[PART I. FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section presents the company's unaudited consolidated financial statements and detailed notes on accounting policies and financial instruments [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the company's unaudited consolidated financial statements and detailed notes on accounting policies, acquisitions, and financial instruments [Consolidated Statements of Financial Condition](index=3&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) This statement provides a snapshot of the company's assets, liabilities, and equity at specific points in time | Metric | March 31, 2022 | December 31, 2021 | | :----------------------------------- | :------------- | :---------------- | | **Assets** | | | | Cash and cash equivalents | $69,054,254 | $105,068,785 | | Securities available for sale | $91,591,740 | $41,838,798 | | Securities held to maturity | $81,314,630 | $74,053,099 | | Loans, net | $564,426,841 | $570,209,669 | | Total Assets | $850,690,141 | $837,361,587 | | **Liabilities** | | | | Total Deposits | $619,932,548 | $597,479,778 | | FHLB advances | $78,003,974 | $85,051,736 | | Total liabilities | $705,664,209 | $689,785,376 | | **Equity** | | | | Total stockholders' equity | $145,025,932 | $147,576,211 | | Total liabilities and stockholders' equity | $850,690,141 | $837,361,587 | [Consolidated Statements of Income](index=4&type=section&id=Consolidated%20Statements%20of%20Income) This statement details the company's revenues, expenses, and net income over specific reporting periods | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Total interest income | $6,279,010 | $6,274,097 | | Total interest expense | $1,156,017 | $1,694,807 | | Net interest income | $5,122,993 | $4,579,290 | | Provision (credit) for loan losses | $0 | ($59,000) | | Total non-interest income | $344,423 | $2,318,606 | | Total non-interest expense | $3,541,275 | $3,432,446 | | Income before income taxes | $1,926,141 | $3,524,450 | | Income tax expense | $525,244 | $518,143 | | Net income | $1,400,897 | $3,006,307 | | Earnings per Share - basic | $0.10 | $0.23 | | Earnings per Share - diluted | $0.10 | $0.23 | [Consolidated Statements of Comprehensive (Loss) Income](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20%28Loss%29%20Income) This statement presents net income and other comprehensive income items, reflecting total changes in equity from non-owner sources | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Net income | $1,400,897 | $3,006,307 | | Other comprehensive (loss) income, net of tax | ($2,358,399) | $42,932 | | Comprehensive (loss) income | ($957,502) | $3,049,239 | [Consolidated Statements of Equity](index=6&type=section&id=Consolidated%20Statements%20of%20Equity) This statement outlines changes in the company's equity components, including common stock, retained earnings, and other comprehensive loss | Metric | March 31, 2022 | December 31, 2021 (January 1, 2022) | | :----------------------------------- | :------------- | :---------------------------------- | | Common Stock | $144,252 | $146,057 | | Additional paid-in capital | $66,580,931 | $68,247,204 | | Retained earnings | $86,280,709 | $84,879,812 | | Unearned ESOP shares | ($5,348,905) | ($5,424,206) | | Accumulated other comprehensive loss | ($2,631,055) | ($272,656) | | Total stockholders' equity | $145,025,932 | $147,576,211 | - Total stockholders' equity decreased by **$2.55 million** from December 31, 2021, to March 31, 2022, primarily due to a significant increase in accumulated other comprehensive loss and common stock repurchases, partially offset by net income[9](index=9&type=chunk)[17](index=17&type=chunk) [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This statement categorizes cash flows into operating, investing, and financing activities, showing changes in cash and cash equivalents | Cash Flow Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Net cash provided by operating activities | $8,207,700 | $8,895,895 | | Net cash (used in) provided by investing activities | ($57,870,061) | $42,567,969 | | Net cash provided by (used in) financing activities | $13,647,830 | ($5,869,378) | | Net (decrease) increase in cash and cash equivalents | ($36,014,531) | $45,594,486 | | Cash and cash equivalents at end of period | $69,054,254 | $125,980,225 | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) These notes provide detailed explanations and disclosures supporting the consolidated financial statements, clarifying accounting policies and specific transactions [NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=9&type=section&id=NOTE%201%20%E2%80%93%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This note outlines the company's operations, accounting principles, and the potential impact of new accounting pronouncements - Bogota Financial Corp. became the mid-tier stock holding company for Bogota Savings Bank on January 15, 2020, following a reorganization. The Bank primarily originates residential, commercial, and consumer loans and accepts deposits in New Jersey[27](index=27&type=chunk)[29](index=29&type=chunk) - The company is an 'emerging growth company' and intends to use the extended transition period for complying with new or revised financial accounting standards, which may affect comparability with other public companies[2](index=2&type=chunk)[36](index=36&type=chunk) - The company is evaluating the impact of ASU 2020-04 (Reference Rate Reform) and expects to recognize a one-time cumulative-effect adjustment to the allowance for loan losses upon adoption of ASU 2016-13 (CECL) after December 15, 2022, though the magnitude is not yet determinable[41](index=41&type=chunk)[42](index=42&type=chunk) [NOTE 2 – ACQUISITION OF GIBRALTAR BANK](index=11&type=section&id=NOTE%202%20%E2%80%93%20ACQUISITION%20OF%20GIBRALTAR%20BANK) This note details the acquisition of Gibraltar Bank on February 28, 2021, resulting in a bargain purchase gain of **$1.9 million** and a core deposit intangible of **$400,000** - On February 28, 2021, Bogota Financial Corp. completed the acquisition of Gibraltar Bank, issuing **1,267,916 shares** of common stock to Bogota Financial, MHC[43](index=43&type=chunk) - The acquisition was accounted for using the acquisition method, resulting in a bargain purchase gain of **$1.9 million** and a core deposit intangible of **$400,000** in 2021[44](index=44&type=chunk) | Metric | Fair Value at Acquisition (Feb 28, 2021) | | :----------------------------------- | :----------------------------------- | | Total assets acquired | $106,745,844 | | Total liabilities assumed | $93,312,447 | | Net assets acquired | $13,433,397 | | Bargain purchase gain recorded | $1,933,397 | [NOTE 3 – SECURITIES AVAILABLE FOR SALE](index=13&type=section&id=NOTE%203%20%E2%80%93%20SECURITIES%20AVAILABLE%20FOR%20SALE) This note summarizes securities available for sale, including their amortized cost, fair value, and unrealized gains and losses, with no other-than-temporarily impaired securities | Metric | March 31, 2022 | December 31, 2021 | | :----------------------------------- | :------------- | :---------------- | | Amortized Cost | $94,906,290 | $41,814,931 | | Gross Unrealized Gains | $55,190 | $109,941 | | Gross Unrealized Losses | ($3,369,740) | ($86,074) | | Fair Value | $91,591,740 | $41,838,798 | - Unrealized losses on corporate bonds and mortgage-backed securities available for sale were not recognized into income as they were primarily due to interest rate changes, and management does not intend to sell these securities prior to anticipated recovery[56](index=56&type=chunk) [NOTE 4 – SECURITIES HELD TO MATURITY](index=15&type=section&id=NOTE%204%20%E2%80%93%20SECURITIES%20HELD%20TO%20MATURITY) This note summarizes securities held to maturity, including amortized cost, fair value, and unrecognized gains and losses, with no other-than-temporarily impaired securities | Metric | March 31, 2022 | December 31, 2021 | | :----------------------------------- | :------------- | :---------------- | | Amortized Cost | $81,314,630 | $74,053,099 | | Gross Unrecognized Gains | $266,460 | $822,646 | | Gross Unrecognized Losses | ($3,166,584) | ($794,686) | | Fair Value | $78,414,506 | $74,081,059 | - Unrecognized losses on securities held to maturity were not recognized into income because the issuers are of high credit quality, and the decline in fair value is largely due to changes in interest rates, with no intent or requirement to sell prior to anticipated recovery[63](index=63&type=chunk) [NOTE 5 – LOANS](index=17&type=section&id=NOTE%205%20%E2%80%93%20LOANS) This note details the loan portfolio composition, allowance for loan losses, impaired loans, and credit quality indicators, highlighting a decrease in PPP loans | Loan Type | March 31, 2022 | December 31, 2021 | | :----------------------------------- | :------------- | :---------------- | | Residential | $316,657,570 | $319,968,234 | | Commercial and multi-family real estate | $177,225,830 | $175,375,419 | | Construction | $43,639,387 | $41,384,687 | | Commercial and industrial | $3,494,447 | $7,905,524 | | Consumer | $25,562,781 | $27,728,979 | | Total loans | $566,580,015 | $572,362,843 | | Allowance for loan losses | ($2,153,174) | ($2,153,174) | | Net loans | $564,426,841 | $570,209,669 | - Outstanding PPP loans decreased significantly from **$5.8 million** at December 31, 2021, to **$1.4 million** at March 31, 2022, due to forgiveness applications[66](index=66&type=chunk) | Allowance for Loan Losses Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Beginning balance | $2,153,174 | $2,241,174 | | (Credit) provision for loan losses | $0 | ($59,000) | | Total ending allowance balance | $2,153,174 | $2,182,174 | | Impaired Loans | March 31, 2022 | December 31, 2021 | | :----------------------------------- | :------------- | :---------------- | | Loans with no related allowance recorded | $1,751,664 | $1,992,979 | | Loans with an allowance recorded | $173,925 | $174,776 | | Amount of allowance for losses allocated | $35,859 | $35,859 | | Total Nonaccrual Loans | $879,014 | $864,544 | - The Bank categorizes loans into risk categories (Special Mention, Substandard, Doubtful, Pass) based on borrower's ability to service debt, financial information, payment history, and economic trends[88](index=88&type=chunk)[89](index=89&type=chunk)[90](index=90&type=chunk)[91](index=91&type=chunk) [NOTE 6 – STOCK BASED COMPENSATION](index=23&type=section&id=NOTE%206%20%E2%80%93%20STOCK%20BASED%20COMPENSATION) This note details the 2021 Equity Incentive Plan, including restricted stock and stock option awards, their vesting schedules, and recognized compensation expense - The 2021 Equity Incentive Plan, approved on May 27, 2021, authorized the issuance of up to **902,602 shares** (**257,887 restricted stock awards** and **644,718 stock options**)[95](index=95&type=chunk) - **226,519 shares** of restricted stock were awarded on September 2, 2021, with a grant date fair value of **$10.45 per share**, vesting over five years, recognizing approximately **$118,000** in expense during Q1 2022[96](index=96&type=chunk) - Options to purchase **526,119 shares** were awarded on September 2, 2021, with a grant date fair value of **$4.37 per option** and an exercise price of **$10.45**, vesting over five years, recognizing approximately **$115,000** in expense during Q1 2022[100](index=100&type=chunk)[103](index=103&type=chunk) [NOTE 7 – EMPLOYEE STOCK OWNERSHIP PLAN](index=24&type=section&id=NOTE%207%20%E2%80%93%20EMPLOYEE%20STOCK%20OWNERSHIP%20PLAN) This note describes the Employee Stock Ownership Plan (ESOP) established during the company's reorganization, including shares acquired and expense incurred - An ESOP was established, acquiring **515,775 shares** (**3.92%** of outstanding shares) of the Company's common stock during the mutual-to-stock reorganization[104](index=104&type=chunk) - The ESOP allocates **25,789 shares** annually through 2039, with an expense of **$66,000** for Q1 2022 and **$61,000** for Q1 2021[104](index=104&type=chunk) [NOTE 8 – COMMITMENTS AND CONTINGENCIES](index=25&type=section&id=NOTE%208%20%E2%80%93%20COMMITMENTS%20AND%20CONTINGENCIES) This note outlines the Bank's off-balance sheet risks, primarily commitments to extend credit, and details undisbursed funds and operating lease expenses | Loan Commitments | March 31, 2022 | December 31, 2021 | | :----------------------------------- | :------------- | :---------------- | | Fixed Rate Commitments | $34,972,575 | $3,156,250 | | Variable Rate Commitments | $2,924,500 | $9,982,375 | | Total Commitments | $37,897,075 | $13,138,625 | - Undisbursed funds from approved homeowners' equity lending programs amounted to **$49.3 million** at March 31, 2022, and business lines of credit amounted to **$7.9 million**[114](index=114&type=chunk) - Rent expense for operating leases was **$43,815** for Q1 2022, an increase from **$25,751** in Q1 2021[116](index=116&type=chunk) [NOTE 9 – FAIR VALUE](index=26&type=section&id=NOTE%209%20%E2%80%93%20FAIR%20VALUE) This note defines the fair value measurement hierarchy and presents fair values for financial instruments, distinguishing between recurring and non-recurring measurements - Fair value is categorized into three levels: Level 1 (quoted prices in active markets for identical assets), Level 2 (significant other observable inputs), and Level 3 (significant unobservable inputs)[117](index=117&type=chunk)[118](index=118&type=chunk)[121](index=121&type=chunk) | Securities Available for Sale (Fair Value) | March 31, 2022 | December 31, 2021 | | :----------------------------------- | :------------- | :---------------- | | U.S. treasury bills (Level 1) | $5,073,448 | $0 | | U.S. government and agency obligations (Level 2) | $5,750,586 | $2,981,730 | | Corporate bonds (Level 2) | $17,952,224 | $7,397,618 | | MBSs - residential (Level 2) | $46,061,169 | $21,760,245 | | MBSs - commercial (Level 2) | $16,754,313 | $9,699,205 | | Total Securities Available for Sale | $91,591,740 | $41,838,798 | | Financial Instruments Not Measured at Fair Value | Carrying Amount (March 31, 2022) | Fair Value (March 31, 2022) | | :----------------------------------- | :------------------------------- | :-------------------------- | | Cash and due from banks | $69,504,000 | $69,504,000 | | Investment securities held-to-maturity | $81,315,000 | $78,415,000 | | Loans | $564,877,000 | $547,123,000 | | Certificates of deposit | $339,933,000 | $340,655,000 | | Borrowings | $78,004,000 | $78,000,000 | [NOTE 10 – ACCUMULATED OTHER COMPREHENSIVE LOSS](index=28&type=section&id=NOTE%2010%20%E2%80%93%20ACCUMULATED%20OTHER%20COMPREHENSIVE%20LOSS) This note details the components of accumulated other comprehensive loss, including unrealized gains and losses on available-for-sale securities and benefit plans | Component | Beginning Balance (Jan 1, 2022) | Net Period Comprehensive (Loss) Income | Ending Balance (Mar 31, 2022) | | :----------------------------------- | :------------------------------ | :------------------------------------- | :---------------------------- | | Unrealized gain and losses on available for sale securities | ($289,814) | ($2,399,988) | ($2,689,802) | | Benefit plans | $17,158 | $41,589 | $58,747 | | Total Accumulated Other Comprehensive Loss | ($272,656) | ($2,358,399) | ($2,631,055) | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and operating results, including critical accounting policies, market risk, and liquidity [General](index=29&type=section&id=General) This subsection introduces forward-looking statements and outlines various business, economic, and competitive uncertainties, including the ongoing impact of COVID-19 - Forward-looking statements are subject to significant business, economic, and competitive uncertainties, including general economic conditions, loan delinquencies, interest rate fluctuations, regulatory changes, and the ability to manage various risks[131](index=131&type=chunk)[132](index=132&type=chunk) - The COVID-19 pandemic continues to pose risks, potentially leading to declining demand, increased loan delinquencies, reduced collateral values, higher allowance for loan losses, and increased cybersecurity risks[135](index=135&type=chunk) [Acquisition of Gibraltar](index=31&type=section&id=Acquisition%20of%20Gibraltar) This subsection reiterates the completion of the Gibraltar Bank acquisition in February 2021, highlighting the issuance of common stock and asset integration - The acquisition of Gibraltar Bank was completed on February 28, 2021, involving the issuance of **1,267,916 shares** of common stock to Bogota Financial, MHC[138](index=138&type=chunk) - Gibraltar Bank had **$106.2 million** in assets, **$77.7 million** in loans, and **$81.6 million** in deposits at the time of acquisition, operating from three New Jersey offices[139](index=139&type=chunk) [Critical Accounting Policies](index=31&type=section&id=Critical%20Accounting%20Policies) This subsection identifies the Allowance for Loan Losses as the most critical accounting policy due to significant judgment and estimates involved - The Allowance for Loan Losses is considered a critical accounting policy due to the high degree of judgment, subjectivity of assumptions, and potential for significant change based on economic and real estate market conditions[140](index=140&type=chunk)[142](index=142&type=chunk) - The methodology for determining the allowance involves specific components for classified loans and general components for non-classified loans based on historical loss experience and qualitative factors[143](index=143&type=chunk) [COVID-19](index=32&type=section&id=COVID-19) This subsection discusses the ongoing impact of the COVID-19 pandemic on fee income, loan modifications, and Paycheck Protection Program (PPP) loans - The company's fee income has been reduced due to COVID-19, as fees were waived for affected customers in line with regulatory guidance[147](index=147&type=chunk) - The Bank granted **172 loan modifications** totaling **$67.9 million** (**11.6%** of the loan portfolio) due to COVID-19, with only one residential loan (**$117,000**) remaining on deferral as of March 31, 2022[148](index=148&type=chunk) - Outstanding PPP loans decreased to **$1.4 million** at March 31, 2022, from **$10.5 million** in 2020 and **$6.9 million** in 2021, following forgiveness applications[150](index=150&type=chunk)[151](index=151&type=chunk) [Comparison of Financial Condition at March 31, 2022 and December 31, 2021](index=32&type=section&id=Comparison%20of%20Financial%20Condition%20at%20March%2031%2C%202022%20and%20December%2031%2C%202021) This subsection analyzes changes in key balance sheet items, including increases in total assets, securities, and deposits, and decreases in cash and net loans | Metric | March 31, 2022 | December 31, 2021 | Change (Absolute) | Change (%) | | :----------------------------------- | :------------- | :---------------- | :---------------- | :--------- | | Total Assets | $850.7 million | $837.4 million | $13.3 million | 1.6% | | Cash and Cash Equivalents | $69.1 million | $105.1 million | ($36.0 million) | (34.3%) | | Securities Available for Sale | $91.6 million | $41.8 million | $49.8 million | 118.9% | | Securities Held to Maturity | $81.3 million | $74.1 million | $7.3 million | 9.8% | | Net Loans | $564.4 million | $570.2 million | ($5.8 million) | (1.0%) | | Total Deposits | $619.9 million | $597.5 million | $22.5 million | 3.8% | | FHLB Borrowings | $78.0 million | $85.1 million | ($7.0 million) | (8.3%) | | Total Equity | $145.0 million | $147.6 million | ($2.6 million) | (1.8%) | - The decrease in net loans was primarily driven by a **$4.4 million** (**55.8%**) decrease in commercial and industrial loans due to PPP loan forgiveness and repayments, and a **$3.3 million** (**1.0%**) decrease in residential real estate loans[157](index=157&type=chunk) - The increase in deposits was largely due to a new **$20.0 million** interest-bearing checking municipal relationship[158](index=158&type=chunk) [Average Balance Sheets and Related Yields and Rates](index=34&type=section&id=Average%20Balance%20Sheets%20and%20Related%20Yields%20and%20Rates) This subsection presents average balances for assets and liabilities, along with interest income/expense and annualized yields/costs, for insights into net interest margin | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Average Interest-Earning Assets | $787,000,000 | $743,266,000 | | Yield on Interest-Earning Assets | 3.21% | 3.42% | | Average Interest-Bearing Liabilities | $643,343,000 | $603,838,000 | | Cost of Interest-Bearing Liabilities | 0.73% | 1.14% | | Net Interest Income | $5,123,000 | $4,579,000 | | Interest Rate Spread | 2.48% | 2.28% | | Net Interest Margin | 2.64% | 2.50% | [Rate/Volume Analysis](index=35&type=section&id=Rate%2FVolume%20Analysis) This subsection analyzes the impact of changes in interest rates and volumes on net interest income for the three months ended March 31, 2022, versus 2021 | Component | Change Due to Volume (in thousands) | Change Due to Rate (in thousands) | Net Change (in thousands) | | :----------------------------------- | :---------------------------------- | :-------------------------------- | :------------------------ | | **Interest Income** | | | | | Cash and cash equivalents | ($8) | ($12) | ($20) | | Loans receivable | ($136) | $208 | $72 | | Securities | $1,715 | ($1,743) | ($28) | | Total interest-earning assets | $1,558 | ($1,553) | $5 | | **Interest Expense** | | | | | NOW and money market accounts | $76 | $35 | $111 | | Savings accounts | $15 | $6 | $21 | | Certificates of deposit | ($47) | ($523) | ($570) | | Federal Home Loan Bank advances | ($91) | ($10) | ($101) | | Total interest-bearing liabilities | ($47) | ($492) | ($539) | | Net increase (decrease) in net interest income | $1,605 | ($1,061) | $544 | [Comparison of Operating Results for the Three Months Ended March 31, 2022 and March 31, 2021](index=35&type=section&id=Comparison%20of%20Operating%20Results%20for%20the%20Three%20Months%20Ended%20March%2031%2C%202022%20and%20March%2031%2C%202021) This subsection compares the company's operating results, including net income, interest income/expense, provision for loan losses, and non-interest items - Net income decreased by **$1.6 million** (**53.4%**) to **$1.4 million** for Q1 2022, primarily due to a **$2.0 million** decrease in non-interest income, partially offset by a **$544 thousand** increase in net interest income[168](index=168&type=chunk) - Net interest income increased by **$544,000** (**11.9%**) to **$5.1 million** for Q1 2022, driven by a **20 basis point** increase in net interest rate spread to **2.48%** and a **14 basis point** increase in net interest margin to **2.64%**[177](index=177&type=chunk) - No provision for loan losses was recorded for Q1 2022, compared to a **$59,000 credit** in Q1 2021, attributed to lower residential loan balances, a positive economic environment, and strong asset quality[178](index=178&type=chunk) - Non-interest income decreased by **$2.0 million** (**85.1%**) to **$344,000**, mainly due to a **$1.9 million** decrease in bargain purchase gain recognized from the Gibraltar acquisition in 2021[179](index=179&type=chunk) - Non-interest expense increased by **$109,000** (**3.2%**) to **$3.5 million**, primarily due to a **$524,000** increase in salaries and employee benefits from new employees and branches, and a **$70,000** increase in data processing expense from the merger[180](index=180&type=chunk) [Management of Market Risk](index=37&type=section&id=Management%20of%20Market%20Risk) This subsection details the company's approach to managing interest rate risk, including ALCO's role, strategies, and results of NPV and NII simulations - The company's primary market risk is interest rate risk, managed by the Asset/Liability Management Committee (ALCO) through strategies like originating adjustable-rate loans, promoting core deposits, and diversifying the loan portfolio[183](index=183&type=chunk)[184](index=184&type=chunk) | Basis Point Change in Interest Rates | NPV Dollar Amount (in thousands) | Percent Change in NPV | NPV Ratio (%) | | :----------------------------------- | :------------------------------- | :-------------------- | :------------ | | 400 bp | $126,690 | 0.48% | 16.86% | | 300 bp | $131,826 | 4.48% | 17.07% | | 200 bp | $134,625 | 6.70% | 16.93% | | 100 bp | $133,559 | 5.85% | 16.30% | | 0 bp | $126,173 | 0% | 14.93% | | (100) bp | $127,641 | 1.16% | 14.68% | | Changes in Interest Rates (basis points) | Change in Net Interest Income Year One (% change from year one base) | | :--------------------------------------- | :------------------------------------------------------------------- | | 400 | (7.92)% | | 300 | (5.99)% | | 200 | (4.09)% | | 100 | (1.94)% | | 0 | 0% | | (100) | (0.17)% | [Liquidity and Capital Resources](index=38&type=section&id=Liquidity%20and%20Capital%20Resources) This subsection assesses the company's liquidity position and capital resources, detailing funding sources, borrowing capacity, and compliance with regulatory capital requirements - Primary liquidity sources include deposits, loan/security payments, and proceeds from security sales. The company had **$243.5 million** in FHLB borrowing capacity (**$78.0 million** outstanding) and **$51.0 million** in unsecured lines of credit at March 31, 2022[192](index=192&type=chunk) - Cash and cash equivalents totaled **$69.1 million**, and securities available-for-sale totaled **$91.6 million** at March 31, 2022, providing additional liquidity[195](index=195&type=chunk) - The Bank is considered 'well capitalized' under regulatory guidelines, reporting a Community Bank Leverage Ratio of **17.67%** at March 31, 2022, exceeding the **9%** requirement[197](index=197&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=39&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section cross-references Item 2, 'Management's Discussion and Analysis of Financial Condition and Results of Operation – Management of Market Risk,' for all market risk disclosures - Information on quantitative and qualitative disclosures about market risk is cross-referenced to Item 2, 'Management's Discussion and Analysis of Financial Condition and Results of Operation – Management of Market Risk'[198](index=198&type=chunk) [Item 4. Controls and Procedures](index=39&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of disclosure controls and procedures and reports no material changes to internal controls over financial reporting - Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2022[198](index=198&type=chunk) - There were no changes in the company's internal controls over financial reporting that materially affected, or are reasonably likely to materially affect, these controls during the three months ended March 31, 2022[199](index=199&type=chunk) [PART II. OTHER INFORMATION](index=40&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section provides additional information not covered in the financial statements, including legal proceedings, risk factors, and equity sales [Item 1. Legal Proceedings](index=40&type=section&id=Item%201.%20Legal%20Proceedings) This section states that as of March 31, 2022, the company was not involved in any material legal proceedings beyond routine business operations - As of March 31, 2022, the company was not involved in any pending legal proceedings that would be material to its financial condition or results of operations, other than routine matters[201](index=201&type=chunk) [Item 1A. Risk Factors](index=40&type=section&id=Item%201A.%20Risk%20Factors) This section indicates that there have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K - No material changes in risk factors have occurred since those disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2021[202](index=202&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=40&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section provides information on the company's common stock repurchase program, including shares purchased and average price paid during Q1 2022 - The Board of Directors approved a program to repurchase **296,044 shares** of common stock (approximately **5%** of outstanding shares excluding those held by Bogota Financial, MHC)[203](index=203&type=chunk) | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :----------------------------------- | :------------------------------- | :--------------------------- | | January 1 - 31, 2022 | 8,001 | $10.45 | | February 1 - 28, 2022 | 44,875 | $10.43 | | March 1 - 31, 2022 | 129,125 | $10.51 | | Total (Q1 2022) | 182,001 | $10.49 | [Item 3. Defaults Upon Senior Securities](index=40&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section states that there were no defaults upon senior securities - No defaults upon senior securities were reported[205](index=205&type=chunk) [Item 4. Mine Safety Disclosures](index=40&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section indicates that mine safety disclosures are not applicable to the company - Mine safety disclosures are not applicable to the company[206](index=206&type=chunk) [Item 5. Other Information](index=40&type=section&id=Item%205.%20Other%20Information) This section states that there is no other information to report - No other information was reported[207](index=207&type=chunk) [Item 6. Exhibits](index=41&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed as part of the Form 10-Q, including organizational documents, certifications, and XBRL data - Exhibits include Articles of Incorporation, Bylaws, Common Stock Certificate Form, CEO and CFO certifications (Sections 302 and 906 of Sarbanes-Oxley Act), and XBRL formatted financial statements[209](index=209&type=chunk) [SIGNATURES](index=42&type=section&id=SIGNATURES) This section contains the signatures of the authorized officers, Joseph Coccaro and Brian McCourt, certifying the report - The report is signed by Joseph Coccaro, President and Chief Executive Officer, and Brian McCourt, Executive Vice President and Chief Financial Officer, on May 13, 2022[214](index=214&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to _______________ Commission File Number: 001-39180 | --- | --- | |---------------------------------------------------------------|----------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Emerging growth company ☒ FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission File No. 001-39180 Bogota Financial Corp. (Exact Name of Registrant as Specified in Its Chart ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission File No. 001-39180 Bogota Financial Corp. (Exact Name of Registrant as Specified in Its Charter) Maryland 84-3501231 (State ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission File No. 001-39180 Bogota Financial Corp. (Exact Name of Registrant as Specified in Its Charter) Maryland 84-3501231 (State ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to _______________ Commission File Number: 001-39180 Bogota Financial Corp. (Exact Name of Registrant as Specified in its Charter) Maryland 84-350123 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission File No. 001-39180 Bogota Financial Corp. (Exact Name of Registrant as Specified in Its Charter) Maryland 84-3501231 (S ...

Financial Performance - Net interest income for the three months ended June 30, 2020, was $3.29 million, an increase of 18.2% compared to $2.78 million for the same period in 2019[17]. - Net income for the three months ended June 30, 2020, was $1.40 million, compared to $608,271 for the same period in 2019, reflecting a growth of 130.2%[17]. - Non-interest income increased to $767,646 for the three months ended June 30, 2020, compared to $139,302 for the same period in 2019, a significant increase of 451.5%[17]. - Earnings per share for the three months ended June 30, 2020, was $0.11, compared to $0.01 for the same period in 2019[17]. - The company reported a comprehensive income of $1.53 million for the three months ended June 30, 2020, compared to $636,236 for the same period in 2019[20]. - As of June 30, 2020, net income for the six months was $65,490, compared to $970,089 for the same period in 2019, indicating a significant decline[29]. - The company reported a net cash provided by operating activities of $3,960,894 for the six months ended June 30, 2020, compared to $1,672,800 for the same period in 2019[29]. - The company reported a net period comprehensive income of $14,253 for the six months ended June 30, 2020, compared to a loss in the previous year[112]. - Net income decreased by $905,000, or 93.3%, to $65,000 for the six months ended June 30, 2020, reflecting a $2.9 million contribution to the Bogota Charitable Foundation[174]. Assets and Liabilities - Total assets decreased to $738.67 million as of June 30, 2020, down from $766.61 million at December 31, 2019, representing a decline of approximately 3.6%[14]. - Total liabilities decreased to $612.34 million as of June 30, 2020, down from $691.63 million at December 31, 2019, a decline of approximately 11.4%[14]. - Total deposits decreased to $492.42 million as of June 30, 2020, from $497.75 million at December 31, 2019, a decrease of 1.7%[14]. - The total stockholders' equity increased to $126.33 million as of June 30, 2020, from $74.98 million at December 31, 2019, an increase of approximately 68.5%[14]. - The company experienced a net decrease in cash and cash equivalents of $76,053,089 for the six months ended June 30, 2020[29]. - Cash and cash equivalents at June 30, 2020, were $51,809,470, down from $127,862,559 at the beginning of the year[29]. - The company had the ability to borrow up to $242.3 million from the Federal Home Loan Bank of New York, with $113.1 million outstanding as of June 30, 2020[199]. - Certificates of deposit due within one year totaled $262.0 million, representing 53.2% of total deposits as of June 30, 2020[203]. Loans and Credit Quality - Total loans amounted to $589,946,920, an increase from $539,173,391 as of December 31, 2019, representing a growth of approximately 9.5%[64]. - The allowance for loan losses increased to $2,266,174 as of June 30, 2020, compared to $2,016,174 at the end of 2019, reflecting a rise of approximately 12.4%[64]. - The Bank granted $68.0 million in loan modifications, which accounted for 12.0% of the total loan portfolio, to assist customers affected by the COVID-19 pandemic[65]. - Nonaccrual loans as of June 30, 2020, totaled $674,724, an increase from $589,940 as of December 31, 2019, representing a rise of 14.4%[79]. - The total recorded investment in impaired loans as of June 30, 2020, was $1,568,736, compared to $1,315,094 as of December 31, 2019, reflecting an increase of 19.3%[74]. - The average of impaired loans for the six months ended June 30, 2020, was $1,525,822, compared to $1,225,275 for the same period in 2019, indicating a year-over-year increase of 24.5%[74]. - The total allowance for loan losses collectively evaluated for impairment was $2,230,315 as of June 30, 2020, compared to $1,980,315 as of December 31, 2019, marking an increase of 12.6%[72]. - The Bank had six residential loans classified as troubled debt restructurings (TDRs) totaling $1,237,523 as of June 30, 2020, with a specific reserve of $35,859[77]. Income and Expenses - Interest income increased by $270,000, or 2.4%, to $11.7 million for the six months ended June 30, 2020, driven by a $55.3 million increase in the average balance of interest-earning assets[175]. - Non-interest expenses increased by $2.6 million to $7.2 million for the six months ended June 30, 2020, largely due to a $2.9 million contribution to the Bogota Charitable Foundation[186]. - Interest expense decreased by $503,000, or 8.6%, to $5.4 million for the six months ended June 30, 2020, primarily due to a 16 basis point decrease in the average cost of interest-bearing liabilities[179]. - The effective tax rate decreased to 15.9% for 2020 from 24.5% for 2019, with income tax expense increasing by $68,000, or 34.4%, to $266,000 for the three months ended June 30, 2020[173]. Market and Economic Conditions - The company faces risks from the COVID-19 pandemic, including potential increases in loan delinquencies and declines in collateral values[121]. - The management's ability to execute business strategies is crucial for future success, especially in the context of ongoing economic uncertainties[124]. - The company’s financial condition is subject to various risks, including changes in market interest rates and competition among financial institutions[118]. - Interest income may decline due to COVID-19, as the company is deferring payments, interest, and fees for affected borrowers[136]. - The allowance for loan losses is critical, as it is based on significant estimates and may vary with changing economic conditions[126]. Regulatory and Compliance - The company expects the adoption of ASU No. 2016-02 on leases to have no material impact on its consolidated financial statements[45]. - ASU 2016-13 requires reporting of expected credit losses based on historical experience and forecasts, effective for fiscal years beginning after December 15, 2022[48][49]. - The company continues to evaluate the impact of new accounting standards on its financial condition and results of operations[49]. - The company is not involved in any pending legal proceedings that would materially affect its financial condition[210]. - The internal controls over financial reporting have not materially changed and remain effective as of June 30, 2020[206].

[PART I. FINANCIAL INFORMATION](index=5&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) Unaudited consolidated financial statements are presented, reflecting the company's reorganization, stock offering, and a net loss due to a significant charitable contribution [Consolidated Statements of Financial Condition](index=5&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Consolidated Balance Sheet Highlights (unaudited) | Account | March 31, 2020 ($ Millions) | December 31, 2019 ($ Millions) | Change (%) | | :--- | :--- | :--- | :--- | | **Total Assets** | **$708.7** | **$766.6** | **-7.6** | | Cash and cash equivalents | $65.7 | $127.9 | -48.6 | | Loans, net | $546.7 | $537.2 | +1.8 | | **Total Liabilities** | **$584.1** | **$691.6** | **-15.6** | | Total Deposits | $477.6 | $497.7 | -4.1 | | **Total Stockholders' Equity** | **$124.7** | **$75.0** | **+66.3** | - The **significant increase in stockholders' equity** resulted from the **common stock issuance** following the company's reorganization and public offering in January 2020, while the decrease in total assets and liabilities was largely due to the return of **$41.5 million** in unfilled stock offering subscriptions and a decrease in deposits[17](index=17&type=chunk)[140](index=140&type=chunk)[141](index=141&type=chunk) [Consolidated Statements of Income](index=6&type=section&id=Consolidated%20Statements%20of%20Income) Consolidated Income Statement (unaudited) | Metric | Three Months Ended Mar 31, 2020 ($) | Three Months Ended Mar 31, 2019 ($) | | :--- | :--- | :--- | | Net Interest Income | $3,083,935 | $2,815,040 | | Provision for loan losses | $25,000 | $0 | | Total Non-interest Expense | $5,072,614 | $2,506,137 | | **Net (Loss) Income** | **($1,337,583)** | **$361,818** | | **Earnings (Loss) Per Share** | **($0.13)** | **N/A** | - The company reported a **net loss of $1.3 million for Q1 2020**, compared to a **net income of $362,000 in Q1 2019**, primarily driven by a **$2.9 million contribution** to the Bogota Charitable Foundation formed during the reorganization[21](index=21&type=chunk)[167](index=167&type=chunk) [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Cash Flows Summary (unaudited) | Cash Flow Activity | Three Months Ended Mar 31, 2020 ($) | | :--- | :--- | | Net cash provided by operating activities | $2,358,184 | | Net cash used in investing activities | ($4,831,251) | | Net cash used in financing activities | ($59,678,543) | | **Net decrease in cash and cash equivalents** | **($62,151,610)** | - The **significant use of cash in financing activities** was mainly due to a **$41.5 million return** of unfilled stock offering subscriptions and a **$20.1 million net decrease in deposits**[31](index=31&type=chunk)[141](index=141&type=chunk) [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) - On **January 15, 2020**, the company completed its reorganization and stock offering, selling **5,657,735 shares** at **$10.00 per share** for **net proceeds of $54.6 million**[36](index=36&type=chunk) - The **COVID-19 pandemic** is identified as a **significant risk and uncertainty**, with **potential adverse effects** on the company's financial condition and results of operations, including estimates for expected credit losses[43](index=43&type=chunk) - The **loan portfolio grew to $548.7 million**, with **residential real estate comprising the largest segment at $386.5 million**, and the **allowance for loan losses was $2.04 million, or 0.37% of total loans**[64](index=64&type=chunk)[165](index=165&type=chunk) - The Bank was categorized as **"well capitalized"** under regulatory framework as of March 31, 2020, **exceeding all minimum capital requirements**[89](index=89&type=chunk)[92](index=92&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance, highlighting the impact of reorganization and COVID-19, noting a net loss from a charitable contribution, and detailing pandemic responses and financial stability - The company's **critical accounting policy** is the **Allowance for Loan Losses**, which requires **significant management judgment** and is susceptible to changes in the economic environment[123](index=123&type=chunk) - In response to COVID-19, as of May 13, 2020, the company approved **loan modifications for 158 loans totaling $87.2 million**, representing **16.0% of the total loan portfolio**, and processed **73 PPP loan applications totaling approximately $7.5 million** as of May 3, 2020[135](index=135&type=chunk)[137](index=137&type=chunk)[139](index=139&type=chunk) Comparison of Operating Results (Q1 2020 vs Q1 2019) | Metric | Q1 2020 ($ Millions) | Q1 2019 ($ Millions) | Change (%) | | :--- | :--- | :--- | :--- | | Net Interest Income | $3.1 | $2.8 | +9.6 | | Net Interest Margin | 1.79% | 1.77% | +2 bps | | Non-Interest Expense | $5.1 | $2.5 | +104 | | Net (Loss) Income | ($1.3) | $0.36 | -469.7 | - The **increase in non-interest expense** and resulting **net loss in Q1 2020** was primarily due to a **$2.9 million contribution** to the Bogota Charitable Foundation following the reorganization[167](index=167&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=38&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section details the company's management of interest rate risk, its most significant market risk, using NPV and NII simulation models to analyze sensitivity to interest rate changes, confirming exposure was within policy limits Net Portfolio Value (NPV) Sensitivity Analysis | Basis Point Change | NPV Percent Change | | :--- | :--- | | +400 bp | (22.74)% | | +200 bp | (6.46)% | | -100 bp | 10.38% | | -200 bp | 26.14% | Net Interest Income (NII) Sensitivity Analysis (Year One) | Basis Point Change | NII Percent Change | | :--- | :--- | | +200 bp | (0.12)% | | +100 bp | (0.43)% | | -100 bp | (0.06)% | | -200 bp | 1.50% | [Controls and Procedures](index=39&type=section&id=Item%204.%20Controls%20and%20Procedures) Management evaluated the company's disclosure controls and procedures, concluding they were effective as of March 31, 2020, with no material changes in internal controls over financial reporting identified - Management concluded that the Company's disclosure controls and procedures were **effective** as of March 31, 2020[185](index=185&type=chunk) - There were **no changes** in the Company's internal controls over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, the controls[186](index=186&type=chunk) [PART II. OTHER INFORMATION](index=40&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=40&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that it is not involved in any pending legal proceedings, other than routine matters, that would materially impact its financial condition or results of operations as of March 31, 2020 - The company is **not involved in any material legal proceedings** outside of the ordinary course of business[187](index=187&type=chunk) [Risk Factors](index=40&type=section&id=Item%201A.%20Risk%20Factors) This section provides a material update to the company's risk factors, focusing entirely on the significant economic impact and business risks associated with the COVID-19 pandemic, outlining potential adverse effects on operations, financial condition, and liquidity - The primary updated risk factor is the **economic impact of the COVID-19 outbreak**, which has caused **significant economic dislocation** and an **unprecedented slowdown** in activity[189](index=189&type=chunk) - Potential adverse effects from the pandemic include: **declining demand for products**, **increased loan delinquencies and foreclosures**, **declining collateral values**, a need for **higher loan loss allowances**, **reduced net interest margin**, and **increased cybersecurity risks** from remote work[190](index=190&type=chunk)[191](index=191&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=41&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities during the period - **None**[194](index=194&type=chunk) [Defaults Upon Senior Securities](index=41&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities during the period - **None**[195](index=195&type=chunk) [Mine Safety Disclosures](index=41&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - **Not applicable**[196](index=196&type=chunk) [Other Information](index=41&type=section&id=Item%205.%20Other%20Information) The company reported no other information for the period - **None**[197](index=197&type=chunk) [Exhibits](index=42&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate governance documents, stock certificates, employment agreements, and CEO/CFO certifications - A **list of exhibits** is provided, including **Articles of Incorporation**, **Bylaws**, **Employment Agreements**, and **CEO/CFO certifications** pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act[199](index=199&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to _______________ Commission File Number: 001-39180 Bogota Financial Corp. (Exact Name of Registrant as Specified in its Charter) | --- | --- | |-------------- ...