss on securities transactions

Tax benefit

 

(1,475)

 

 

 

Income tax expense

Net of tax

 

4,170

 

 

 

  

Amortization of defined benefit plan items (before tax):

 

  

 

 

  

 

  

Net actuarial gain

 

(30)

 

 

(16)

 

  

Tax benefit

 

8

 

 

4

 

Income tax expense

Net of tax

 

(22)

 

 

(12)

 

  

Total reclassification for the period, net of tax

$

4,148

 

$

(12)

 

  

Schedule of changes in components of accumulated other comprehensive income (loss), net of tax

The balances and changes in the components of accumulated other comprehensive income (loss), net of tax are as follows (dollars in thousands):

For the Year Ended June 30, 

    

    

    

Accumulated

Unrealized

Other

Gains/Losses

Defined

Comprehensive

on Securities

Benefit Plans

Income (Loss)

2024:

Accumulated other comprehensive (loss) income as of July l, 2023

$

(13,702)

$

4,134

$

(9,568)

Other comprehensive income before reclassifications

 

6,798

 

3,564

 

10,362

Amounts reclassified from accumulated other comprehensive income

 

4,170

 

(22)

 

4,148

Accumulated other comprehensive income (loss) as of June 30, 2024

$

(2,734)

$

7,676

$

4,942

2023:

Accumulated other comprehensive loss as of July l, 2022

$

(10,872)

$

(308)

$

(11,180)

Other comprehensive income (loss) before reclassifications

(2,830)

 

4,454

 

1,624

Amounts reclassified from accumulated other comprehensive loss

(12)

(12)

Accumulated other comprehensive (loss) income as of June 30, 2023

$

(13,702)

$

4,134

$

(9,568)

Schedule of income tax expense (benefit) allocated to component of other comprehensive income (loss)

The amounts of income tax expense (benefit) allocated to each component of other comprehensive income (loss) were as follows (dollars in thousands):

For the Year Ended

June 30, 

    

2024

    

2023

Unrealized gains (losses) on securities:

Unrealized holdings gains (losses) arising during the period

$

2,406

$

(1,002)

Reclassification adjustment for losses included in net income

 

1,475

 

 

3,881

 

(1,002)

Defined benefit plans:

Change in funded status

 

1,262

 

1,576

Reclassification adjustment for amortization of net actuarial gain

(8)

(4)

 

1,254

 

1,572

$

5,135

$

570

v3.24.3
EMPLOYEE BENEFIT PLANS (Tables)
12 Months Ended
Jun. 30, 2024
EMPLOYEE BENEFIT PLANS  
Summary of amounts recognized in the consolidated statement of condition related to the Bank's plans

Amounts recognized in the consolidated statement of condition related to the Company’s plans are as follows as of June 30 (dollars in thousands):

    

2024

    

2023

Other assets

 

  

 

  

Pension asset

$

18,267

$

13,911

Other liabilities

 

  

 

  

Accumulated post-retirement benefit obligation

$

1,354

 

1,382

Accumulated other comprehensive (income) loss, net of taxes

 

  

 

  

Pension plan

$

(7,335)

$

(3,818)

Post-retirement benefit plan

 

(341)

 

(316)

$

(7,676)

$

(4,134)

Summary of defined benefit pension plan

The following table sets forth information on the Company’s defined benefit pension plan as of June 30 (dollars in thousands):

    

2024

    

2023

Change in projected benefit obligation:

Projected benefit obligation at beginning of year

$

39,020

$

40,657

Service cost

 

1,235

 

1,534

Interest cost

 

2,033

 

1,885

Actuarial gain

 

(1,346)

 

(3,473)

Benefits paid

 

(1,579)

 

(1,583)

Projected benefit obligation at end of year

 

39,363

 

39,020

Change in fair value of plan assets:

 

  

 

  

Fair value of plan assets at beginning of year

52,931

49,457

Actual return on plan assets

 

6,401

 

5,197

Benefits paid and actual expenses

 

(1,702)

 

(1,723)

Fair value of plan assets at end of year

 

57,630

 

52,931

Funded status of plan at end of year

$

18,267

$

13,911

Summary of actuarial assumptions used in determining the present value of the projected benefit obligations and net periodic pension cost

    

2024

    

2023

 

Weighted average assumptions – benefit obligations

Discount rate

 

5.51

%  

5.23

%

Annual rate of compensation increase

 

3.00

%  

3.00

%

Weighted average assumptions – net periodic benefit cost

 

  

 

  

Discount rate

 

5.23

%  

4.62

%

Annual rate of compensation increase

 

3.00

%  

3.00

%

Expected long-term rate of return on plan assets

 

5.75

%  

5.75

%

Summary of pension plan asset allocation, target allocation, and expected long-term rate of return by asset category

The Company’s pension plan asset allocation at June 30, 2024 and 2023, target allocation for 2024, and expected long-term rate of return by asset category are as follows:

Percentage of

Weighted-

 

 

Target

 

Plan Assets at

 

Average Expected

 

Allocation

 

Year End

 

Long-Term Rate

Asset Category

    

2024

    

2024

    

2023

    

of Return

Equity securities

 

65.0

%  

62.7

%  

63.2

%  

5.00 – 9.00

%

Fixed income securities

 

35.0

%  

37.3

%  

36.8

%  

1.00 – 4.00

%

Total

 

100.0

100.0

%

  

Summary of fair values of the plan assets by asset category

The fair values of the pension plan assets at June 30, by asset category, are as follows (dollars in thousands):

June 30, 2024

 

Fair Value Measurements

 

Quoted Prices in

 

Significant

 

Significant

 

Active Markets for

 

Observable

 

Unobservable

 

Carrying

 

Identical Assets

 

Inputs

Inputs

    

Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

Mutual funds

 

  

 

  

 

  

 

  

American Funds New World R6

$

2,866

$

2,866

$

$

Cohen & Steers Real Estate SECS I

 

1,747

 

1,747

 

 

Fidelity Capital & Income Fund

 

2,883

 

2,883

 

 

PIMCO Commodities Plus Strat Fd Inst

 

1,733

 

1,733

 

 

PIMCO Long Term Credit Bond Inst

 

8,547

 

8,547

 

 

PIMCO Low Duration Incm Fd I

 

2,312

 

2,312

 

 

Vanguard Developed Mkts Index Inst

 

7,505

 

7,505

 

 

Vanguard Growth Index Fund Instl

 

8,031

 

8,031

 

 

Vanguard Mid Cap Index Funds Admiral

 

4,028

 

4,028

 

 

Vanguard Small Cap I

 

3,479

 

3,479

 

 

Vanguard Value Index Instl Shares

 

8,066

 

8,066

 

 

Western Asset Core Bd Fd I

 

5,745

 

5,745

 

 

Cash

 

688

 

688

 

 

Total plan assets

$

57,630

$

57,630

$

$

June 30, 2023

 

Fair Value Measurements

 

Quoted Prices in

 

Significant

 

Significant

 

Active Markets for

 

Observable

 

Unobservable

 

Carrying

 

Identical Assets

 

Inputs

Inputs

    

Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

Mutual funds

 

  

 

  

 

  

 

  

American Funds New World R6

$

2,636

$

2,636

$

$

Cohen & Steers Real Estate SECS I

 

1,616

 

1,616

 

 

Fidelity Capital & Income Fund

 

2,616

 

2,616

 

 

PIMCO Commodities Plus Strat Fd Inst

 

1,546

 

1,546

 

 

PIMCO Long Term Credit Bond Inst

 

7,913

 

7,913

 

 

PIMCO Low Duration Incm Fd I

 

2,082

 

2,082

 

 

Vanguard Developed Mkts Index Inst

 

6,681

 

6,681

 

 

Vanguard Growth Index Fund Instl

 

7,763

 

7,763

 

 

Vanguard Mid Cap Index Funds Admiral

 

3,808

 

3,808

 

 

Vanguard Small Cap I

 

3,261

 

3,261

 

 

Vanguard Value Index Instl Shares

 

7,465

 

7,465

 

 

Western Asset Core Bd Fd I

 

5,160

 

5,160

 

 

Cash

 

384

 

384

 

 

Total plan assets

$

52,931

$

52,931

$

$

Summary of plan's funded status and amounts recognized in the Bank's consolidated financial statements

The following table sets forth the plan’s funded status and amounts recognized in the Company’s consolidated financial statements at June 30 (dollars in thousands):

    

2024

    

2023

Change in accumulated post-retirement benefit obligation:

Accumulated benefit obligation at beginning of year

$

1,382

$

1,545

Service cost

 

19

 

22

Interest cost

 

72

 

67

Actuarial gain

 

(63)

 

(193)

Benefits paid

 

(56)

 

(59)

Accumulated benefit obligation at end of year

 

1,354

 

1,382

Change in plan assets:

 

  

 

  

Fair value of plan assets at beginning of year

 

 

Employer contributions

 

56

 

59

Benefits paid

 

(56)

 

(59)

Fair value of plan assets at end of year

 

 

Unfunded status at end of year

$

(1,354)

$

(1,382)

Summary of amounts recognized in accumulated other comprehensive (gain) loss, before tax effect

Amounts recognized in accumulated other comprehensive loss, before tax effect, at June 30, consist of (dollars in thousands):

    

2024

    

2023

Net actuarial gain

$

(461)

$

(427)

Schedule of shares held by the ESOP

Shares held by the ESOP include the following:

As of June 30, 

    

2024

2023

Allocated

254,580

203,664

Committed to be allocated

25,458

25,458

Unallocated

738,287

789,203

 Total shares

1,018,325

1,018,325

Pension plan  
EMPLOYEE BENEFIT PLANS  
Summary of net periodic cost included in the Company's consolidated statements of income

The increase in the actuarial gain in the projected benefit obligation resulted primarily from the increase in the discount rate.

Net periodic pension cost included in salaries and employee benefits in the Company’s consolidated statements of operations included the following components (dollars in thousands):

For the Year Ended

June 30, 

    

2024

    

2023

Service cost

$

1,235

$

1,534

Interest cost

 

2,033

 

1,885

Expected return on plan assets

 

(2,862)

 

(2,694)

Net periodic pension cost

$

406

$

725

Summary of projected benefit payments under the plan over the next ten years

The benefit payments expected to be paid over the next ten years are as follows (dollars in thousands):

Fiscal year ending June 30, 

    

2025

$

1,200

2026

 

1,288

2027

 

1,477

2028

 

1,615

2029

 

1,800

Years 2030 – 2034

 

11,795

Post-retirement benefit plan  
EMPLOYEE BENEFIT PLANS  
Summary of net periodic cost included in the Company's consolidated statements of income

The increase in the actuarial gain in the accumulated benefit obligation resulted primarily from the increase in the discount rate.

Net periodic post-retirement benefit cost included in salaries and employee benefits in the Company’s consolidated statements of income included the following components (dollars in thousands):

For the Year Ended

June 30, 

    

2024

    

2023

Service cost

$

19

$

22

Interest cost

 

72

 

67

Amortization of net actuarial gain

(30)

(16)

Net periodic post-retirement benefit cost

$

61

$

73

Summary of projected benefit payments under the plan over the next ten years

The projected benefit payments under the plan over the next ten years are as follows (dollars in thousands):

Fiscal year ending June 30, 

    

2025

$

97

2026

 

88

2027

 

87

2028

 

74

2029

 

78

Years 2030 – 2034

 

452

Schedule of shares held by the ESOP

Shares held by the ESOP include the following:

As of June 30, 

    

2024

2023

Allocated

254,580

203,664

Committed to be allocated

25,458

25,458

Unallocated

738,287

789,203

 Total shares

1,018,325

1,018,325

v3.24.3
INCOME TAXES (Tables)
12 Months Ended
Jun. 30, 2024
INCOME TAXES  
Summary of components of income tax expense

The components of income tax expense were as follows (dollars in thousands):

For the Years Ended

 

June 30, 

 

2024

 

2023

Current tax expense

    

$

4,337

    

$

5,052

Deferred tax (benefit) expense

 

(188)

 

855

Total income tax expense

$

4,149

$

5,907

Schedule of federal income tax statutory rate

Income tax expense differs from the amount expected based on the federal income tax statutory rate due to the following (dollars in thousands):

June 30, 

 

2024

 

2023

 

    

Amount

    

Rate

    

Amount

    

Rate

    

Income before tax at the federal tax rate

$

4,076

 

21.0

%  

$

5,850

 

21.0

%  

State expense, net of federal benefit

 

232

 

1.2

%  

 

670

 

2.4

%  

Tax-exempt income

 

(249)

 

(1.3)

%  

 

(563)

 

(2.0)

%  

Bank-owned life insurance

 

66

 

0.4

%  

 

(63)

 

(0.2)

%  

Other, net

 

24

 

0.1

%  

 

13

 

%  

Total income tax expense

$

4,149

 

21.4

%  

$

5,907

 

21.2

%  

Schedule of components of net deferred tax assets and liabilities

The tax effects that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below (dollars in thousands):

    

June 30, 

    

June 30, 

 

2024

 

2023

Deferred tax assets

 

  

 

  

Allowance for credit losses

$

7,098

$

6,480

Net operating loss carryforward

 

144

 

OTTI – securities

 

325

 

325

Post-retirement benefit obligations

 

497

 

494

Unrealized losses on securities available for sale

967

4,849

Deferred compensation

 

68

 

137

Contribution carryforward

173

Lease liabilities

1,514

1,621

Other

 

627

 

688

Total deferred tax assets

 

11,240

 

14,767

Deferred tax liabilities

 

  

 

  

Depreciation

 

(1,687)

 

(1,839)

Net deferred loan origination costs

 

(634)

 

(560)

Prepaid pension

 

(2,293)

 

(2,404)

Prepaid expenses

 

(241)

 

(236)

Unfunded defined benefit and postretirement benefit plan assets

 

(2,716)

 

(1,463)

ROU assets

(1,436)

(1,551)

Other

 

(1,961)

 

(1,495)

Total deferred tax liabilities

 

(10,968)

 

(9,548)

Net deferred tax asset at end of year

$

272

$

5,219

v3.24.3
COMMITMENTS AND CONTINGENT LIABILITIES (Tables)
12 Months Ended
Jun. 30, 2024
COMMITMENTS AND CONTINGENT LIABILITIES  
Schedule of contractual amount of exposure to off-balance-sheet risk

June 30, 2024

    

Fixed Rate

    

Variable Rate

    

Total

Financial instruments whose contract amounts represent credit risk (including unused lines of credit and unadvanced loan funds):

 

  

 

  

 

  

Commitments to extend credit

$

30,007

$

273,932

$

303,939

Standby letters of credit

 

 

21,943

 

21,943

$

30,007

$

295,875

$

325,882

June 30, 2023

    

Fixed Rate

    

Variable Rate

    

Total

Financial instruments whose contract amounts represent credit risk (including unused lines of credit and unadvanced loan funds):

 

  

 

  

 

  

Commitments to extend credit

$

20,541

$

277,088

$

297,629

Standby letters of credit

 

 

28,372

 

28,372

$

20,541

$

305,460

$

326,001

v3.24.3
FAIR VALUE (Tables)
12 Months Ended
Jun. 30, 2024
FAIR VALUE  
Schedule of financial assets and financial liabilities measured at fair value on a recurring basis

Assets and liabilities measured at fair value on a recurring basis are summarized below (dollars in thousands):

Fair Value Measurements at

June 30, 2024 Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

    

Fair Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

Assets:

 

  

 

  

 

  

Available for sale securities:

 

  

 

  

 

  

U.S. Government and agency obligations

$

243,549

$

243,549

$

$

Municipal obligations

 

13,416

 

 

13,416

 

Other debt securities

444

444

Total available for sale securities

 

257,409

 

243,549

 

13,860

 

Derivative assets (1)

 

16,781

 

 

16,781

 

Total

$

274,190

$

243,549

$

30,641

$

Liabilities:

 

  

 

  

 

  

 

  

Derivative liabilities (1)

$

16,781

$

$

16,781

$

Total

$

16,781

$

$

16,781

$

Fair Value Measurements at

June 30, 2023 Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

    

Fair Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

Assets:

 

  

 

  

 

  

Available for sale securities:

 

  

 

  

 

  

U.S. Government and agency obligations

$

377,729

$

377,729

$

$

Municipal obligations

 

53,434

 

 

53,434

 

Other debt securities

504

504

Total available for sale securities

 

431,667

 

377,729

 

53,938

 

Equity securities

2,413

2,413

Derivative assets (1)

 

18,844

 

 

18,844

 

Total

$

452,924

$

380,142

$

72,782

$

Liabilities:

 

  

 

  

 

  

 

  

Derivative liabilities (1)

$

18,844

$

$

18,844

$

Total

$

18,844

$

$

18,844

$

Schedule of assets and liabilities measured at fair value on a non-recurring basis

Assets and liabilities measured at fair value on a non-recurring basis are summarized below (dollars in thousands):

Fair Value Measurements Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

Identical Assets

Inputs

Inputs

    

Fair Value

    

(Level 1)

    

(Level 2)

    

(Level 3)

June 30, 2024

 

  

 

  

 

  

Individually evaluated loans:

 

  

 

  

 

  

Commercial loans

$

539

$

$

$

539

OREO

 

153

 

 

 

153

June 30, 2023

Impaired loans:

Commercial loans

$

539

$

$

$

539

OREO

 

 

 

Schedule of measurement inputs and valuation technique

The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis and for which the Company has utilized Level 3 inputs to determine fair value (dollars in thousands):

Significant

Significant Unobservable

Valuation

Unobservable

Input Range

    

Fair Value

    

Technique

    

Inputs

    

(Weighted Average)

June 30, 2024

 

  

 

  

 

  

Individually evaluated loans:

 

  

 

  

 

  

Commercial loans

$

539

Appraisal of collateral (1)

Liquidation expense (2)

11.0%

OREO

 

153

 

Appraisal of collateral (1)

Liquidation expense (2)

10.0%

June 30, 2023

Impaired loans:

Commercial loans

$

539

Appraisal of collateral (1)

Liquidation expense (2)

11.0%

(1)Fair value is generally determined through independent appraisals of the underlying collateral that generally include various level 3 inputs which are not identifiable.
(2)Estimated selling costs.
Schedule of carrying and estimated fair values of financial assets and liabilities

The carrying and estimated fair values of financial assets and liabilities as of June 30 were as follows (dollars in thousands):

June 30, 2024

Fair Value Measurements Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

    

Carrying

    

Estimated

    

Identical Assets

Inputs

Inputs

Amount

Fair Value

(Level 1)

(Level 2)

(Level 3)

Financial assets

 

  

 

  

 

 

  

 

  

  

Cash and cash equivalents

$

165,190

$

165,190

$

165,190

$

$

Securities available for sale

 

257,409

257,409

243,549

 

13,860

Securities held to maturity

 

25,090

 

22,437

22,437

FHLBNY and FRBNY stock

 

3,546

 

3,546

3,546

Net loans receivable

 

1,344,069

 

1,293,472

1,293,472

Accrued interest receivable

 

7,559

 

7,559

7,559

Derivative assets

 

161

161

161

Financial liabilities

 

  

 

  

Deposits

 

  

 

  

Savings, money market, and demand accounts

$

1,383,222

$

1,383,222

$

$

1,383,222

$

Time deposits

 

167,030

165,420

165,420

Mortgagors’ escrow deposits

 

9,701

 

9,701

9,701

Accrued interest payable

 

137

 

137

137

Derivative liabilities

 

16,765

16,765

16,765

June 30, 2023

Fair Value Measurements Using

Significant

Quoted Prices in

Other

Significant

Active Markets for

Observable

Unobservable

Carrying

Estimated

Identical Assets

Inputs

Inputs

    

Amount

    

Fair Value

    

(Level 1)

(Level 2)

(Level 3)

Financial assets

 

  

 

  

 

 

Cash and cash equivalents

$

150,478

$

150,478

$

150,478

$

$

Securities available for sale

 

431,667

431,667

377,729

 

53,938

Securities held to maturity

 

23,949

 

21,744

21,744

Equity securities

2,413

2,413

2,413

FHLBNY stock

 

1,196

 

1,196

1,196

Net loans receivable

 

1,144,169

 

1,095,366

1,095,366

Accrued interest receivable

 

7,194

 

7,194

7,194

Derivative assets

 

684

684

684

Financial liabilities

 

  

 

  

Deposits

 

  

 

  

Savings, money market, and demand accounts

$

1,424,874

$

1,424,874

$

$

1,424,874

$

Time deposits

 

116,977

114,596

114,596

Mortgagors’ escrow deposits

 

7,888

 

7,888

7,888

Accrued interest payable

 

84

 

84

84

Derivative liabilities

 

18,828

18,828

18,828

v3.24.3
REGULATORY CAPITAL (Tables)
12 Months Ended
Jun. 30, 2024
REGULATORY CAPITAL  
Schedule of actual capital amounts and ratios for the Bank and Pioneer Commercial Bank

The actual capital amounts and ratios for the Bank and Pioneer Commercial Bank, are presented in the following table (dollars in thousands):

To be Well 

 

For Capital 

Capitalized Under 

 

For Capital 

Adequacy Purposes 

Prompt

 

Actual

Adequacy Purposes

with Capital Buffer

Corrective Action

 

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

 

Pioneer Bank, National Association:

As of June 30, 2024

Tier 1 (leverage) capital

$

221,549

 

11.65

%  

$

76,051

 

4.00

%  

N/A

 

N/A

$

95,064

 

5.00

%

Risk-based capital

 

  

 

 

 

  

 

  

 

  

 

  

 

  

Common Tier 1

$

221,549

 

18.40

%  

$

54,171

 

4.50

%  

$

84,265

 

7.00

%  

$

78,246

 

6.50

%

Tier 1

$

221,549

 

18.40

%  

$

72,227

 

6.00

%  

$

102,322

 

8.50

%  

$

96,303

 

8.00

%

Total

$

236,706

 

19.66

%  

$

96,303

 

8.00

%  

$

126,398

 

10.50

%  

$

120,379

 

10.00

%

As of June 30, 2023

Tier 1 (leverage) capital

$

208,576

 

11.47

%  

$

72,733

 

4.00

%  

N/A

 

N/A

$

90,916

 

5.00

%

Risk-based capital

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Common Tier 1

$

208,576

 

18.85

%  

$

49,795

 

4.50

%  

$

77,459

 

7.00

%  

$

71,926

 

6.50

%

Tier 1

$

208,576

 

18.85

%  

$

66,393

 

6.00

%  

$

94,057

 

8.50

%  

$

88,524

 

8.00

%

Total

$

222,513

 

20.11

%  

$

88,524

 

8.00

%  

$

116,188

 

10.50

%  

$

110,655

 

10.00

%

To be Well 

 

For Capital 

Capitalized Under 

 

For Capital 

Adequacy Purposes 

Prompt

 

Actual

Adequacy Purposes

with Capital Buffer

Corrective Action

 

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

    

Amount

    

Ratio

 

Pioneer Commercial Bank:

As of June 30, 2024

Tier 1 (leverage) capital

$

52,658

 

9.56

%  

$

22,039

 

4.00

%  

N/A

 

N/A

$

27,549

 

5.00

%

Risk-based capital

 

 

  

 

 

  

 

 

  

 

 

  

Common Tier 1

$

52,658

 

56.09

%  

$

4,224

 

4.50

%  

$

6,571

 

7.00

%  

$

6,102

 

6.50

%

Tier 1

$

52,658

 

56.09

%  

$

5,633

 

6.00

%  

$

7,979

 

8.50

%  

$

7,510

 

8.00

%

Total

$

52,658

 

56.09

%  

$

7,510

 

8.00

%  

$

9,857

 

10.50

%  

$

9,388

 

10.00

%

As of June 30, 2023

Tier 1 (leverage) capital

$

46,284

 

9.39

%  

$

19,709

 

4.00

%  

N/A

 

N/A

$

24,636

 

5.00

%

Risk-based capital

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

Common Tier 1

$

46,284

 

54.81

%  

$

3,800

 

4.50

%  

$

5,911

 

7.00

%  

$

5,489

 

6.50

%

Tier 1

$

46,284

 

54.81

%  

$

5,067

 

6.00

%  

$

7,178

 

8.50

%  

$

6,756

 

8.00

%

Total

$

46,284

 

54.81

%  

$

6,756

 

8.00

%  

$

8,867

 

10.50

%  

$

8,444

 

10.00

%

v3.24.3
REVENUE RECOGNITION (Tables)
12 Months Ended
Jun. 30, 2024
REVENUE RECOGNITION  
Schedule of revenue recognition

    

    

For the Year Ended June 30, 

2024

2023

Noninterest Income

In scope

   Insurance services

$

3,031

$

2,760

   Wealth management services

 

6,282

 

4,293

   Service charges on deposit accounts

 

2,427

 

2,475

   Card services income

 

2,843

 

2,963

   Other

 

370

 

486

Noninterest income in scope

 

14,953

 

12,977

 

 

Noninterest income out of scope

 

1,377

 

1,171

 

 

Total noninterest income

$

16,330

$

14,148

v3.24.3
LEASES (Tables)
12 Months Ended
Jun. 30, 2024
LEASES  
Schedule of quantitative data related to operating and finance leases

June 30, 2024

June 30, 2023

(In thousands, except weighted-average information)

Right of use assets:

 Finance leases

$

532

$

608

 Operating leases

 

5,223

 

5,448

$

5,755

$

6,056

Lease liabilities:

 

 

 Finance leases

$

634

$

711

 Operating leases

5,505

5,713

$

6,139

$

6,424

Other information:

Weighted-average remaining lease term for finance leases (in years)

71.6

64.9

Weighted-average remaining lease term for operating leases (in years)

13.2

14.2

Weighted-average discount rate for finance leases

5.78

%

5.62

%

Weighted-average discount rate for operating leases

3.90

%

3.87

%

    

For the Year Ended June 30, 

2024

2023

Lease expense:

 

 

 Finance lease expense

   Amortization of ROU assets

$

101

$

99

   Interest on lease liabilities

32

32

 Operating lease expense

647

606

 Variable lease expense

241

219

Total

$

1,021

$

956

Other information:

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows from finance leases (i.e. interest)

$

32

$

17

Finance cash flows from finance leases (i.e. principal portion)

$

102

$

114

Operating cash flows from operating leases

$

627

$

585

ROU assets obtained in exchange for new finance lease liabilities

$

26

$

ROU assets obtained in exchange for new operating lease liabilities

$

199

$

Schedule of maturities of finance and operating lease liabilities

Finance leases

Operating leases

(Dollars in thousands)

Within the twelve months ended June 30, 

2025

$

123

$

633

2026

60

600

2027

36

579

2028

36

585

2029

33

503

Thereafter

2,550

4,219

Total undiscounted cash flows

2,838

7,119

 Less: present value discount

(2,204)

(1,614)

Total lease liabilities

$

634

$

5,505

v3.24.3
STOCK-BASED COMPENSATION (Tables)
12 Months Ended
Jun. 30, 2024
STOCK-BASED COMPENSATION  
Schedule of stock option activity

Weighted

Average

Weighted

Remaining

Aggregate

Average

Contractual

Intrinsic

Exercise

Life (in

Value

Shares

Price

years)

(000)'s

Outstanding at July 1, 2023

-

$

-

Granted

830,000

$

9.39

Exercised

-

$

-

Forfeited

-

$

-

Outstanding at June 30, 2024

830,000

$

9.39

9.89

$

515

Vested at period-end

-

$

-

Expected to vest

830,000

$

9.39

9.89

Schedule of stock option information

Stock options granted

Weighted average grant date information

Fair value of options granted

$

3.85

Fair value assumptions:

Expected volatility

31.34

%

Dividend yield

-

%

Risk free interest rate

4.31

%

Expected lives (in years)

6.50

Amount expensed during the year (in thousands)

$

72

Compensation costs for non-vested awards not yet recognized (in thousands)

$

3,124

Weighted average expected vesting period, in years

2.89

Proceeds from stock options exercised

$

-

Tax benefits related to stock options exercised

$

-

Intrinsic value of stock options exercised

$

-

Schedule of restricted stock activity

Weighted

Average

Grant Date

Shares

Fair Value

Non-vested at July 1, 2023

-

$

-

Granted

390,000

9.39

Vested

-

-

Non-vested at June 30, 2024

390,000

9.39

Schedule of amounts expensed related to share-based payment awards

Amount expensed during the year (in thousands)

$

82

Compensation costs for non-vested awards not yet recognized (in thousands)

$

3,580

Weighted average expected vesting period, in years

2.89

v3.24.3
EARNINGS PER SHARE (Tables)
12 Months Ended
Jun. 30, 2024
EARNINGS PER SHARE  
Schedule of earnings per share

    

For the Year Ended June 30, 

2024

2023

Net income applicable to common stock

$

15,260

$

21,948

Average number of common shares outstanding

25,951,228

25,977,679

Less: Average unallocated ESOP shares

757,380

808,297

Weighted-average number of common shares outstanding - basic

25,193,848

25,169,382

Add: Effect of dilutive stock options and restricted stock

29,266

Weighted-average number of common shares outstanding - diluted

25,223,114

25,169,382

Net earnings per common share:

Basic

$

0.61

$

0.87

Diluted

$

0.61

$

0.87

v3.24.3
CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC. (Tables)
12 Months Ended
Jun. 30, 2024
CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC.  
Schedule of condensed statement of financial condition

Pioneer Bancorp, Inc.

Condensed Statements of Condition

As of June 30, 2024 and 2023

(in thousands)

2024

2023

Assets

Cash and cash equivalents

$

44,699

$

44,685

Investment in subsidiary

240,319

209,901

Loan receivable

10,983

11,376

Other assets

538

738

Total assets

$

296,539

$

266,700

Liabilities and Shareholders’ Equity

Total liabilities

$

11

$

 Total shareholders’ equity

296,528

266,700

 Total liabilities and shareholders’ equity

$

296,539

$

266,700

Schedule of condensed statement of operations

Pioneer Bancorp, Inc.

Condensed Statements of Operations

For the Years Ended June 30, 2024 and 2023

(in thousands)

2024

2023

Income

Interest-earning assets

$

930

$

655

Total income

930

655

Operating Expenses

Other

192

182

   Total operating expenses

192

182

Income before tax expense and equity in undistributed net income of subsidiary

738

473

 Income tax expense

198

126

Income before equity in undistributed net income of subsidiary

540

347

Equity in undistributed net income of subsidiary

14,720

21,601

Net income

$

15,260

$

21,948

Schedule of condensed statement of cash flow

Pioneer Bancorp, Inc.

Condensed Statements of Cash Flow

For the Years Ended June 30, 2024 and 2023

(in thousands)

2024

2023

Cash flow from operating activities:

Net income

$

15,260

$

21,948

Adjustments to reconcile net income to cash provided by operating activities:

Undistributed income of subsidiary

(14,720)

(21,601)

Net decrease in other assets

200

167

Net increase (decrease) in other liabilities

11

(43)

Net cash provided by operating activities

751

471

Cash flow from investing activities:

Decrease in loan receivable

393

536

Net cash provided by investing activities

393

536

Cash flow from financing activities:

Repurchase of common stock

(1,075)

Other

(55)

(170)

 Net cash used by financing activities

(1,130)

(170)

Net increase in cash and cash equivalents

14

837

Cash and cash equivalents at beginning of year

44,685

43,848

Cash and cash equivalents at end of year

$

44,699

$

44,685

v3.24.3
NATURE OF OPERATIONS - Other (Details)
12 Months Ended
Jun. 30, 2024
Office
NATURE OF OPERATIONS  
Number of offices in Capital Region of New York 23
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Loans Held for Sale (Details) - USD ($)
Jun. 30, 2024
Jun. 30, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES    
Loans held for sale $ 0 $ 0
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Premises and Equipment (Details)
Jun. 30, 2024
Buildings  
Premises and Equipment  
Estimated useful lives 39 years
Land Improvements [Member]  
Premises and Equipment  
Estimated useful lives 15 years
Furniture, fixtures and equipment | Minimum  
Premises and Equipment  
Estimated useful lives 3 years
Furniture, fixtures and equipment | Maximum  
Premises and Equipment  
Estimated useful lives 10 years
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Other Intangible Assets (Details)
Jun. 30, 2024
Customer relationship  
Intangible assets  
Amortization period 15 years
Core deposit  
Intangible assets  
Amortization period 15 years
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash Reserve Requirement (Details) - USD ($)
$ in Millions
Jun. 30, 2024
Jun. 30, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES    
Reserve requirement $ 0.0 $ 0.0
v3.24.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Adoption of Recent Accounting Pronouncements (Details) - USD ($)
Jun. 30, 2024
Jul. 01, 2023
Jun. 30, 2023
Impact of Recent Accounting Pronouncements      
Allowance for credit losses $ (21,801,000)    
Reserve for unfunded loan commitments 1,899,000    
Retained earnings 187,731,000   $ 173,038,000
Deferred income taxes $ (11,240,000)   (14,767,000)
Cumulative Effect, Period of Adoption, Adjustment      
Impact of Recent Accounting Pronouncements      
Reserve for unfunded loan commitments     $ 1,624,000
ASU 2016-13 | Cumulative Effect, Period of Adoption, Adjustment      
Impact of Recent Accounting Pronouncements      
Allowance for credit losses   $ 2,300,000  
Reserve for unfunded loan commitments   1,600,000  
Retained earnings   507,000  
Deferred income taxes   $ 180,000  
v3.24.3
ACQUISITIONS (Details) - USD ($)
$ in Thousands
12 Months Ended
Jul. 13, 2023
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
ACQUISITIONS        
Cash paid   $ 1,980    
Goodwill   10,879 $ 8,799 $ 8,799
Specific Assets Acquired July 13, 2023        
ACQUISITIONS        
Cash paid $ 2,000      
Contingent consideration payable 1,500      
Customer lists 1,400      
Goodwill $ 2,100      
Payment for contingent consideration liability   $ 0    
v3.24.3
INVESTMENT SECURITIES - Amortized Cost and Estimated Fair Value (Details) - USD ($)
Jun. 30, 2024
Jun. 30, 2023
Securities available for sale    
Amortized Cost $ 261,110,000  
Amortized Cost   $ 450,217,000
Gross Unrealized Gains 311,000 320,000
Gross Unrealized Losses (4,012,000) (18,870,000)
Estimated Fair Value 257,409,000  
Estimated Fair Value   431,667,000
Securities held to maturity:    
Amortized cost 25,352,000  
Amortized cost   23,949,000
Gross Unrealized Gains 55,000  
Gross Unrealized Losses (2,970,000) (2,205,000)
Estimated Fair Value 22,437,000 21,744,000
Allowance for Credit Losses 262,000  
Net Carrying Value 25,090,000  
Net Carrying Value   23,949,000
Accrued interest receivable on available-for-sale debt securities 1,400,000  
Allowance for credit losses for securities available for sale 0  
Accrued interest receivable on held-to-maturity debt securities 220,000  
Held to maturity securities, 30 days or more past due 0  
U.S. Government and agency obligations    
Securities available for sale    
Amortized Cost 247,479,000  
Amortized Cost   396,464,000
Gross Unrealized Gains 1,000 2,000
Gross Unrealized Losses (3,931,000) (18,737,000)
Estimated Fair Value 243,549,000  
Estimated Fair Value   377,729,000
Municipal obligations    
Securities available for sale    
Amortized Cost 13,419,000  
Amortized Cost   53,492,000
Gross Unrealized Gains 5,000 9,000
Gross Unrealized Losses (8,000) (67,000)
Estimated Fair Value 13,416,000  
Estimated Fair Value   53,434,000
Securities held to maturity:    
Amortized cost 3,352,000  
Amortized cost   3,949,000
Gross Unrealized Losses (72,000) (156,000)
Estimated Fair Value 3,280,000 3,793,000
Net Carrying Value 3,352,000  
Net Carrying Value   3,949,000
Corporate debt securities    
Securities held to maturity:    
Amortized cost 22,000,000  
Amortized cost   20,000,000
Gross Unrealized Gains 55,000  
Gross Unrealized Losses (2,898,000) (2,049,000)
Estimated Fair Value 19,157,000 17,951,000
Allowance for Credit Losses 262,000  
Net Carrying Value 21,738,000  
Net Carrying Value   20,000,000
Other debt securities    
Securities available for sale    
Amortized Cost 212,000  
Amortized Cost   261,000
Gross Unrealized Gains 305,000 309,000
Gross Unrealized Losses (73,000) (66,000)
Estimated Fair Value $ 444,000  
Estimated Fair Value   $ 504,000
v3.24.3
INVESTMENT SECURITIES - Allowance for Credit Losses on Securities (Details)
$ in Thousands
12 Months Ended
Jun. 30, 2024
USD ($)
Activity in the allowance for credit losses on securities held-to-maturity  
Provisions $ 262
Ending Balance 262
Corporate debt securities  
Activity in the allowance for credit losses on securities held-to-maturity  
Provisions 262
Ending Balance $ 262
v3.24.3
INVESTMENT SECURITIES - Estimated Fair Value and Gross Unrealized Losses (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Securities available for sale, Estimated Fair Value    
Less than 12 Months $ 23,303 $ 151,940
12 Months or Longer 219,149 268,889
Total 242,452 420,829
Securities held to maturity, Estimated Fair Value    
12 Months or Longer 20,382 21,744
Total 20,382 21,744
Securities available for sale, Unrealized Losses    
Less than 12 Months (20) (2,043)
12 Months or Longer (3,992) (16,827)
Total (4,012) (18,870)
Securities held to maturity, Unrealized Losses    
12 Months or Longer (2,970) (2,205)
Total (2,970) (2,205)
U.S. Government and agency obligations    
Securities available for sale, Estimated Fair Value    
Less than 12 Months 19,580 104,145
12 Months or Longer 219,059 268,782
Total 238,639 372,927
Securities available for sale, Unrealized Losses    
Less than 12 Months (12) (1,975)
12 Months or Longer (3,919) (16,762)
Total (3,931) (18,737)
Corporate debt securities    
Securities held to maturity, Estimated Fair Value    
12 Months or Longer 17,102 17,951
Total 17,102 17,951
Securities held to maturity, Unrealized Losses    
12 Months or Longer (2,898) (2,049)
Total (2,898) (2,049)
Municipal obligations    
Securities available for sale, Estimated Fair Value    
Less than 12 Months 3,723 47,781
Total 3,723 47,781
Securities held to maturity, Estimated Fair Value    
12 Months or Longer 3,280 3,793
Total 3,280 3,793
Securities available for sale, Unrealized Losses    
Less than 12 Months (8) (67)
Total (8) (67)
Securities held to maturity, Unrealized Losses    
12 Months or Longer (72) (156)
Total (72) (156)
Other debt securities    
Securities available for sale, Estimated Fair Value    
Less than 12 Months   14
12 Months or Longer 90 107
Total 90 121
Securities available for sale, Unrealized Losses    
Less than 12 Months   (1)
12 Months or Longer (73) (65)
Total $ (73) $ (66)
v3.24.3
INVESTMENT SECURITIES - Other (Details)
12 Months Ended
Jun. 30, 2023
USD ($)
security
Jun. 30, 2024
security
INVESTMENT SECURITIES    
Number of securities in unrealized loss position | security 165 104
Non-investment grade    
INVESTMENT SECURITIES    
Additional impairment charges $ 0  
Number of securities evaluated for impairment | security 54  
Debt securities evaluated for impairment, amortized cost $ 219,000  
Debt securities evaluated for impairment, par value $ 1,500,000  
v3.24.3
INVESTMENT SECURITIES - Contractual Maturity (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Securities available for sale, amortized cost    
Due in one year or less $ 192,712  
Due after one to five years 68,186  
Other debt securities 212  
Total Amortized Cost   $ 450,217
Amortized Cost 261,110  
Securities available for sale, estimated fair value    
Due in one year or less 189,771  
Due after one to five years 67,194  
Other debt securities 444  
Estimated Fair Value 257,409  
Securities held to maturity, amortized cost    
Due in one year or less 2,269  
Due after one to five years 1,083  
Due after five to ten years 22,000  
Amortized cost 25,352  
Securities held to maturity, estimated fair value    
Due in one year or less 2,197  
Due after one to five years 1,083  
Due after five to ten years 19,157  
Estimated Fair Value $ 22,437 $ 21,744
v3.24.3
INVESTMENT SECURITIES - Sales of Securities, Unrealized Gains (Losses) (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
INVESTMENT SECURITIES    
Accrued interest reversed $ 0  
Proceeds from sales of securities available for sale 74,462 $ 0
Securities available for sale, realized gains (5,645)  
Proceeds from the sales of securities held to maturity 0 0
Proceeds from sales of equity securities 3,149 0
Less: Net gains recognized during the period on equity securities sold during the period 735  
Unrealized gains (losses) recognized during reporting period on equity securities still held at reporting date   374
Carrying value of available for sale securities pledged to secure FHLBNY advances and municipal deposits $ 254,100 $ 428,500
v3.24.3
NET LOANS RECEIVABLE - Summary of Net Loans Receivable (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Loans (after adoption of ASU 2016-13)      
Loans receivable $ 1,365,870    
Allowance for credit losses (21,801)    
Net loans receivable 1,344,069    
Net deferred loan costs 9,500 $ 6,700  
Accrued interest receivable 5,900    
Loans (before adoption of ASU 2016-13)      
Loans receivable   1,166,638  
Allowance for credit losses   (22,469) $ (22,524)
Net loans receivable   1,144,169  
Commercial      
Loans (after adoption of ASU 2016-13)      
Loans receivable 625,781    
Allowance for credit losses (12,504)    
Loans (before adoption of ASU 2016-13)      
Loans receivable   601,186  
Allowance for credit losses   (14,288) (17,818)
Commercial | Real estate      
Loans (after adoption of ASU 2016-13)      
Loans receivable 406,201    
Loans (before adoption of ASU 2016-13)      
Loans receivable   411,165  
Commercial | Commercial and industrial      
Loans (after adoption of ASU 2016-13)      
Loans receivable 101,207    
Loans (before adoption of ASU 2016-13)      
Loans receivable   97,307  
Commercial | Construction      
Loans (after adoption of ASU 2016-13)      
Loans receivable 118,373    
Loans (before adoption of ASU 2016-13)      
Loans receivable   92,714  
Residential mortgages      
Loans (after adoption of ASU 2016-13)      
Loans receivable 633,779    
Allowance for credit losses (7,706)    
Loans (before adoption of ASU 2016-13)      
Loans receivable   463,196  
Allowance for credit losses   (6,222) (2,899)
Home equity loans      
Loans (after adoption of ASU 2016-13)      
Loans receivable 92,765    
Allowance for credit losses (1,244)    
Loans (before adoption of ASU 2016-13)      
Loans receivable   85,477  
Allowance for credit losses   (1,470) (1,388)
Consumer      
Loans (after adoption of ASU 2016-13)      
Loans receivable 13,545    
Allowance for credit losses $ (347)    
Loans (before adoption of ASU 2016-13)      
Loans receivable   16,779  
Allowance for credit losses   $ (489) $ (419)
v3.24.3
NET LOANS RECEIVABLE - Allowance for Loan Losses (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Allowance for loan losses    
Allowance for loan losses at beginning of period $ 22,469 $ 22,524
Loans charged off   233
Recoveries on loans charged off   178
Allowance for loan losses at end of period   22,469
Allowance for credit losses - loans    
Provisions 2,163  
Charge-offs (610)  
Recoveries 90  
Ending Balance 21,801  
Liabilities for off-balance sheet credit exposures    
Provisions 275  
Ending Balance 1,899  
Total allowance for credit losses    
Beginning Balance 22,469  
Provisions 2,438  
Charge-offs (610)  
Recoveries 90  
Ending Balance 23,700 22,469
Cumulative Effect Adjustment for the Adoption of ASU 2016-13    
Allowance for loan losses    
Allowance for loan losses at beginning of period (2,311)  
Allowance for loan losses at end of period   (2,311)
Liabilities for off-balance sheet credit exposures    
Beginning Balance 1,624  
Ending Balance   1,624
Total allowance for credit losses    
Beginning Balance (687)  
Ending Balance   (687)
Commercial    
Allowance for loan losses    
Allowance for loan losses at beginning of period 14,288 17,818
Provision charged to operations   (3,567)
Loans charged off   41
Recoveries on loans charged off   78
Allowance for loan losses at end of period   14,288
Allowance for credit losses - loans    
Provisions (205)  
Charge-offs (345)  
Recoveries 73  
Ending Balance 12,504  
Commercial | Cumulative Effect Adjustment for the Adoption of ASU 2016-13    
Allowance for loan losses    
Allowance for loan losses at beginning of period (1,307)  
Allowance for loan losses at end of period   (1,307)
Residential mortgages    
Allowance for loan losses    
Allowance for loan losses at beginning of period 6,222 2,899
Provision charged to operations   3,283
Loans charged off   26
Recoveries on loans charged off   66
Allowance for loan losses at end of period   6,222
Allowance for credit losses - loans    
Provisions 2,272  
Charge-offs (118)  
Ending Balance 7,706  
Residential mortgages | Cumulative Effect Adjustment for the Adoption of ASU 2016-13    
Allowance for loan losses    
Allowance for loan losses at beginning of period (670)  
Allowance for loan losses at end of period   (670)
Home equity loans    
Allowance for loan losses    
Allowance for loan losses at beginning of period 1,470 1,388
Provision charged to operations   76
Loans charged off   8
Recoveries on loans charged off   14
Allowance for loan losses at end of period   1,470
Allowance for credit losses - loans    
Provisions 48  
Charge-offs (12)  
Recoveries 3  
Ending Balance 1,244  
Home equity loans | Cumulative Effect Adjustment for the Adoption of ASU 2016-13    
Allowance for loan losses    
Allowance for loan losses at beginning of period (265)  
Allowance for loan losses at end of period   (265)
Consumer    
Allowance for loan losses    
Allowance for loan losses at beginning of period 489 419
Provision charged to operations   208
Loans charged off   158
Recoveries on loans charged off   20
Allowance for loan losses at end of period   489
Allowance for credit losses - loans    
Provisions 48  
Charge-offs (135)  
Recoveries 14  
Ending Balance 347  
Consumer | Cumulative Effect Adjustment for the Adoption of ASU 2016-13    
Allowance for loan losses    
Allowance for loan losses at beginning of period $ (69)  
Allowance for loan losses at end of period   $ (69)
v3.24.3
NET LOANS RECEIVABLE - Balance in Allowance for Loan Losses and recorded Investment (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Allowance for loan losses:      
Related to loans individually evaluated for impairment $ 134    
Related to loans collectively evaluated for impairment 21,667    
Ending balance 21,801    
Related to loans individually evaluated for impairment   $ 792  
Related to loans collectively evaluated for impairment   21,677  
Ending balance   22,469 $ 22,524
Loans:      
Individually evaluated for impairment 5,478    
Loans collectively evaluated for impairment 1,360,392    
Total 1,365,870    
Individually evaluated for impairment   11,544  
Loans collectively evaluated for impairment   1,155,094  
Total   1,166,638  
Commercial      
Allowance for loan losses:      
Related to loans individually evaluated for impairment 134    
Related to loans collectively evaluated for impairment 12,370    
Ending balance 12,504    
Related to loans individually evaluated for impairment   792  
Related to loans collectively evaluated for impairment   13,496  
Ending balance   14,288 17,818
Loans:      
Individually evaluated for impairment 3,853    
Loans collectively evaluated for impairment 621,928    
Total 625,781    
Individually evaluated for impairment   11,544  
Loans collectively evaluated for impairment   589,642  
Total   601,186  
Residential mortgages      
Allowance for loan losses:      
Related to loans collectively evaluated for impairment 7,706    
Ending balance 7,706    
Related to loans collectively evaluated for impairment   6,222  
Ending balance   6,222 2,899
Loans:      
Individually evaluated for impairment 1,625    
Loans collectively evaluated for impairment 632,154    
Total 633,779    
Loans collectively evaluated for impairment   463,196  
Total   463,196  
Home equity loans      
Allowance for loan losses:      
Related to loans collectively evaluated for impairment 1,244    
Ending balance 1,244    
Related to loans collectively evaluated for impairment   1,470  
Ending balance   1,470 1,388
Loans:      
Loans collectively evaluated for impairment 92,765    
Total 92,765    
Loans collectively evaluated for impairment   85,477  
Total   85,477  
Consumer      
Allowance for loan losses:      
Related to loans collectively evaluated for impairment 347    
Ending balance 347    
Related to loans collectively evaluated for impairment   489  
Ending balance   489 $ 419
Loans:      
Loans collectively evaluated for impairment 13,545    
Total $ 13,545    
Loans collectively evaluated for impairment   16,779  
Total   $ 16,779  
v3.24.3
NET LOANS RECEIVABLE - Impaired loans by Class (Details)
$ in Thousands
12 Months Ended
Jun. 30, 2023
USD ($)
NET LOANS RECEIVABLE  
With an allowance recorded, Allowance for Loan Losses Allocated $ 792
Total: Unpaid Principal Balance 11,572
Total: Recorded Investment 11,544
Total: Average Recorded Investment 11,812
Total: Interest Income Recognized 168
Commercial  
NET LOANS RECEIVABLE  
With no related allowance recorded, Unpaid Principal Balance 10,241
With no related allowance recorded, Recorded Investment 10,213
With no related allowance recorded, Average Recorded Investment 10,538
With no related allowance recorded, Interest Income Recognized 133
With an allowance recorded, Unpaid Principal Balance 1,331
With an allowance recorded, Recorded Investment 1,331
With an allowance recorded, Allowance for Loan Losses Allocated 792
With an allowance recorded, Average Recorded Investment 1,274
With an allowance recorded, Interest Income Recognized 35
Commercial | Real estate  
NET LOANS RECEIVABLE  
With no related allowance recorded, Unpaid Principal Balance 10,241
With no related allowance recorded, Recorded Investment 10,213
With no related allowance recorded, Average Recorded Investment 10,538
With no related allowance recorded, Interest Income Recognized 133
With an allowance recorded, Unpaid Principal Balance 681
With an allowance recorded, Recorded Investment 681
With an allowance recorded, Allowance for Loan Losses Allocated 142
With an allowance recorded, Average Recorded Investment 699
With an allowance recorded, Interest Income Recognized 35
Commercial | Commercial and industrial  
NET LOANS RECEIVABLE  
With an allowance recorded, Unpaid Principal Balance 650
With an allowance recorded, Recorded Investment 650
With an allowance recorded, Allowance for Loan Losses Allocated 650
With an allowance recorded, Average Recorded Investment $ 575
v3.24.3
NET LOANS RECEIVABLE - Troubled debt restructurings (Details)
12 Months Ended
Jun. 30, 2023
loan
NET LOANS RECEIVABLE  
Number of Contracts 0
Number of loans modified as a troubled debt restructuring, subsequently defaulted 0
v3.24.3
NET LOANS RECEIVABLE - Nonaccrual and Loans Past Due Over 90 Days Still on Accrual (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Recorded Investment in Nonaccrual    
Nonaccrual $ 9,045  
Nonaccrual Loans With No Related Allowance 4,805  
Past Due 90 Days Still on Accrual 4  
Nonaccrual   $ 14,235
Past Due 90 Days Still on Accrual   3,531
Commercial | Real estate    
Recorded Investment in Nonaccrual    
Nonaccrual 3,180  
Nonaccrual Loans With No Related Allowance 3,180  
Past Due 90 Days Still on Accrual 4  
Nonaccrual   8,025
Past Due 90 Days Still on Accrual   174
Commercial | Commercial and industrial    
Recorded Investment in Nonaccrual    
Nonaccrual 9  
Nonaccrual   650
Commercial | Construction    
Recorded Investment in Nonaccrual    
Past Due 90 Days Still on Accrual   3,237
Residential mortgages    
Recorded Investment in Nonaccrual    
Nonaccrual 4,208  
Nonaccrual Loans With No Related Allowance 1,625  
Nonaccrual   4,000
Past Due 90 Days Still on Accrual   120
Home equity loans    
Recorded Investment in Nonaccrual    
Nonaccrual $ 1,648  
Nonaccrual   $ 1,560
v3.24.3
NET LOANS RECEIVABLE - Collateral dependent loans (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Net Loans Receivable  
Collateral dependent loans, amortized cost $ 5,478
Commercial | Real estate | Commercial Real Estate Property  
Net Loans Receivable  
Collateral dependent loans, amortized cost 3,844
Commercial | Commercial and industrial | Business Assets  
Net Loans Receivable  
Collateral dependent loans, amortized cost 9
Residential mortgages | Residential Real Estate Property  
Net Loans Receivable  
Collateral dependent loans, amortized cost $ 1,625
v3.24.3
NET LOANS RECEIVABLE - Aging of Recorded Investment (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
NET LOANS RECEIVABLE    
Loans receivable $ 1,365,870  
Loans receivable   $ 1,166,638
Past Due    
NET LOANS RECEIVABLE    
Loans receivable 3,647  
Loans receivable   18,953
30 to 59 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 1,625  
Loans receivable   8,091
60 to 89 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 570  
Loans receivable   1,513
90 or more Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 1,452  
Loans receivable   9,349
Not Past Due    
NET LOANS RECEIVABLE    
Loans receivable 1,362,223  
Loans receivable   1,147,685
Commercial    
NET LOANS RECEIVABLE    
Loans receivable 625,781  
Loans receivable   601,186
Commercial | Real estate    
NET LOANS RECEIVABLE    
Loans receivable 406,201  
Loans receivable   411,165
Commercial | Real estate | Past Due    
NET LOANS RECEIVABLE    
Loans receivable 9  
Loans receivable   9,256
Commercial | Real estate | 30 to 59 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 2  
Loans receivable   4,798
Commercial | Real estate | 60 to 89 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 3  
Commercial | Real estate | 90 or more Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 4  
Loans receivable   4,458
Commercial | Real estate | Not Past Due    
NET LOANS RECEIVABLE    
Loans receivable 406,192  
Loans receivable   401,909
Commercial | Commercial and industrial    
NET LOANS RECEIVABLE    
Loans receivable 101,207  
Loans receivable   97,307
Commercial | Commercial and industrial | Past Due    
NET LOANS RECEIVABLE    
Loans receivable 15  
Loans receivable   1,130
Commercial | Commercial and industrial | 30 to 59 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 15  
Loans receivable   678
Commercial | Commercial and industrial | 60 to 89 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable   100
Commercial | Commercial and industrial | 90 or more Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable   352
Commercial | Commercial and industrial | Not Past Due    
NET LOANS RECEIVABLE    
Loans receivable 101,192  
Loans receivable   96,177
Commercial | Construction    
NET LOANS RECEIVABLE    
Loans receivable 118,373  
Loans receivable   92,714
Commercial | Construction | Past Due    
NET LOANS RECEIVABLE    
Loans receivable   3,237
Commercial | Construction | 90 or more Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable   3,237
Commercial | Construction | Not Past Due    
NET LOANS RECEIVABLE    
Loans receivable 118,373  
Loans receivable   89,477
Residential mortgages    
NET LOANS RECEIVABLE    
Loans receivable 633,779  
Loans receivable   463,196
Residential mortgages | Past Due    
NET LOANS RECEIVABLE    
Loans receivable 2,147  
Loans receivable   3,346
Residential mortgages | 30 to 59 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 872  
Loans receivable   1,257
Residential mortgages | 60 to 89 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 481  
Loans receivable   1,327
Residential mortgages | 90 or more Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 794  
Loans receivable   762
Residential mortgages | Not Past Due    
NET LOANS RECEIVABLE    
Loans receivable 631,632  
Loans receivable   459,850
Home equity loans    
NET LOANS RECEIVABLE    
Loans receivable 92,765  
Loans receivable   85,477
Home equity loans | Past Due    
NET LOANS RECEIVABLE    
Loans receivable 1,454  
Loans receivable   1,944
Home equity loans | 30 to 59 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 722  
Loans receivable   1,340
Home equity loans | 60 to 89 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 78  
Loans receivable   64
Home equity loans | 90 or more Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 654  
Loans receivable   540
Home equity loans | Not Past Due    
NET LOANS RECEIVABLE    
Loans receivable 91,311  
Loans receivable   83,533
Consumer    
NET LOANS RECEIVABLE    
Loans receivable 13,545  
Loans receivable   16,779
Consumer | Past Due    
NET LOANS RECEIVABLE    
Loans receivable 22  
Loans receivable   40
Consumer | 30 to 59 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 14  
Loans receivable   18
Consumer | 60 to 89 Days Past Due    
NET LOANS RECEIVABLE    
Loans receivable 8  
Loans receivable   22
Consumer | Not Past Due    
NET LOANS RECEIVABLE    
Loans receivable $ 13,523  
Loans receivable   $ 16,739
v3.24.3
NET LOANS RECEIVABLE - Risk (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
NET LOANS RECEIVABLE    
Loans   $ 1,166,638
Term Loans Amortized Cost Basis by Origination Year    
Total $ 1,365,870  
Current Period Gross Charge-offs    
Total 610  
Commercial    
NET LOANS RECEIVABLE    
Loans   601,186
Term Loans Amortized Cost Basis by Origination Year    
Total 625,781  
Current Period Gross Charge-offs    
Total 345  
Commercial | Pass    
NET LOANS RECEIVABLE    
Loans   533,924
Commercial | Special Mention    
NET LOANS RECEIVABLE    
Loans   3,591
Commercial | Substandard    
NET LOANS RECEIVABLE    
Loans   63,553
Commercial | Doubtful    
NET LOANS RECEIVABLE    
Loans   118
Commercial | Real estate    
NET LOANS RECEIVABLE    
Loans   411,165
Term Loans Amortized Cost Basis by Origination Year    
2024 29,592  
2023 47,818  
2022 45,558  
2021 23,191  
2020 68,513  
Prior 189,760  
Revolving Loans Amortized Cost Basis 1,769  
Total 406,201  
Commercial | Real estate | Pass    
NET LOANS RECEIVABLE    
Loans   352,874
Term Loans Amortized Cost Basis by Origination Year    
2024 29,592  
2023 47,818  
2022 43,324  
2021 23,191  
2020 67,757  
Prior 168,333  
Revolving Loans Amortized Cost Basis 679  
Total 380,694  
Commercial | Real estate | Special Mention    
NET LOANS RECEIVABLE    
Loans   1,977
Term Loans Amortized Cost Basis by Origination Year    
2022 2,234  
Prior 8,003  
Revolving Loans Amortized Cost Basis 1,090  
Total 11,327  
Commercial | Real estate | Substandard    
NET LOANS RECEIVABLE    
Loans   56,196
Term Loans Amortized Cost Basis by Origination Year    
2020 756  
Prior 13,424  
Total 14,180  
Commercial | Real estate | Doubtful    
NET LOANS RECEIVABLE    
Loans   118
Commercial | Commercial and industrial    
NET LOANS RECEIVABLE    
Loans   97,307
Term Loans Amortized Cost Basis by Origination Year    
2024 13,945  
2023 6,381  
2022 6,003  
2021 3,066  
2020 5,430  
Prior 8,854  
Revolving Loans Amortized Cost Basis 57,528  
Total 101,207  
Current Period Gross Charge-offs    
Prior 345  
Total 345  
Commercial | Commercial and industrial | Pass    
NET LOANS RECEIVABLE    
Loans   89,245
Term Loans Amortized Cost Basis by Origination Year    
2024 13,945  
2023 6,381  
2022 4,868  
2021 3,066  
2020 4,127  
Prior 6,259  
Revolving Loans Amortized Cost Basis 56,628  
Total 95,274  
Commercial | Commercial and industrial | Special Mention    
NET LOANS RECEIVABLE    
Loans   1,614
Term Loans Amortized Cost Basis by Origination Year    
2022 1,118  
2020 1,250  
Prior 221  
Revolving Loans Amortized Cost Basis 750  
Total 3,339  
Commercial | Commercial and industrial | Substandard    
NET LOANS RECEIVABLE    
Loans   6,448
Term Loans Amortized Cost Basis by Origination Year    
2022 17  
2020 53  
Prior 2,350  
Revolving Loans Amortized Cost Basis 141  
Total 2,561  
Commercial | Commercial and industrial | Doubtful    
Term Loans Amortized Cost Basis by Origination Year    
Prior 24  
Revolving Loans Amortized Cost Basis 9  
Total 33  
Commercial | Construction    
NET LOANS RECEIVABLE    
Loans   92,714
Term Loans Amortized Cost Basis by Origination Year    
2024 38,626  
2023 9,589  
2022 45,073  
2021 19,740  
Prior 3,794  
Revolving Loans Amortized Cost Basis 1,551  
Total 118,373  
Commercial | Construction | Pass    
NET LOANS RECEIVABLE    
Loans   91,805
Term Loans Amortized Cost Basis by Origination Year    
2024 38,626  
2023 9,589  
2022 45,073  
2021 19,740  
Prior 3,794  
Revolving Loans Amortized Cost Basis 1,551  
Total 118,373  
Commercial | Construction | Substandard    
NET LOANS RECEIVABLE    
Loans   909
Residential mortgages    
NET LOANS RECEIVABLE    
Loans   463,196
Term Loans Amortized Cost Basis by Origination Year    
2024 180,784  
2023 207,777  
2022 42,819  
2021 56,059  
2020 33,867  
Prior 112,359  
Revolving Loans Amortized Cost Basis 114  
Total 633,779  
Current Period Gross Charge-offs    
2022 112  
Prior 6  
Total 118  
Residential mortgages | Performing    
Term Loans Amortized Cost Basis by Origination Year    
2024 180,784  
2023 206,815  
2022 42,279  
2021 56,059  
2020 33,286  
Prior 110,234  
Revolving Loans Amortized Cost Basis 114  
Total 629,571  
Residential mortgages | Non-performing    
Term Loans Amortized Cost Basis by Origination Year    
2023 962  
2022 540  
2020 581  
Prior 2,125  
Total 4,208  
Home equity loans    
NET LOANS RECEIVABLE    
Loans   85,477
Term Loans Amortized Cost Basis by Origination Year    
2024 6,308  
2023 6,525  
2022 9,574  
2021 3,454  
2020 1,369  
Prior 14,018  
Revolving Loans Amortized Cost Basis 51,517  
Total 92,765  
Current Period Gross Charge-offs    
Revolving Loans Amortized Cost Basis 12  
Total 12  
Home equity loans | Performing    
Term Loans Amortized Cost Basis by Origination Year    
2024 6,308  
2023 6,525  
2022 9,475  
2021 3,454  
2020 1,369  
Prior 13,375  
Revolving Loans Amortized Cost Basis 50,611  
Total 91,117  
Home equity loans | Non-performing    
Term Loans Amortized Cost Basis by Origination Year    
2022 99  
Prior 643  
Revolving Loans Amortized Cost Basis 906  
Total 1,648  
Consumer    
NET LOANS RECEIVABLE    
Loans   $ 16,779
Term Loans Amortized Cost Basis by Origination Year    
2024 1,517  
2023 1,533  
2022 100  
2021 67  
2020 6  
Prior 3,272  
Revolving Loans Amortized Cost Basis 7,050  
Total 13,545  
Current Period Gross Charge-offs    
2024 100  
2023 6  
2022 23  
2021 4  
2020 1  
Prior 1  
Total 135  
Consumer | Performing    
Term Loans Amortized Cost Basis by Origination Year    
2024 1,517  
2023 1,533  
2022 100  
2021 67  
2020 6  
Prior 3,272  
Revolving Loans Amortized Cost Basis 7,050  
Total $ 13,545  
v3.24.3
NET LOANS RECEIVABLE - Others (Details) - USD ($)
Jun. 30, 2024
Jun. 30, 2023
NET LOANS RECEIVABLE    
Residential mortgage loans serviced by the Bank for unrelated third parties $ 13,500,000 $ 15,300,000
Unamortized balance of mortgage servicing rights 116,000 131,000
Mortgage servicing rights, valuation reserve 0 0
Escrow funds in trust on loans serviced for others 368,000 396,000
Residential mortgage, home equity and commercial loans    
NET LOANS RECEIVABLE    
Pledged loans receivable as collateral for FHLBNY borrowings and stand-by letters of credit 605,800,000 476,600,000
Residential mortgages    
NET LOANS RECEIVABLE    
Loans in process of foreclosure $ 853,000 $ 1,300,000
v3.24.3
DERIVATIVES - Offsetting (Details) - Not designated as hedging instruments - USD ($)
$ in Millions
Jun. 30, 2024
Jun. 30, 2023
Interest rate swap    
DERIVATIVES    
Derivative notional amount $ 406.8 $ 455.8
Interest rate swap - Commercial borrowers    
DERIVATIVES    
Derivative notional amount 203.4 227.9
Interest rate swap - Third party counterparties    
DERIVATIVES    
Derivative notional amount $ 203.4 $ 227.9
v3.24.3
DERIVATIVES - Hedging Instruments (Details) - Interest rate swap - Not designated as hedging instruments - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Derivative Assets    
Gross interest rate swaps $ 16,781 $ 18,844
Less: cash collateral applied (16,620) (18,160)
Net amount 161 684
Derivative Liabilities    
Gross interest rate swaps 16,781 18,844
Less: cash collateral applied (16) (16)
Net amount $ 16,765 $ 18,828
v3.24.3
DERIVATIVES - Collateral (Details) - Interest rate swap - Third party counterparties - Not designated as hedging instruments - USD ($)
Jun. 30, 2024
Jun. 30, 2023
DERIVATIVES    
Received collateral $ 16,600,000 $ 18,200,000
Deposited collateral $ 16,000 $ 16,000,000
v3.24.3
PREMISES AND EQUIPMENT - Summary (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Premises and Equipment    
Accumulated depreciation and amortization $ (21,057) $ (19,932)
Premises and equipment, excluding ROU assets 34,350 35,561
ROU assets 5,755 6,056
Premises and equipment 40,105 41,617
Land    
Premises and Equipment    
Gross 6,678 6,678
Leaseholds and land improvements    
Premises and Equipment    
Gross 2,901 2,877
Buildings    
Premises and Equipment    
Gross 29,964 30,144
Furniture, fixtures and equipment    
Premises and Equipment    
Gross 15,620 15,504
Construction in progress    
Premises and Equipment    
Gross $ 244 $ 290
v3.24.3
PREMISES AND EQUIPMENT - Depreciation and Amortization (Details) - USD ($)
$ in Millions
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
PREMISES AND EQUIPMENT    
Depreciation and amortization $ 2.1 $ 2.3
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Changes in the carrying amount of goodwill    
Balance at the beginning of the period $ 8,799 $ 8,799
Acquired 2,080
Balance at the end of the period $ 10,879 $ 8,799
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Other Intangible Assets (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
GOODWILL AND OTHER INTANGIBLE ASSETS    
Gross Carrying Amount $ 5,604 $ 4,215
Less: accumulated amortization (2,653) (2,119)
Net Carrying Amount 2,951 2,096
Customer relationship    
GOODWILL AND OTHER INTANGIBLE ASSETS    
Gross Carrying Amount 5,042 3,653
Less: accumulated amortization (2,226) (1,729)
Net Carrying Amount $ 2,816 $ 1,924
Customer relationship | Weighted Average    
GOODWILL AND OTHER INTANGIBLE ASSETS    
Remaining useful life 4 years 2 months 1 day 3 years 11 months 12 days
Core deposit    
GOODWILL AND OTHER INTANGIBLE ASSETS    
Gross Carrying Amount $ 562 $ 562
Less: accumulated amortization (427) (390)
Net Carrying Amount $ 135 $ 172
Core deposit | Weighted Average    
GOODWILL AND OTHER INTANGIBLE ASSETS    
Remaining useful life 2 years 6 months 25 days 2 years 10 months 24 days
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Estimated amortization expense:  
2025 $ 487
2026 441
2027 394
2028 347
2029 $ 301
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Other (Details) - USD ($)
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
GOODWILL AND OTHER INTANGIBLE ASSETS    
Impairment losses on goodwill $ 0 $ 0
Impairment losses on intangible assets 0 0
Aggregate amortization expense $ 534,000 $ 398,000
v3.24.3
DEPOSITS - Summary (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
DEPOSITS    
Non-interest bearing demand deposits $ 445,328 $ 526,119
Interest-bearing accounts:    
Interest-bearing demand accounts 157,962 138,817
Savings accounts 266,274 297,003
Money market accounts 513,658 462,935
Time deposits 167,030 116,977
Total interest bearing accounts 1,104,924 1,015,732
Total deposits $ 1,550,252 $ 1,541,851
v3.24.3
DEPOSITS - Other (Details) - USD ($)
Jun. 30, 2024
Jun. 30, 2023
DEPOSITS    
Overdrawn demand deposit balances reclassified as loan balance $ 201,000 $ 92,000
Time deposits 250000 and over $ 16,500,000 $ 9,900,000
v3.24.3
DEPOSITS - Maturities (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Scheduled maturities of time deposits:  
2025 $ 156,724
2026 5,734
2027 1,849
2028 1,270
2029 1,453
Total $ 167,030
v3.24.3
DEPOSITS - Related parties (Details) - USD ($)
Jun. 30, 2024
Jun. 30, 2023
DEPOSITS    
Deposits of related parties $ 879,000 $ 8,800,000
v3.24.3
BORROWINGS (Details) - USD ($)
$ in Millions
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
BORROWINGS    
Available line of credit $ 20.0 $ 20.0
Draws against line of credit $ 0.0 0.0
FHLBNY    
BORROWINGS    
Percentage of ability to borrow on total assets 30.00%  
Overall credit exposure on total assets 50.00%  
Residential mortgage, home equity and commercial loans pledged as collateral for borrowing and stand-by letters of credit $ 605.8 476.6
Maximum amount of funding available from FHLBNY 497.2 395.6
Funding utilized for borrowings 0.0 0.0
Funding utilized for irrevocable stand-by letters of credit issued to secure municipal deposits $ 200.0 $ 90.0
v3.24.3
OTHER COMPREHENSIVE INCOME (LOSS) - Reclassifications (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
OTHER COMPREHENSIVE INCOME    
Net loss on securities available for sale transactions $ (5,645)  
Salaries and employee benefits (29,225) $ (27,421)
Income tax (expense) benefit (4,149) (5,907)
Reclassification, net of tax (15,260) (21,948)
Amount Reclassified from Accumulated Other Comprehensive Loss    
OTHER COMPREHENSIVE INCOME    
Reclassification, net of tax 4,148 (12)
Amount Reclassified from Accumulated Other Comprehensive Loss | Unrealized Gains/Losses on Securities    
OTHER COMPREHENSIVE INCOME    
Net loss on securities available for sale transactions 5,645  
Income tax (expense) benefit (1,475)  
Reclassification, net of tax 4,170  
Amount Reclassified from Accumulated Other Comprehensive Loss | Defined benefit plans    
OTHER COMPREHENSIVE INCOME    
Income tax (expense) benefit 8 4
Reclassification, net of tax (22) (12)
Amount Reclassified from Accumulated Other Comprehensive Loss | Net actuarial gain    
OTHER COMPREHENSIVE INCOME    
Salaries and employee benefits $ (30) $ (16)
v3.24.3
OTHER COMPREHENSIVE INCOME (LOSS) - Balances and Changes in AOCI (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Accumulated other comprehensive loss    
Balance at beginning of period $ 266,700 $ 242,627
Balance at end of period 296,528 266,700
Accumulated Other Comprehensive Loss    
Accumulated other comprehensive loss    
Balance at beginning of period (9,568) (11,180)
Other comprehensive income (loss) before reclassifications 10,362 1,624
Amounts reclassified from accumulated other comprehensive loss 4,148 (12)
Balance at end of period 4,942 (9,568)
Unrealized Gains/Losses on Securities    
Accumulated other comprehensive loss    
Balance at beginning of period (13,702) (10,872)
Other comprehensive income (loss) before reclassifications 6,798 (2,830)
Amounts reclassified from accumulated other comprehensive loss 4,170  
Balance at end of period (2,734) (13,702)
Defined benefit plans    
Accumulated other comprehensive loss    
Balance at beginning of period 4,134 (308)
Other comprehensive income (loss) before reclassifications 3,564 4,454
Amounts reclassified from accumulated other comprehensive loss (22) (12)
Balance at end of period $ 7,676 $ 4,134
v3.24.3
OTHER COMPREHENSIVE INCOME (LOSS) - Allocated Component of OCI (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Unrealized gains (losses) on securities:    
Unrealized holdings gains (losses) arising during the period $ 2,406 $ (1,002)
Reclassification adjustment for losses included in net income 1,475  
Tax amount on unrealized gains/losses on securities 3,881 (1,002)
Defined benefit plans:    
Change in funded status 1,262 1,576
Reclassification adjustment for amortization of net actuarial gain (8) (4)
Tax amount on defined benefit plans 1,254 1,572
Total $ 5,135 $ 570
v3.24.3
EMPLOYEE BENEFIT PLANS - Statement of Condition (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Other assets    
Pension asset $ 18,267 $ 13,911
Other liabilities    
Accumulated post-retirement benefit obligation 1,354 1,382
Accumulated other comprehensive loss, net of taxes    
Accumulated other comprehensive loss, net of taxes (7,676) (4,134)
Pension plan    
Accumulated other comprehensive loss, net of taxes    
Accumulated other comprehensive loss, net of taxes (7,335) (3,818)
Post-retirement benefit plan    
Accumulated other comprehensive loss, net of taxes    
Accumulated other comprehensive loss, net of taxes $ (341) $ (316)
v3.24.3
EMPLOYEE BENEFIT PLANS - Pension Plan - Other (Details) - Pension plan
1 Months Ended
Jan. 01, 2010
Dec. 31, 2009
Employee Benefit Plans    
Pensions paid as annuity using pension formula 1.50% 2.00%
Average of highest consecutive years of total compensation over the last ten years multiplied by credited service up to thirty years to calculate pension formula   5 years
Total compensation year used for average of the five highest consecutive years multiplied by credited service up to thirty years to calculate pension formula   10 years
Maximum credited service (in years)   30 years
v3.24.3
EMPLOYEE BENEFIT PLANS - Defined Benefit Pension Plan (Details) - Pension plan - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Change in projected benefit obligation:    
Accumulated benefit obligation at beginning of year $ 39,020 $ 40,657
Service cost 1,235 1,534
Interest cost 2,033 1,885
Actuarial gain (1,346) (3,473)
Benefits paid (1,579) (1,583)
Accumulated benefit obligation at end of year 39,363 39,020
Change in fair value of plan assets:    
Fair value of plan assets at beginning of year 52,931 49,457
Actual return on plan assets 6,401 5,197
Benefits paid (1,702) (1,723)
Fair value of plan assets at end of year 57,630 52,931
Funded status of plan at end of year $ 18,267 $ 13,911
v3.24.3
EMPLOYEE BENEFIT PLANS - Net Periodic Pension Cost (Details) - Pension plan - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Net periodic pension cost included in the Bank's consolidated statements of income    
Service cost $ 1,235 $ 1,534
Interest cost $ 2,033 $ 1,885
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] Labor and Related Expense Labor and Related Expense
Expected return on plan assets $ (2,862) $ (2,694)
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Labor and Related Expense Labor and Related Expense
Net periodic post-retirement benefit cost $ 406 $ 725
Amounts recognized in accumulated other comprehensive (gain) loss, before tax effect    
Amounts recognized in accumulated other comprehensive loss, before tax, net actuarial gain (losses) $ 9,900 $ 5,200
v3.24.3
EMPLOYEE BENEFIT PLANS - Actuarial Assumptions (Details) - Pension plan - USD ($)
$ in Millions
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Weighted average assumptions - benefit obligations    
Discount rate 5.51% 5.23%
Annual rate of compensation increase 3.00% 3.00%
Weighted average assumptions - net periodic benefit cost    
Discount rate 5.23% 4.62%
Annual rate of compensation increase 3.00% 3.00%
Expected long-term rate of return on plan assets 5.75% 5.75%
Accumulated Benefit Obligation    
Accumulated benefit obligation $ 35.6 $ 35.4
v3.24.3
EMPLOYEE BENEFIT PLANS - Additional Information (Details)
12 Months Ended
Jun. 30, 2024
Employee Benefit Plans  
Estimated long-term inflation rate 2.30%
Equity securities.  
Employee Benefit Plans  
Target allocation percentage 65.00%
Equity securities. | Minimum  
Employee Benefit Plans  
Rates of return 5.00%
Equity securities. | Maximum  
Employee Benefit Plans  
Rates of return 9.00%
Fixed income securities.  
Employee Benefit Plans  
Target allocation percentage 35.00%
Fixed income securities. | Minimum  
Employee Benefit Plans  
Rates of return 1.00%
Fixed income securities. | Maximum  
Employee Benefit Plans  
Rates of return 4.00%
v3.24.3
EMPLOYEE BENEFIT PLANS - Estimated Future Benefit Payments (Details) - Pension plan
$ in Thousands
Jun. 30, 2024
USD ($)
Estimated Future Benefit Payments  
2025 $ 1,200
2026 1,288
2027 1,477
2028 1,615
2029 1,800
Years 2030 - 2034 $ 11,795
v3.24.3
EMPLOYEE BENEFIT PLANS - Bank's Pension Plan Asset Allocation (Details)
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Pension Plan Assets    
Pension plan asset allocation, target allocation and expected long-term rate of return by asset category    
Percentage of Plan Assets 100.00% 100.00%
Equity securities    
Pension plan asset allocation, target allocation and expected long-term rate of return by asset category    
Target allocation 65.00%  
Percentage of Plan Assets 62.70% 63.20%
Fixed income securities    
Pension plan asset allocation, target allocation and expected long-term rate of return by asset category    
Target allocation 35.00%  
Percentage of Plan Assets 37.30% 36.80%
Minimum | Equity securities    
Pension plan asset allocation, target allocation and expected long-term rate of return by asset category    
Weighted-Average Expected Long-Term Rate of Return 5.00%  
Minimum | Fixed income securities    
Pension plan asset allocation, target allocation and expected long-term rate of return by asset category    
Weighted-Average Expected Long-Term Rate of Return 1.00%  
Maximum | Equity securities    
Pension plan asset allocation, target allocation and expected long-term rate of return by asset category    
Weighted-Average Expected Long-Term Rate of Return 9.00%  
Maximum | Fixed income securities    
Pension plan asset allocation, target allocation and expected long-term rate of return by asset category    
Weighted-Average Expected Long-Term Rate of Return 4.00%  
v3.24.3
EMPLOYEE BENEFIT PLANS - Fair Values of Plan Assets by Asset Category (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Carrying Amount    
Employee Benefit Plans    
Total plan assets $ 57,630 $ 52,931
Carrying Amount | American Funds New World R6    
Employee Benefit Plans    
Total plan assets 2,866 2,636
Carrying Amount | Cohen & Steers Real Estate SECS I    
Employee Benefit Plans    
Total plan assets 1,747 1,616
Carrying Amount | Fidelity Capital & Income Fund    
Employee Benefit Plans    
Total plan assets 2,883 2,616
Carrying Amount | PIMCO Commodities Plus Strat Fd Inst    
Employee Benefit Plans    
Total plan assets 1,733 1,546
Carrying Amount | PIMCO Long Term Credit Bond Inst    
Employee Benefit Plans    
Total plan assets 8,547 7,913
Carrying Amount | PIMCO Low Duration Incm Fd I    
Employee Benefit Plans    
Total plan assets 2,312 2,082
Carrying Amount | Vanguard Developed Mkts Index Inst    
Employee Benefit Plans    
Total plan assets 7,505 6,681
Carrying Amount | Vanguard Growth Index Fund Instl    
Employee Benefit Plans    
Total plan assets 8,031 7,763
Carrying Amount | Vanguard Mid Cap Index Funds Admiral    
Employee Benefit Plans    
Total plan assets 4,028 3,808
Carrying Amount | Vanguard Small Cap I    
Employee Benefit Plans    
Total plan assets 3,479 3,261
Carrying Amount | Vanguard Value Index Instl Shares    
Employee Benefit Plans    
Total plan assets 8,066 7,465
Carrying Amount | Western Asset Core Bd Fd I    
Employee Benefit Plans    
Total plan assets 5,745 5,160
Carrying Amount | Cash    
Employee Benefit Plans    
Total plan assets 688 384
Level 1    
Employee Benefit Plans    
Total plan assets 57,630 52,931
Level 1 | American Funds New World R6    
Employee Benefit Plans    
Total plan assets 2,866 2,636
Level 1 | Cohen & Steers Real Estate SECS I    
Employee Benefit Plans    
Total plan assets 1,747 1,616
Level 1 | Fidelity Capital & Income Fund    
Employee Benefit Plans    
Total plan assets 2,883 2,616
Level 1 | PIMCO Commodities Plus Strat Fd Inst    
Employee Benefit Plans    
Total plan assets 1,733 1,546
Level 1 | PIMCO Long Term Credit Bond Inst    
Employee Benefit Plans    
Total plan assets 8,547 7,913
Level 1 | PIMCO Low Duration Incm Fd I    
Employee Benefit Plans    
Total plan assets 2,312 2,082
Level 1 | Vanguard Developed Mkts Index Inst    
Employee Benefit Plans    
Total plan assets 7,505 6,681
Level 1 | Vanguard Growth Index Fund Instl    
Employee Benefit Plans    
Total plan assets 8,031 7,763
Level 1 | Vanguard Mid Cap Index Funds Admiral    
Employee Benefit Plans    
Total plan assets 4,028 3,808
Level 1 | Vanguard Small Cap I    
Employee Benefit Plans    
Total plan assets 3,479 3,261
Level 1 | Vanguard Value Index Instl Shares    
Employee Benefit Plans    
Total plan assets 8,066 7,465
Level 1 | Western Asset Core Bd Fd I    
Employee Benefit Plans    
Total plan assets 5,745 5,160
Level 1 | Cash    
Employee Benefit Plans    
Total plan assets $ 688 $ 384
v3.24.3
EMPLOYEE BENEFIT PLANS - Post-Retirement Healthcare Plan (Details) - Post-retirement benefit plan
$ in Thousands
12 Months Ended
Jun. 30, 2024
USD ($)
Employee Benefit Plans  
Threshold age for eligibility for retiree medical coverage 60 years
Minimum year of service for eligibility for retiree medical coverage 25 years
Minimum year of service required for eligibility for individual and spousal coverage 30 years
Monthly premium for individual coverage $ 210
Monthly premium for employee and spousal coverage $ 420
v3.24.3
EMPLOYEE BENEFIT PLANS - Plan's Funded Status and Amounts Recognized (Details) - Post-retirement benefit plan - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Change in accumulated post-retirement benefit obligation:    
Accumulated benefit obligation at beginning of year $ 1,382 $ 1,545
Service cost 19 22
Interest cost 72 67
Actuarial gain (63) (193)
Benefits paid (56) (59)
Accumulated benefit obligation at end of year 1,354 1,382
Change in plan assets:    
Fair value of plan assets at beginning of year 0 0
Employer contributions 56 59
Benefits paid (56) (59)
Fair value of plan assets at end of year 0 0
Unfunded status at end of year $ (1,354) $ (1,382)
v3.24.3
EMPLOYEE BENEFIT PLANS - Net Periodic Post-retirement Benefit Cost (Details) - Post-retirement benefit plan - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Net periodic post-retirement benefit cost    
Service cost $ 19 $ 22
Interest cost $ 72 $ 67
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] Labor and Related Expense Labor and Related Expense
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Immediate Recognition of Actuarial Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Labor and Related Expense Labor and Related Expense
Amortization of net actuarial gain $ (30) $ (16)
Net periodic post-retirement benefit cost 61 73
Amounts recognized in accumulated other comprehensive (gain) loss, before tax effect    
Net actuarial gain $ (461) $ (427)
Discount rate 5.51% 5.23%
v3.24.3
EMPLOYEE BENEFIT PLANS - Projected Benefit Payments (Details) - Post-retirement benefit plan
$ in Thousands
Jun. 30, 2024
USD ($)
Estimated Future Benefit Payments  
2025 $ 97
2026 88
2027 87
2028 74
2029 78
Years 2030 - 2034 $ 452
v3.24.3
EMPLOYEE BENEFIT PLANS - 401(k) Plan (Details) - USD ($)
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
EMPLOYEE BENEFIT PLANS    
Percentage of match for first 1% of employee contributions 100.00%  
Percentage of employee contribution on which 100% match by employer 1.00%  
Percentage of match on next 5% of employee contributions 50.00%  
Percentage of employee contribution on which 50% match by employer 5.00%  
Contribution expense $ 498,000 $ 458,000
v3.24.3
EMPLOYEE BENEFIT PLANS - Supplemental Retirement and Deferred Compensation Plans (Details) - Supplemental Retirement and Deferred Compensation Plans - USD ($)
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Executives    
Employee Benefit Plans    
Accrued benefit liability   $ 201,000
Provisions for benefit liability $ 0 0
Trustees and certain of its officers    
Employee Benefit Plans    
Accrued benefit liability $ 378,000 $ 374,000
v3.24.3
EMPLOYEE BENEFIT PLANS - Employee Stock Ownership Plan (Details) - Pioneer Bank ESOP - USD ($)
12 Months Ended
Jul. 17, 2019
Jun. 30, 2024
Jun. 30, 2023
Employee Stock Ownership Plan      
Number of shares purchased by the ESOP as a result of the Company granting a loan to the ESOP 1,018,325    
Average purchase price of shares (in dollars per share) $ 13.40    
Term of loan granted by Company to the ESOP 20 years    
Balance of ESOP loan   $ 11,000,000.0  
Number of shares committed to be released annually under the ESOP 50,916    
Compensation expense   $ 472,000 $ 513,000
Shares held by the ESOP include the following:      
Allocated   254,580 203,664
Committed to be allocated   25,458 25,458
Unallocated   738,287 789,203
Total Shares   1,018,325 1,018,325
v3.24.3
INCOME TAXES - Components (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Components of income tax expense    
Current tax expense $ 4,337 $ 5,052
Deferred tax (benefit) expense (188) 855
Total income tax expense $ 4,149 $ 5,907
v3.24.3
INCOME TAXES - Reconciliation (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Income tax expense differs from the amount expected based on the federal income tax statutory rate due to the following:    
Income before tax at the federal tax rate $ 4,076 $ 5,850
State expense, net of federal benefit 232 670
Tax-exempt income (249) (563)
Bank-owned life insurance 66 (63)
Other, net 24 13
Total income tax expense $ 4,149 $ 5,907
Income tax expense differs from the amount expected based on the federal income tax statutory rate due to the following (as a percent):    
Income before tax at the federal tax rate (as a percent) 21.00% 21.00%
State expense, net of federal benefit (as a percent) 1.20% 2.40%
Tax-exempt income (as a percent) (1.30%) (2.00%)
Bank-owned life insurance (as a percent) 0.40% (0.20%)
Other, net (as a percent) 0.10%  
Total income tax expense (as a percent) 21.40% 21.20%
v3.24.3
INCOME TAXES - Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Deferred tax assets    
Allowance for credit losses $ 7,098 $ 6,480
Net operating loss carryforward 144  
OTTI - securities 325 325
Post-retirement benefit obligations 497 494
Unrealized losses on securities available for sale 967 4,849
Deferred compensation 68 137
Contribution carryforward   173
Lease liabilities 1,514 1,621
Other 627 688
Total deferred tax assets 11,240 14,767
Deferred tax liabilities    
Depreciation (1,687) (1,839)
Net deferred loan origination costs (634) (560)
Prepaid pension (2,293) (2,404)
Prepaid expenses (241) (236)
Unfunded defined benefit and postretirement benefit plan assets (2,716) (1,463)
ROU assets (1,436) (1,551)
Other (1,961) (1,495)
Total deferred tax liabilities (10,968) (9,548)
Net deferred tax asset at end of year $ 272 $ 5,219
v3.24.3
INCOME TAXES - Additional Information (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
INCOME TAXES    
Valuation allowance $ 0 $ 0
Amounts accrued interest and penalties 0 0
Amounts paid for interest and penalties 0 0
Federal base-year reserve 9,300 9,300
Unrecognized deferred tax liability with respect to the Federal base-year reserve $ 2,400 $ 2,400
v3.24.3
COMMITMENTS AND CONTINGENT LIABILITIES - Off-Balance Sheet Financing (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
COMMITMENTS AND CONTINGENT LIABILITIES    
Fixed Rate $ 30,007 $ 20,541
Variable Rate 295,875 305,460
Total 325,882 326,001
Commitments to extend credit    
COMMITMENTS AND CONTINGENT LIABILITIES    
Fixed Rate 30,007 20,541
Variable Rate 273,932 277,088
Total 303,939 297,629
Standby letters of credit    
COMMITMENTS AND CONTINGENT LIABILITIES    
Variable Rate 21,943 28,372
Total $ 21,943 $ 28,372
v3.24.3
COMMITMENTS AND CONTINGENT LIABILITIES - Additional information (Details) - USD ($)
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
COMMITMENTS AND CONTINGENT LIABILITIES    
Adjustable rate residential mortgage loans amount $ 292,600,000 $ 136,200,000
Adjustable rate mortgage loans had conversion options 504,000 613,000
Loans held for sale 0 $ 0
Loan commitments with borrowers with rate lock agreements which are intended to be held for sale 0  
Amount of commitments to sell loans to unrelated investors $ 0  
Minimum    
COMMITMENTS AND CONTINGENT LIABILITIES    
Adjustable rate mortgages annual rate increase 2.00%  
Adjustable rate mortgages lifetime rate increase 5.00%  
Maximum    
COMMITMENTS AND CONTINGENT LIABILITIES    
Adjustable rate mortgages annual rate increase 5.00%  
Adjustable rate mortgages lifetime rate increase 6.00%  
v3.24.3
COMMITMENTS AND CONTINGENT LIABILITIES - Legal Proceeding and Other Contingent Liabilities (Details) - USD ($)
3 Months Ended 12 Months Ended
Nov. 15, 2023
Apr. 26, 2023
Apr. 13, 2023
Feb. 16, 2023
Dec. 01, 2020
Aug. 31, 2020
Feb. 04, 2020
Aug. 30, 2019
Sep. 30, 2021
Sep. 30, 2020
Mar. 31, 2020
Jun. 30, 2019
Jun. 30, 2024
Jun. 30, 2023
May 14, 2021
Apr. 30, 2020
Sep. 30, 2019
Commitments and Contingent Liabilities                                  
Litigation-related expense                         $ 0 $ 0      
Deposit activity, the Bank's potential exposure for fraudulent activity                                 $ 18,500,000
Amount set off                   $ 16,000,000.0              
Another bank returning/ calling back               $ 15,600,000                  
Lending activity, the Bank's potential exposure for fraudulent activity                                 15,800,000
Amount of commercial loan relationships with a customer for which the Bank is the originating lender and which there is potentially fraudulent activity                                 $ 35,800,000
Non-interest expense associated with potentially fraudulent activity                   $ 2,500,000              
Additional charges on non interest expense                         0        
Additional charge on provision for loan losses                         0        
Additional Recoveries on Charge off of Loans                         0        
Provision for loan losses related to charge-off the entire principal balance owed to the Bank related to the customer's commercial loan relationship as it relates to the potentially fraudulent activity                       $ 15,800,000          
Partial recovery recognized related to the charge-off of the Mann Entities commercial loan relationships                 $ 34,000   $ 1,700,000            
Insurance recoveries related to partial reimbursement of defense costs                         1,200,000 $ 3,700,000      
Bank's Interest in cash and securities forfeited by Michael Mann, in which Bank filed petition to adjudicate the validity of the security interest in the forfeited property                             $ 14,900,000    
Southwestern third amended complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, minimum damages sought by defendant   $ 13,000,000.0                              
Natpay amended complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, compensatory damages sought, minimum, by plaintiff     $ 3,800,000                            
Cachet financial services amended complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, damages sought by plaintiff       $ 25,600,000                          
Alleged amount stolen per Cachet complaint       26,400,000                          
Portion of alleged stolen funds Bank is holding per assertion made by Cachet       8,500,000                          
Assertion made by a third party of the amount of actual damages       $ 8,500,000                          
Berkshire bank complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, damages sought by plaintiff             $ 15,600,000                    
Chemung canal trust company complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, damages sought by plaintiff             $ 4,200,000                    
DOJ complaint                                  
Commitments and Contingent Liabilities                                  
Value of funds in a third party account, claimed to be wrongfully seized by the Company and Bank to apply towards debts allegedly owed to the Bank                               $ 7,300,000  
AXH complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, damages sought by plaintiff           $ 336,000                      
TBC complaint                                  
Commitments and Contingent Liabilities                                  
Payment made to plaintiff pursuant to settlement agreement $ 5,950,000                                
Minimum                                  
Commitments and Contingent Liabilities                                  
Loss contingency, estimate of possible loss                         0        
Minimum | Southwestern third amended complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, damages sought by plaintiff   $ 39,000,000.0                              
Minimum | Natpay amended complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, damages sought by plaintiff     $ 11,400,000                            
Minimum | TBC complaint                                  
Commitments and Contingent Liabilities                                  
Complaint, damages sought by plaintiff         $ 34,100,000                        
Maximum                                  
Commitments and Contingent Liabilities                                  
Loss contingency, estimate of possible loss                         $ 54,400,000        
v3.24.3
FAIR VALUE - Recurring Basis (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
FAIR VALUE    
Securities available for sale $ 257,409  
Securities available for sale   $ 431,667
Equity securities   $ 2,413
Derivative Asset, Statement of Financial Position [Extensible Enumeration] Other Assets Other Assets
Derivative Liability, Statement of Financial Position [Extensible Enumeration] Other Liabilities Other Liabilities
U.S. Government and agency obligations    
FAIR VALUE    
Securities available for sale $ 243,549  
Securities available for sale   $ 377,729
Municipal obligations    
FAIR VALUE    
Securities available for sale 13,416  
Securities available for sale   53,434
Other debt securities    
FAIR VALUE    
Securities available for sale 444  
Securities available for sale   504
Level 1    
FAIR VALUE    
Securities available for sale 243,549  
Securities available for sale   377,729
Equity securities   2,413
Level 2    
FAIR VALUE    
Securities available for sale 13,860  
Securities available for sale   53,938
Derivative assets 161 684
Derivative liabilities 16,765 18,828
Recurring basis    
FAIR VALUE    
Securities available for sale 257,409  
Securities available for sale   431,667
Equity securities   2,413
Derivative assets 16,781 18,844
Total assets 274,190 452,924
Derivative liabilities 16,781 18,844
Total liabilities 16,781 18,844
Recurring basis | U.S. Government and agency obligations    
FAIR VALUE    
Securities available for sale 243,549  
Securities available for sale   377,729
Recurring basis | Municipal obligations    
FAIR VALUE    
Securities available for sale 13,416  
Securities available for sale   53,434
Recurring basis | Other debt securities    
FAIR VALUE    
Securities available for sale 444  
Securities available for sale   504
Recurring basis | Level 1    
FAIR VALUE    
Securities available for sale 243,549  
Securities available for sale   377,729
Equity securities   2,413
Total assets 243,549 380,142
Recurring basis | Level 1 | U.S. Government and agency obligations    
FAIR VALUE    
Securities available for sale 243,549  
Securities available for sale   377,729
Recurring basis | Level 2    
FAIR VALUE    
Securities available for sale 13,860  
Securities available for sale   53,938
Derivative assets 16,781 18,844
Total assets 30,641 72,782
Derivative liabilities 16,781 18,844
Total liabilities 16,781 18,844
Recurring basis | Level 2 | Municipal obligations    
FAIR VALUE    
Securities available for sale 13,416  
Securities available for sale   53,434
Recurring basis | Level 2 | Other debt securities    
FAIR VALUE    
Securities available for sale $ 444  
Securities available for sale   $ 504
v3.24.3
FAIR VALUE - Non-Recurring Basis (Details) - USD ($)
12 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2024
FAIR VALUE      
Individually evaluated loans     $ 539,000
Individually evaluated loans, carrying amount     5,478,000
Individually evaluated loans, carrying amount $ 11,544,000    
Individually evaluated loans, allowance     134,000
Individually evaluated loans, allowance 792,000    
Impaired loans, Commercial 539,000    
Allowance for Loan Losses Allocated 792,000    
Other real estate owned     153,000
Write-downs 0 $ 0  
Non-recurring basis      
FAIR VALUE      
Individually evaluated loans     539,000
Impaired loans, Commercial 539,000    
Other real estate owned     153,000
Non-recurring basis | Level 3      
FAIR VALUE      
Individually evaluated loans     539,000
Individually evaluated loans, carrying amount 1,300,000   673,000
Individually evaluated loans, allowance     134,000
Impaired loans, Commercial 539,000    
Allowance for Loan Losses Allocated 792,000    
Other real estate owned $ 0   $ 153,000
v3.24.3
FAIR VALUE - Non-Recurring Basis - Other (Details)
$ in Thousands
12 Months Ended
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Fair Value    
Individually evaluated loans $ 539  
Other real estate owned $ 153  
Impaired loans, Commercial   $ 539
Individually Evaluated Loans, Commercial, Valuation Technique [Extensible Enumeration] pbfs:ValuationTechniqueAppraisalOfCollateralMember  
Individually Evaluated Loans, Commercial, Measurement Input [Extensible Enumeration] pbfs:MeasurementInputLiquidationExpenseMember  
Impaired Loans, Commercial, Valuation Technique [Extensible Enumeration]   pbfs:ValuationTechniqueAppraisalOfCollateralMember
Impaired Loans, Commercial, Measurement Input [Extensible Enumeration]   pbfs:MeasurementInputLiquidationExpenseMember
Other Real Estate Owned, Valuation Technique [Extensible Enumeration] pbfs:ValuationTechniqueAppraisalOfCollateralMember  
Other Real Estate Owned, Measurement Input [Extensible Enumeration] pbfs:MeasurementInputLiquidationExpenseMember  
Weighted average    
Fair Value    
Impaired commercial loan measurement inputs 0.110 0.110
Other real estate owned measurement input 0.100  
v3.24.3
FAIR VALUE - Carrying and Fair Values (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Financial assets    
Cash and cash equivalents $ 165,190 $ 150,478
Securities available for sale, at fair value 257,409  
Securities available for sale   431,667
Securities held to maturity 22,437 21,744
Equity securities   2,413
FHLBNY and FRBNY stock 3,546 1,196
Net loans receivable   1,144,169
Net loans receivable 1,344,069  
Accrued interest receivable $ 7,559 $ 7,194
Derivative Asset, Statement of Financial Position [Extensible Enumeration] Other Assets Other Assets
Financial liabilities    
Derivative Liability, Statement of Financial Position [Extensible Enumeration] Other Liabilities Other Liabilities
Level 1    
Financial assets    
Cash and cash equivalents $ 165,190 $ 150,478
Securities available for sale, at fair value 243,549  
Securities available for sale   377,729
Equity securities   2,413
Level 2    
Financial assets    
Securities available for sale, at fair value 13,860  
Securities available for sale   53,938
Securities held to maturity 22,437 21,744
FHLBNY and FRBNY stock 3,546  
FHLBNY stock   1,196
Accrued interest receivable 7,559 7,194
Derivative assets 161 684
Financial liabilities    
Savings, money market, and demand accounts 1,383,222 1,424,874
Time deposits 165,420 114,596
Mortgagors' escrow deposits 9,701 7,888
Accrued interest payable 137 84
Derivative liabilities 16,765 18,828
Level 3    
Financial assets    
Net loans receivable   1,095,366
Net loans receivable 1,293,472  
Carrying amount    
Financial assets    
Cash and cash equivalents 165,190 150,478
Securities available for sale, at fair value 257,409  
Securities available for sale   431,667
Securities held to maturity 25,090 23,949
Equity securities   2,413
FHLBNY and FRBNY stock 3,546  
FHLBNY stock   1,196
Net loans receivable   1,144,169
Net loans receivable 1,344,069  
Accrued interest receivable 7,559 7,194
Derivative assets 161 684
Financial liabilities    
Savings, money market, and demand accounts 1,383,222 1,424,874
Time deposits 167,030 116,977
Mortgagors' escrow deposits 9,701 7,888
Accrued interest payable 137 84
Derivative liabilities 16,765 18,828
Fair value    
Financial assets    
Cash and cash equivalents 165,190 150,478
Securities available for sale, at fair value 257,409  
Securities available for sale   431,667
Securities held to maturity 22,437 21,744
Equity securities   2,413
FHLBNY and FRBNY stock 3,546  
FHLBNY stock   1,196
Net loans receivable   1,095,366
Net loans receivable 1,293,472  
Accrued interest receivable 7,559 7,194
Derivative assets 161 684
Financial liabilities    
Savings, money market, and demand accounts 1,383,222 1,424,874
Time deposits 165,420 114,596
Mortgagors' escrow deposits 9,701 7,888
Accrued interest payable 137 84
Derivative liabilities $ 16,765 $ 18,828
v3.24.3
REGULATORY CAPITAL - Other (Details)
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
REGULATORY CAPITAL    
Required buffer percentage 2.50% 2.50%
v3.24.3
REGULATORY CAPITAL - Actual Capital Amounts and Ratios (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Pioneer Savings Bank    
Tier 1 (leverage) capital, Amount    
Actual $ 221,549 $ 208,576
Capital Adequacy Purposes 76,051 72,733
To be Well Capitalized Under Prompt Corrective Action $ 95,064 $ 90,916
Tier 1 (leverage) capital, Ratio    
Actual (as a percent) 0.1165 0.1147
Capital Adequacy Purposes (as a percent) 0.0400 0.0400
To be Well Capitalized Under Prompt Corrective Action (as a percent) 0.0500 0.0500
Common Tier 1, Amount    
Actual $ 221,549 $ 208,576
Capital Adequacy Purposes 54,171 49,795
Capital Adequacy Purposes with Capital Buffer 84,265 77,459
To be Well Capitalized Under Prompt Corrective Action $ 78,246 $ 71,926
Common Tier 1, Ratio    
Actual (as a percent) 0.1840 0.1885
Capital Adequacy Purposes (as a percent) 0.0450 0.0450
Capital Adequacy Purposes with Capital Buffer (as a percent) 0.0700 0.0700
To be Well Capitalized Under Prompt Corrective Action (as a percent) 0.0650 0.0650
Tier 1 capital, Amount    
Actual $ 221,549 $ 208,576
Capital Adequacy Purposes 72,227 66,393
Capital Adequacy Purposes with Capital Buffer 102,322 94,057
To be Well Capitalized Under Prompt Corrective Action $ 96,303 $ 88,524
Tier 1 capital, Ratio    
Actual (as a percent) 0.1840 0.1885
Capital Adequacy Purposes (as a percent) 0.0600 0.0600
Capital Adequacy Purposes with Capital Buffer (as a percent) 0.0850 0.0850
To be Well Capitalized Under Prompt Corrective Action (as a percent) 0.0800 0.0800
Total, Amount    
Actual $ 236,706 $ 222,513
Capital Adequacy Purposes 96,303 88,524
Capital Adequacy Purposes with Capital Buffer 126,398 116,188
To be Well Capitalized Under Prompt Corrective Action $ 120,379 $ 110,655
Total, Ratio    
Actual (as a percent) 0.1966 0.2011
Capital Adequacy Purposes (as a percent) 0.0800 0.0800
Capital Adequacy Purposes with Capital Buffer (as a percent) 0.1050 0.1050
To be Well Capitalized Under Prompt Corrective Action (as a percent) 0.1000 0.1000
Pioneer Commercial Bank    
Tier 1 (leverage) capital, Amount    
Actual $ 52,658 $ 46,284
Capital Adequacy Purposes 22,039 19,709
To be Well Capitalized Under Prompt Corrective Action $ 27,549 $ 24,636
Tier 1 (leverage) capital, Ratio    
Actual (as a percent) 0.0956 0.0939
Capital Adequacy Purposes (as a percent) 0.0400 0.0400
To be Well Capitalized Under Prompt Corrective Action (as a percent) 0.0500 0.0500
Common Tier 1, Amount    
Actual $ 52,658 $ 46,284
Capital Adequacy Purposes 4,224 3,800
Capital Adequacy Purposes with Capital Buffer 6,571 5,911
To be Well Capitalized Under Prompt Corrective Action $ 6,102 $ 5,489
Common Tier 1, Ratio    
Actual (as a percent) 0.5609 0.5481
Capital Adequacy Purposes (as a percent) 0.0450 0.0450
Capital Adequacy Purposes with Capital Buffer (as a percent) 0.0700 0.0700
To be Well Capitalized Under Prompt Corrective Action (as a percent) 0.0650 0.0650
Tier 1 capital, Amount    
Actual $ 52,658 $ 46,284
Capital Adequacy Purposes 5,633 5,067
Capital Adequacy Purposes with Capital Buffer 7,979 7,178
To be Well Capitalized Under Prompt Corrective Action $ 7,510 $ 6,756
Tier 1 capital, Ratio    
Actual (as a percent) 0.5609 0.5481
Capital Adequacy Purposes (as a percent) 0.0600 0.0600
Capital Adequacy Purposes with Capital Buffer (as a percent) 0.0850 0.0850
To be Well Capitalized Under Prompt Corrective Action (as a percent) 0.0800 0.0800
Total, Amount    
Actual $ 52,658 $ 46,284
Capital Adequacy Purposes 7,510 6,756
Capital Adequacy Purposes with Capital Buffer 9,857 8,867
To be Well Capitalized Under Prompt Corrective Action $ 9,388 $ 8,444
Total, Ratio    
Actual (as a percent) 0.5609 0.5481
Capital Adequacy Purposes (as a percent) 0.0800 0.0800
Capital Adequacy Purposes with Capital Buffer (as a percent) 0.1050 0.1050
To be Well Capitalized Under Prompt Corrective Action (as a percent) 0.1000 0.1000
v3.24.3
REVENUE RECOGNITION (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Non-interest Income    
Noninterest income in scope $ 14,953 $ 12,977
Noninterest income out of scope 1,377 1,171
Total noninterest income 16,330 14,148
Insurance services    
Non-interest Income    
Noninterest income in scope 3,031 2,760
Wealth management services    
Non-interest Income    
Noninterest income in scope 6,282 4,293
Service charges on deposit accounts    
Non-interest Income    
Noninterest income in scope 2,427 2,475
Card services income    
Non-interest Income    
Noninterest income in scope 2,843 2,963
Other    
Non-interest Income    
Noninterest income in scope $ 370 $ 486
v3.24.3
LEASES - Quantitative (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Right of use assets:    
Finance leases $ 532 $ 608
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization
Operating leases $ 5,223 $ 5,448
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization
Right of use assets, Total $ 5,755 $ 6,056
Lease liabilities:    
Finance leases $ 634 $ 711
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] Other Liabilities Other Liabilities
Operating leases $ 5,505 $ 5,713
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] Other Liabilities Other Liabilities
Lease Liabilities, Total $ 6,139 $ 6,424
Weighted-average remaining lease term for finance leases (in years) 71 years 7 months 6 days 64 years 10 months 24 days
Weighted-average remaining lease term for operating leases (in years) 13 years 2 months 12 days 14 years 2 months 12 days
Weighted-average discount rate for finance leases 5.78% 5.62%
Weighted-average discount rate for operating leases 3.90% 3.87%
Finance lease expense    
Amortization of ROU assets $ 101 $ 99
Interest on lease liabilities 32 32
Operating lease expense 647 606
Variable lease expense 241 219
Total: 1,021 956
Operating cash flows from finance leases (i.e. interest) 32 17
Finance cash flows from finance leases (i.e. principal portion) 102 114
Operating cash flows from operating leases 627 $ 585
ROU assets obtained in exchange for new finance lease liabilities 26  
ROU assets obtained in exchange for new operating lease liabilities $ 199  
v3.24.3
LEASES - Maturity (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Finance leases    
2025 $ 123  
2026 60  
2027 36  
2028 36  
2029 33  
Thereafter 2,550  
Total undiscounted cash flows 2,838  
Less: present value discount (2,204)  
Total lease liabilities 634 $ 711
Operating leases    
2025 633  
2026 600  
2027 579  
2028 585  
2029 503  
Thereafter 4,219  
Total undiscounted cash flows 7,119  
Less: present value discount (1,614)  
Total lease liabilities $ 5,505 $ 5,713
v3.24.3
STOCK-BASED COMPENSATION - Narratives (Details) - $ / shares
1 Months Ended 12 Months Ended
May 31, 2021
Jun. 30, 2024
Jun. 30, 2023
STOCK-BASED COMPENSATION      
Expiration period   10 years  
Options Granted   830,000  
Options Outstanding   830,000  
Weighted Average Exercise Price, Outstanding   $ 9.39  
Weighted Average Remaining Contractual Life, Outstanding   9 years 10 months 20 days  
Employee Stock Option      
STOCK-BASED COMPENSATION      
Vesting period   5 years  
Stock Plan      
STOCK-BASED COMPENSATION      
Vesting period 5 years    
Shares authorized for issuance 1,782,068    
Shares available for grant   562,068  
Shares issued during the period     0
v3.24.3
STOCK-BASED COMPENSATION - Options (Details)
$ / shares in Units, $ in Thousands
12 Months Ended
Jun. 30, 2024
USD ($)
$ / shares
shares
Shares  
Granted (in shares) | shares 830,000
Outstanding at end of period (in shares) | shares 830,000
Expected to Vest | shares 830,000
Weighted Average Exercise Price  
Granted (in dollars per share) | $ / shares $ 9.39
Outstanding at end of period (in dollars per share) | $ / shares 9.39
Expected to Vest | $ / shares $ 9.39
Weighted Average Remaining Contractual Life, Outstanding 9 years 10 months 20 days
Weighted Average Remaining Contractual Life, Expected to Vest 9 years 10 months 20 days
Aggregate Intrinsic Value | $ $ 515
v3.24.3
STOCK-BASED COMPENSATION - Schedule of stock option information (Details) - Employee Stock Option
$ / shares in Units, $ in Thousands
12 Months Ended
Jun. 30, 2024
USD ($)
$ / shares
STOCK-BASED COMPENSATION  
Fair Value of Options Granted | $ / shares $ 3.85
Fair Value Assumptions:  
Expected Volatility 31.34%
Risk Free Interest Rate 4.31%
Expected Lives (in years) 6 years 6 months
Amount expensed during the year $ 72
Compensation costs for non-vested awards not yet recognized $ 3,124
Weighted average expected vesting period, in years 2 years 10 months 20 days
v3.24.3
STOCK-BASED COMPENSATION - Restricted Stock (Details) - Restricted Stock
12 Months Ended
Jun. 30, 2024
$ / shares
shares
Restricted Stock  
Granted | shares 390,000
Non-vested at June 30, 2024 | shares 390,000
Weighted Average Grant Date Fair Value  
Granted | $ / shares $ 9.39
Non-vested at June 30, 2024 | $ / shares $ 9.39
v3.24.3
STOCK-BASED COMPENSATION - Restricted stock additional (Details) - Restricted Stock
$ in Thousands
12 Months Ended
Jun. 30, 2024
USD ($)
STOCK-BASED COMPENSATION  
Vesting period 5 years
Amount expensed during the year $ 82
Compensation Costs for Non-Vested Awards Not Yet Recognized $ 3,580
Weighted Average Expected Vesting Period, In Years 2 years 10 months 20 days
v3.24.3
EARNINGS PER SHARE (Details) - USD ($)
$ / shares in Units, $ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
EARNINGS PER SHARE    
Net income $ 15,260 $ 21,948
Average number of common shares outstanding 25,951,228 25,977,679
Less: Average unallocated ESOP shares 757,380 808,297
Weighted-average number of common shares outstanding - basic 25,193,848 25,169,382
Add: Effect of dilutive stock options and restricted stock 29,266  
Weighted-average number of common shares outstanding - diluted 25,223,114 25,169,382
Net earnings per common share:    
Basic (in dollars per share) $ 0.61 $ 0.87
Diluted (in dollars per share) $ 0.61 $ 0.87
Anti-dilutive stocks 830,000 0
v3.24.3
CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC. - Statements of Condition (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
ASSETS      
Cash and cash equivalents $ 165,190 $ 150,478  
Loans receivable 1,365,870    
Loans receivable   1,166,638  
Other assets 22,597 26,291  
Total assets 1,895,404 1,856,191  
LIABILITIES AND SHAREHOLDERS' EQUITY      
Total liabilities 1,598,876 1,589,491  
Total shareholders' equity 296,528 266,700 $ 242,627
Total liabilities and shareholders' equity 1,895,404 1,856,191  
Pioneer Bancorp, Inc.      
ASSETS      
Cash and cash equivalents 44,699 44,685  
Investment in subsidiary 240,319 209,901  
Loans receivable 10,983    
Loans receivable   11,376  
Other assets 538 738  
Total assets 296,539 266,700  
LIABILITIES AND SHAREHOLDERS' EQUITY      
Total liabilities 11    
Total shareholders' equity 296,528 266,700  
Total liabilities and shareholders' equity $ 296,539 $ 266,700  
v3.24.3
CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC. - Statements of Operations (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
OPERATING EXPENSES:    
Other $ 5,692 $ 5,274
Income before tax expense and equity in undistributed net income of subsidiary 19,409 27,855
Income tax expense 4,149 5,907
Net income 15,260 21,948
Pioneer Bancorp, Inc.    
INCOME    
Interest-earning assets 930 655
Total income 930 655
OPERATING EXPENSES:    
Other 192 182
Total operating expenses 192 182
Income before tax expense and equity in undistributed net income of subsidiary 738 473
Income tax expense 198 126
Income before equity in undistributed net income of subsidiary 540 347
Equity in undistributed net income of subsidiary 14,720 21,601
Net income $ 15,260 $ 21,948
v3.24.3
CONDENSED FINANCIAL STATEMENTS OF PIONEER BANCORP, INC. - Statements of Cash Flow (Details) - USD ($)
$ in Thousands
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Cash flow from operating activities:    
Net income $ 15,260 $ 21,948
Adjustments to reconcile net income to cash provided by operating activities:    
Net decrease in other assets 1,992 3,754
Net increase (decrease) in other liabilities (2,488) (426)
Net cash provided by operating activities 23,847 26,269
Cash flow from investing activities:    
Decrease in loan receivable (200,057) (161,701)
Net cash provided by investing activities (18,048) (114,873)
Cash flow from financing activities:    
Repurchase of common stock (1,075)  
Net cash used by financing activities 8,913 (136,978)
Net increase in cash and cash equivalents 14,712 (225,582)
Cash and cash equivalents at beginning of period 150,478 376,060
Cash and cash equivalents at end of period 165,190 150,478
Pioneer Bancorp, Inc.    
Cash flow from operating activities:    
Net income 15,260 21,948
Adjustments to reconcile net income to cash provided by operating activities:    
Undistributed income of subsidiary (14,720) (21,601)
Net decrease in other assets 200 167
Net increase (decrease) in other liabilities 11 (43)
Net cash provided by operating activities 751 471
Cash flow from investing activities:    
Decrease in loan receivable 393 536
Net cash provided by investing activities 393 536
Cash flow from financing activities:    
Repurchase of common stock (1,075)  
Other (55) (170)
Net cash used by financing activities (1,130) (170)
Net increase in cash and cash equivalents 14 837
Cash and cash equivalents at beginning of period 44,685 43,848
Cash and cash equivalents at end of period $ 44,699 $ 44,685