Table of Contents 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, 2022 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 001-34096 DIME COMMUNITY BANCSHARES, INC. (Exact name of registrant as specified in its charter) N/A (Former name or form ...

Dime Community Bancshares, Inc. (NASDAQ:DCOM) Q3 2022 Earnings Conference Call October 28, 2022 8:30 AM ET Company Participants Kevin O’Connor - CEO Stu Lubow - President & COO Avi Reddy - CFO Conference Call Participants Mark Fitzgibbon - Piper Sandler Chris O'Connell - KBW Manuel Navas - D.A. Davidson Operator Hello everyone. Welcome to the Dime Community Bancshares Incorporated Third Quarter Earnings Call. My name is Charlie and I will be your coordinator for the call today. [Operator Instructions] Befor ...

Table of Contents 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, 2022 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 001-34096 DIME COMMUNITY BANCSHARES, INC. (Exact name of registrant as specified in its charter) N/A (Former name or former ad ...

Call Start: 08:30 January 1, 0000 9:08 AM ET Dime Community Bancshares, Inc. (NASDAQ:DCOM) Q2 2022 Earnings Conference Call July 29, 2022, 8:30 am ET Company Participants Kevin O'Connor - CEO Stu Lubow - President & COO Avi Reddy - CFO Conference Call Participants Mark Fitzgibbon - Piper Sandler Manuel Navas - D.A. Davidson Matthew Breese - Stephens Chris O'Connell - KBW Operator Hello, and welcome to today's Dime Community Bancshares Incorporated Second Quarter Earnings Call. My name is Bailey and I will b ...

[FORM 10-Q Filing Information](index=1&type=section&id=FORM%2010-Q) The company, a Large Accelerated Filer, filed its Form 10-Q for the quarter ended March 31, 2022 - Registrant is Dime Community Bancshares, Inc., filing a Quarterly Report on Form 10-Q for the period ended **March 31, 2022**[2](index=2&type=chunk) - The company is classified as a **Large Accelerated Filer**[2](index=2&type=chunk) Common Stock Outstanding | Metric | Value | | :----- | :---- | | Common Stock Outstanding (April 30, 2022) | 39,243,718 shares | [Cautionary Note Regarding Forward-Looking Statements](index=3&type=section&id=Cautionary%20Note%20Regarding%20Forward-Looking%20Statements) The report contains forward-looking statements subject to risks like market fluctuations and the COVID-19 pandemic - Forward-looking statements are based on management's assumptions and are subject to **risks and uncertainties**[5](index=5&type=chunk) - Key risk factors include competitive pressure, market interest rate fluctuations, changes in deposit flows, loan demand, real estate values, and legislative/regulatory changes[5](index=5&type=chunk) - The **COVID-19 pandemic** continues to pose risks, potentially leading to declines in demand, increased loan delinquencies, and operational disruptions[5](index=5&type=chunk) [PART I – FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20%E2%80%93%20FINANCIAL%20INFORMATION) This part presents the unaudited condensed consolidated financial statements and management's analysis for Q1 2022 [Item 1. Unaudited Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section provides the unaudited financial statements and related notes for the quarter ended March 31, 2022 [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) The company's total assets remained stable at approximately $12.1 billion as of March 31, 2022 Consolidated Statements of Financial Condition Highlights (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | Change (in thousands) | | :--------------------------------- | :---------------------------- | :------------------------------- | :-------------------- | | Total Assets | $12,078,245 | $12,066,364 | $11,881 | | Cash and due from banks | $432,994 | $393,722 | $39,272 | | Securities available-for-sale | $1,277,036 | $1,563,711 | $(286,675) | | Securities held-to-maturity | $383,922 | $179,309 | $204,613 | | Loans held for investment, net | $9,170,234 | $9,160,808 | $9,426 | | Total Liabilities | $10,922,958 | $10,873,744 | $49,214 | | Total Deposits | $10,430,103 | $10,458,974 | $(28,871) | | FHLBNY advances | $50,000 | $25,000 | $25,000 | | Derivative cash collateral | $64,450 | $4,550 | $59,900 | | Total Stockholders' Equity | $1,155,287 | $1,192,620 | $(37,333) | [Consolidated Statements of Income](index=5&type=section&id=Consolidated%20Statements%20of%20Income) The company reported a significant turnaround to a net income of $34.5 million in Q1 2022 from a net loss in Q1 2021 Consolidated Statements of Income Highlights (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | Change (in thousands) | | :--------------------------------- | :---------------------------- | :---------------------------- | :-------------------- | | Total interest income | $93,919 | $86,755 | $7,164 | | Total interest expense | $4,810 | $8,914 | $(4,104) | | Net interest income | $89,109 | $77,841 | $11,268 | | (Credit) provision for credit losses | $(1,592) | $15,779 | $(17,371) | | Total non-interest income (loss) | $7,203 | $(7,383) | $14,586 | | Total non-interest expense | $49,888 | $82,805 | $(32,917) | | Income (loss) before income taxes | $48,016 | $(28,126) | $76,142 | | Income tax expense (benefit) | $13,485 | $(7,092) | $20,577 | | Net income (loss) | $34,531 | $(21,034) | $55,565 | | Net income (loss) available to common stockholders | $32,710 | $(22,855) | $55,565 | | Basic EPS | $0.82 | $(0.66) | $1.48 | | Diluted EPS | $0.82 | $(0.66) | $1.48 | [Consolidated Statements of Comprehensive Income](index=7&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) The company recorded a total comprehensive loss of $8.7 million, driven by unrealized losses on securities Consolidated Statements of Comprehensive Income Highlights (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :------------------------------------------------- | :---------------------------- | :---------------------------- | | Net income (loss) | $34,531 | $(21,034) | | Change in net unrealized gain (loss) on securities | $(70,131) | $(15,534) | | Change in net unrealized gain (loss) on derivatives | $6,852 | $4,948 | | Total comprehensive loss | $(8,668) | $(14,579) | [Consolidated Statements of Changes in Stockholders' Equity](index=8&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) Stockholders' equity decreased primarily due to other comprehensive loss, dividends, and stock repurchases Consolidated Statements of Changes in Stockholders' Equity Highlights (Three Months Ended March 31, 2022) | Item | Amount (in thousands) | | :------------------------------------- | :-------------------- | | Beginning balance as of January 1, 2022 | $1,192,620 | | Net income | $34,531 | | Other comprehensive loss, net of tax | $(43,199) | | Shares received related to tax withholding | $(1,414) | | Cash dividends declared to preferred stockholders | $(1,821) | | Cash dividends declared to common stockholders | $(9,410) | | Treasury stock, at cost (purchase) | $(17,392) | | Ending balance as of March 31, 2022 | $1,155,287 | [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Cash and cash equivalents increased by $39.3 million, driven by cash from operating activities Consolidated Statements of Cash Flows Highlights (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :------------------------------------------ | :---------------------------- | :---------------------------- | | Net cash provided by (used in) operating activities | $79,623 | $(8,918) | | Net cash (used in) provided by investing activities | $(7,476) | $461,934 | | Net cash used in financing activities | $(32,875) | $(19,896) | | Increase in cash and cash equivalents | $39,272 | $433,120 | | Cash and cash equivalents, end of period | $432,994 | $676,723 | [Notes to Unaudited Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) These notes detail the basis of presentation, merger accounting, and other key financial policies [Note 1. Basis of Presentation](index=11&type=section&id=1.%20BASIS%20OF%20PRESENTATION) The financial statements reflect the reverse merger of Legacy Dime and Bridge Bancorp completed in February 2021 - On February 1, 2021, Legacy Dime merged into Bridge Bancorp, Inc., with Bridge as the surviving entity renamed "**Dime Community Bancshares, Inc.**"[25](index=25&type=chunk) - The merger was accounted for as a **reverse merger**, with Legacy Dime as the accounting acquirer, meaning its historical financial statements are used for pre-Merger periods[28](index=28&type=chunk) - As of March 31, 2022, the Company operated **60 branch locations** across Long Island and New York City boroughs[30](index=30&type=chunk) - The Company adopted ASU No. 2016-13 (CECL Standard) on January 1, 2021, resulting in an initial **$3.9 million decrease** to the allowance for credit losses and a **$1.7 million after-tax** cumulative-effect adjustment to retained earnings[35](index=35&type=chunk)[36](index=36&type=chunk) [Note 2. Merger](index=15&type=section&id=2.%20MERGER) The reverse merger accounting treats Legacy Dime as the acquirer, with its assets and liabilities recorded at historical cost - The merger was completed on February 1, 2021, with Legacy Dime merging into Bridge, which was renamed Dime Community Bancshares, Inc.[43](index=43&type=chunk) - The merger was accounted for as a **reverse merger**, with Legacy Dime as the accounting acquirer[45](index=45&type=chunk) - The Company issued **21.2 million common shares** to Legacy Dime stockholders (51.5% voting interest) and assumed **$115.0 million** in Legacy Dime's subordinated debt[44](index=44&type=chunk)[46](index=46&type=chunk) [Note 3. Summary of Accounting Policies](index=15&type=section&id=3.%20SUMMARY%20OF%20ACCOUNTING%20POLICIES) Financial statements are prepared under GAAP for interim periods and involve significant management estimates - Unaudited consolidated financial statements are prepared in accordance with GAAP for interim financial information, involving **significant estimates and assumptions**[47](index=47&type=chunk) - The Company is evaluating ASU 2020-04 (Reference Rate Reform) and ASU 2021-01 (Reference Rate Reform: Scope), expecting **no material effect** on consolidated financial statements[51](index=51&type=chunk)[52](index=52&type=chunk) - ASU 2022-01 (Derivatives and Hedging: Fair Value Hedging-Portfolio Layer Method) and ASU 2022-02 (Financial Instruments-Credit Losses: Troubled Debt Restructurings and Vintage Disclosures) are **not expected to have a material effect** on the Company's consolidated financial statements[53](index=53&type=chunk)[54](index=54&type=chunk) [Note 4. Accumulated Other Comprehensive Income (Loss)](index=19&type=section&id=4.%20ACCUMULATED%20OTHER%20COMPREHENSIVE%20INCOME%20(LOSS)) The accumulated other comprehensive loss balance increased significantly due to unrealized losses on securities Accumulated Other Comprehensive Income (Loss) Activity (Three Months Ended March 31, 2022) | Item | Amount (in thousands) | | :------------------------------------------------- | :-------------------- | | Balance as of January 1, 2022 | $(6,181) | | Net other comprehensive (loss) income during the period | $(43,199) | | Balance as of March 31, 2022 | $(49,380) | Components of Other Comprehensive Income (Loss), Net of Tax (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :------------------------------------------------- | :---------------------------- | :---------------------------- | | Net change in unrealized gain (loss) on securities, net of tax | $(47,959) | $(11,392) | | Net change in pension and other postretirement obligations | $42 | $1,371 | | Net change in unrealized gain (loss) on derivatives, net of tax | $4,718 | $16,476 | | Other comprehensive (loss) income, net of tax | $(43,199) | $6,455 | [Note 5. Earnings Per Common Share](index=21&type=section&id=5.%20EARNINGS%20PER%20COMMON%20SHARE) The company reported diluted EPS of $0.82 for Q1 2022, a substantial improvement from a loss in the prior year Earnings Per Common Share (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 | March 31, 2021 | | :----------------------------------------- | :------------- | :------------- | | Net income (loss) available to common stockholders (in thousands) | $32,710 | $(22,855) | | Weighted average common shares outstanding | 39,251,248 | 34,260,938 | | Basic EPS | $0.82 | $(0.66) | | Diluted EPS | $0.82 | $(0.66) | [Note 6. Preferred Stock](index=21&type=section&id=6.%20PREFERRED%20STOCK) The company has one series of perpetual preferred stock paying a fixed 5.50% annual dividend - Legacy Dime's Series A preferred stock was converted into the Company's preferred stock during the merger, retaining the same powers, preferences, and rights[64](index=64&type=chunk) - The preferred stock is perpetual, pays a fixed annual dividend of **5.50% quarterly**, and is callable on or after June 15, 2025[68](index=68&type=chunk) [Note 7. Securities](index=23&type=section&id=7.%20SECURITIES) The company transferred a portion of its available-for-sale securities to held-to-maturity during the quarter Securities Portfolio (March 31, 2022 vs. December 31, 2021) | Category | March 31, 2022 (Fair Value, in thousands) | December 31, 2021 (Fair Value, in thousands) | | :-------------------------- | :------------------------------------ | :------------------------------------- | | Securities available-for-sale | $1,277,036 | $1,563,711 | | Securities held-to-maturity | $358,689 | $177,354 | - The Company transferred **$182.1 million** (book value) of available-for-sale securities to held-to-maturity at a fair value of $175.3 million during Q1 2022, converting **$6.8 million** in unrealized losses to a discount[70](index=70&type=chunk) - All unrealized losses on available-for-sale debt securities at March 31, 2022, were due to **non-credit-related interest rate changes**, with no allowance for credit losses deemed necessary[81](index=81&type=chunk)[82](index=82&type=chunk)[83](index=83&type=chunk) [Note 8. Loans Held for Investment, Net](index=28&type=section&id=8.%20LOANS%20HELD%20FOR%20INVESTMENT,%20NET) The loan portfolio remained stable, while the allowance for credit losses and non-accrual loans decreased Loans Held for Investment, Net (March 31, 2022 vs. December 31, 2021) | Category | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Total loans held for investment, net | $9,170,234 | $9,160,808 | | Allowance for credit losses | $(79,615) | $(83,853) | | SBA PPP loans (included in C&I) | $33,000 | $66,000 | Allowance for Credit Losses Activity (Three Months Ended March 31, 2022) | Item | Amount (in thousands) | | :----------------------------------------- | :-------------------- | | Beginning balance (January 1, 2022) | $83,853 | | (Credit) provision for credit losses | $(1,654) | | Charge-offs | $(2,638) | | Recoveries | $54 | | Ending balance (March 31, 2022) | $79,615 | Non-Accrual Loans (March 31, 2022 vs. December 31, 2021) | Category | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Total non-accrual loans | $35,962 | $40,307 | - The Company modified five loans totaling **$25.9 million** as Troubled Debt Restructurings (TDRs) during the three months ended March 31, 2022[97](index=97&type=chunk) [Note 9. Leases](index=33&type=section&id=9.%20LEASES) The company holds operating lease liabilities primarily for its office facilities and retail branches - The Company recognizes operating lease assets and liabilities for office facilities and retail branches, excluding short-term leases[107](index=107&type=chunk)[110](index=110&type=chunk) Operating Lease Liabilities and Key Metrics (March 31, 2022) | Item | Amount (in thousands) | | :---------------------------------- | :-------------------- | | Operating lease liabilities (March 31, 2022) | $63,600 | | Weighted average remaining lease term | 6.4 years | | Weighted average discount rate | 1.79% | [Note 10. Derivatives and Hedging Activities](index=35&type=section&id=10.%20DERIVATIVES%20AND%20HEDGING%20ACTIVITIES) The company utilizes interest rate swaps for cash flow hedging and freestanding derivative purposes - The Company uses interest rate swaps for **cash flow hedges** (to stabilize interest expense) and **freestanding derivatives** (for loan-level interest rate protection)[113](index=113&type=chunk)[115](index=115&type=chunk)[121](index=121&type=chunk) - An estimated **$1.7 million** will be reclassified as a decrease to interest expense from accumulated other comprehensive income related to cash flow hedges in the next twelve months[116](index=116&type=chunk) - The Company terminated 34 derivatives in Q1 2021, resulting in a **$16.5 million loss**, but no terminations occurred in Q1 2022[117](index=117&type=chunk) Derivative Financial Instruments Fair Value (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (Fair Value, in thousands) | December 31, 2021 (Fair Value, in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Derivative assets | $71,826 | $45,086 | | Derivative liabilities | $60,586 | $40,728 | [Note 11. Fair Value of Financial Instruments](index=41&type=section&id=11.%20FAIR%20VALUE%20OF%20FINANCIAL%20INSTRUMENTS) Fair value measurements are categorized into three levels, with most recurring measurements using Level 2 inputs - Fair value measurements are categorized into **Level 1** (active market quotes), **Level 2** (observable inputs), and **Level 3** (unobservable inputs)[128](index=128&type=chunk)[129](index=129&type=chunk)[130](index=130&type=chunk) - Securities available-for-sale and derivatives are measured at fair value on a recurring basis, predominantly using **Level 2 inputs**[131](index=131&type=chunk)[134](index=134&type=chunk)[136](index=136&type=chunk) Individually Evaluated Loans Measured at Fair Value on a Non-recurring Basis (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (Carrying Value, in thousands) | December 31, 2021 (Carrying Value, in thousands) | | :--------------------------------- | :---------------------------- | :------------------------------- | | Individually evaluated loans | $1,179 | $1,900 | [Note 12. Other Intangible Assets](index=46&type=section&id=12.%20OTHER%20INTANGIBLE%20ASSETS) Intangible assets consist of core deposit intangibles and a non-compete agreement resulting from the merger - The merger resulted in **$10.2 million** of core deposit intangibles and a **$780 thousand** non-compete agreement intangible asset[145](index=145&type=chunk) Other Intangible Assets (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :---------------------- | :---------------------------- | :------------------------------- | | Net carrying amount | $7,776 | $8,362 | | Amortization expense (Q1 2022) | $586 | N/A | [Note 13. FHLBNY Advances](index=47&type=section&id=13.%20FHLBNY%20ADVANCES) The company doubled its FHLBNY advances during the quarter and maintains significant additional borrowing capacity FHLBNY Advances (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Total FHLBNY advances | $50,000 | $25,000 | | Weighted average rate | 0.76% | 0.35% | - The Bank had an additional unused borrowing capacity of **$3.00 billion** through the FHLBNY at March 31, 2022[227](index=227&type=chunk) - No loss on extinguishment of debt was recognized in Q1 2022, compared to **$1.6 million** in Q1 2021[149](index=149&type=chunk) [Note 14. Subordinated Debentures](index=49&type=section&id=14.%20SUBORDINATED%20DEBENTURES) The company's subordinated debt balance remained stable, with interest expense increasing slightly year-over-year Subordinated Debentures (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Subordinated debt, net | $197,050 | $197,096 | - The Company assumed **$115.0 million** of 4.50% fixed-to-floating rate subordinated debentures due 2027, callable starting June 15, 2022[151](index=151&type=chunk) - Interest expense related to subordinated debt was **$2.2 million** for Q1 2022, up from $1.9 million for Q1 2021[153](index=153&type=chunk) [Note 15. Retirement and Postretirement Plans](index=49&type=section&id=15.%20RETIREMENT%20AND%20POSTRETIREMENT%20PLANS) The company maintains two frozen defined-benefit pension plans and a 401(k) plan - The Company maintains two noncontributory defined-benefit pension plans (Employee Retirement Plan and BNB Bank Pension Plan), both **frozen** to new accruals or participants[154](index=154&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk) Net Periodic Benefit (Credit) Cost (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :---------------------------- | | Net periodic credit (BNB Bank Pension Plan) | $(395) | $(381) | | Net periodic credit (Employee Retirement Plan) | $(273) | $(16) | - The 401(k) Plan expense was **$800 thousand** for Q1 2022, and the BMP and Outside Director Retirement Plan terminations in Q1 2021 resulted in a **$1.5 million** curtailment loss[159](index=159&type=chunk)[165](index=165&type=chunk) [Note 16. Stock-Based Compensation](index=53&type=section&id=16.%20STOCK-BASED%20COMPENSATION) The company grants stock options, RSAs, and PSAs, with significant unrecognized compensation cost remaining - The Company grants stock options, restricted stock awards (RSAs), and performance-based share awards (PSAs) under its 2021 Equity Incentive Plan and Legacy Stock Plans[167](index=167&type=chunk) Stock Option Activity (March 31, 2022) | Item | Number of Options | Weighted-Average Exercise Price | Remaining Contractual Years | Intrinsic Value (in thousands) | | :----------------------------------------- | :---------------- | :------------------------------ | :-------------------------- | :----------------------------- | | Options outstanding at March 31, 2022 | 121,253 | $35.39 | 7.0 | $0 | | Options vested and exercisable at March 31, 2022 | 121,253 | $35.39 | 7.0 | $0 | - As of March 31, 2022, there was **$7.9 million** of unrecognized compensation cost for RSAs (2.8 years weighted-average period) and **$2.0 million** for PSAs (2.6 years weighted-average period)[176](index=176&type=chunk)[178](index=178&type=chunk) [Note 17. Income Taxes](index=56&type=section&id=17.%20INCOME%20TAXES) The company's effective tax rate increased in Q1 2022 primarily due to the loss of benefits from its REITs Effective Tax Rates (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 | March 31, 2021 | | :-------------------------- | :------------- | :------------- | | Consolidated effective tax rate | 28.1% | 25.2% | - The increase in the effective tax rate in Q1 2022 was primarily due to the **loss of benefits from the Company's REITs**[298](index=298&type=chunk) [Note 18. Merger Related Expenses](index=56&type=section&id=18.%20MERGER%20RELATED%20EXPENSES) No merger-related expenses were incurred in Q1 2022, compared to significant costs in the prior-year period - **No merger expenses** and transaction costs were incurred during the three months ended March 31, 2022[180](index=180&type=chunk) Merger Expenses and Transaction Costs (Three Months Ended March 31, 2021) | Item | Amount (in thousands) | | :----------------------------------------- | :-------------------- | | Employee severance and compensation costs | $12,100 | | Transaction costs (including lease terminations) | $25,800 | | Total merger expenses and transaction costs | $37,900 | [Note 19. Subsequent Event](index=58&type=section&id=19.%20SUBSEQUENT%20EVENT) The company issued new subordinated notes in May 2022 to refinance existing debt - On May 6, 2022, the Company issued **$160.0 million** in fixed-to-floating rate subordinated notes due 2032[185](index=185&type=chunk) - Proceeds will be used to repay **$115.0 million** of 4.50% notes due 2027 and **$40.0 million** of 5.25% debentures due 2025, resulting in an estimated **$750 thousand** pre-tax write-off of debt issuance costs[186](index=186&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=58&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial condition, operating results, liquidity, capital, and asset quality for Q1 2022 [Overview](index=58&type=section&id=Overview) The company's operations are primarily conducted through its subsidiary, Dime Community Bank - The Holding Company's primary operations are as owner of Dime Community Bank, dependent on Bank dividends, its own earnings, capital, and borrowings[187](index=187&type=chunk) - The Bank's results are primarily driven by **net interest income** and non-interest income from fees, loan swaps, and title insurance[187](index=187&type=chunk) [Completion of Merger of Equals](index=58&type=section&id=Completion%20of%20Merger%20of%20Equals) The merger of Legacy Dime and Bridge Bancorp was completed on February 1, 2021, creating the current company - On February 1, 2021, Legacy Dime merged into Bridge Bancorp, Inc., which became Dime Community Bancshares, Inc.[188](index=188&type=chunk) - Legacy Dime common stock was converted at a ratio of **0.6480 shares** of the Holding Company's common stock, and preferred stock was converted one-for-one[188](index=188&type=chunk)[189](index=189&type=chunk) - The bank subsidiaries, Dime Community Bank (Legacy Dime) and BNB Bank (Bridge), merged to form "**Dime Community Bank**"[191](index=191&type=chunk) [Recent Developments Relating to the COVID-19 Pandemic](index=60&type=section&id=Recent%20Developments%20Relating%20to%20the%20COVID-19%20Pandemic) The company continues to operate as an essential business with no material operational disruptions from the pandemic - The Company continues to operate as an essential business, with retail branches open and remote work options, adhering to safety guidelines[192](index=192&type=chunk) - **No material operational or internal control challenges** have been identified due to the pandemic[192](index=192&type=chunk) - Potential continued material adverse impacts on significant estimates, asset valuations, and business operations (intangible assets, investments, loans, deferred tax assets, derivative counterparty risk) are acknowledged[194](index=194&type=chunk) [Lending Operations and Accommodations to Borrowers](index=60&type=section&id=Lending%20Operations%20and%20Accommodations%20to%20Borrowers) The company has significantly reduced its SBA PPP loan portfolio, with remaining loans expected to be forgiven - The Company originated over **$1.90 billion** in SBA PPP loans through December 31, 2021[196](index=196&type=chunk) SBA PPP Loans Outstanding | Item | Amount (in thousands) | | :-------------------- | :-------------------- | | SBA PPP loans, net of deferred fees | $33,000 | - The Company **sold its 2021 PPP originations** to re-deploy funds and expects remaining PPP loans to be fully forgiven[196](index=196&type=chunk) [Selected Financial Highlights and Other Data](index=61&type=section&id=Selected%20Financial%20Highlights%20and%20Other%20Data) Key performance metrics show a strong rebound in profitability and efficiency compared to the prior year Selected Financial Highlights (Three Months Ended March 31, 2022 vs. 2021) | Metric | March 31, 2022 | March 31, 2021 | | :------------------------------------------ | :------------- | :------------- | | Reported EPS (Diluted) | $0.82 | $(0.66) | | Return on average assets | 1.13% | (0.79)% | | Return on average equity | 11.53% | (8.18)% | | Net interest margin | 3.19% | 3.14% | | Efficiency ratio | 51.8% | 117.5% | | Non-performing loans/Total loans | 0.39% | 0.34% | | Allowance for credit loss/Total loans | 0.86% | 0.93% | [Critical Accounting Estimates](index=61&type=section&id=Critical%20Accounting%20Estimates) Key estimates involving significant management judgment include the allowance for credit losses and fair value of acquired loans - Critical accounting estimates involve **significant management judgment and subjectivity**, impacting the Company's financial condition and results[203](index=203&type=chunk) - Key critical estimates include the **allowance for credit losses** on loans held for investment and the **fair value of loans acquired** in business combinations[203](index=203&type=chunk) [Allowance for Credit Losses on Loans Held for Investment](index=61&type=section&id=Allowance%20for%20Credit%20Losses%20on%20Loans%20Held%20for%20Investment) The allowance for credit losses is determined under the CECL standard using models and significant management judgment - The allowance for credit losses is established under the **CECL Standard**, based on expected losses from historical experience, current conditions, and reasonable and supportable forecasts[205](index=205&type=chunk)[208](index=208&type=chunk) - For pooled loans, a model compares amortized cost to the net present value of expected cash flows, using assumptions for **probability of default, loss given default, and economic forecasts**[208](index=208&type=chunk) - Estimating future losses is subject to **significant management judgment** and inherent uncertainties, with potential material impacts on net income if assumptions prove incorrect[211](index=211&type=chunk)[213](index=213&type=chunk) [Fair value of loans acquired in a business combination](index=65&type=section&id=Fair%20value%20of%20loans%20acquired%20in%20a%20business%20combination) The fair value of loans acquired in the merger was determined using a discounted cash flow methodology - Fair value of acquired loans from the merger was based on a **discounted cash flow methodology**, considering loan type, collateral, discount rates, and expected future cash flows[216](index=216&type=chunk) - The fair value estimates contributed to the **$100.2 million in goodwill** recorded from the merger[216](index=216&type=chunk) - For PCD loans, expected credit losses were added to the purchase price, with non-credit differences recognized as discounts or premiums through interest income[217](index=217&type=chunk) [Liquidity and Capital Resources](index=65&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position and is considered "well capitalized" under regulatory standards - Liquidity is managed to meet customer commitments, deposit withdrawals, and fund new loans/investments, primarily through deposits, loan/MBS payments, and FHLBNY advances[223](index=223&type=chunk) Deposit and FHLBNY Advance Changes (Three Months Ended March 31, 2022) | Item | Change (in thousands) | | :----------------------------------------- | :-------------------- | | Total deposits | $(28,900) | | FHLBNY advances | $25,000 | - The Bank had an unused borrowing capacity of **$3.00 billion** through the FHLBNY and was considered "**well capitalized**" at March 31, 2022, complying with all Basel III capital requirements[227](index=227&type=chunk)[233](index=233&type=chunk)[239](index=239&type=chunk) [Contractual Obligations](index=69&type=section&id=Contractual%20Obligations) The company's contractual obligations include deposits, borrowings, subordinated debt, and lease payments - Contractual obligations include FHLBNY advances, short-term borrowings, subordinated debt, and customer CDs[237](index=237&type=chunk) - The Bank also has rental payment obligations under leases for its branches and equipment[237](index=237&type=chunk) [Off-Balance Sheet Arrangements](index=69&type=section&id=Off-Balance%20Sheet%20Arrangements) The company has off-balance sheet commitments primarily related to unfunded loans Off-Balance Sheet Commitments (March 31, 2022) | Item | Amount (in thousands) | | :----------------------------------------- | :-------------------- | | Firm loan commitments accepted by borrowers | $378,700 | - The Bank has a maximum exposure of **$28.0 million** under a reimbursement agreement with FHLMC for loan securitization, collateralized by available-for-sale MBS[242](index=242&type=chunk) [Asset Quality](index=71&type=section&id=Asset%20Quality) The company maintains strong asset quality through disciplined underwriting and active monitoring of delinquent loans [General (Asset Quality)](index=71&type=section&id=General%20(Asset%20Quality)) The company's lending practices exclude the origination or purchase of subprime loans - The Company **does not originate or purchase subprime loans**[243](index=243&type=chunk) [Monitoring and Collection of Delinquent Loans](index=71&type=section&id=Monitoring%20and%20Collection%20of%20Delinquent%20Loans) A systematic process is in place for monitoring delinquent loans, including automated notices and repayment negotiations - Delinquent loans are reviewed monthly, with automated late notices and repayment negotiations[244](index=244&type=chunk)[245](index=245&type=chunk) - Interest accrual is generally discontinued on loans **90 days or more past due**, unless well-secured and in collection[246](index=246&type=chunk) - Foreclosure proceedings are initiated on non-accrual real estate loans, and C&I loans are actively managed with annual reviews and financial covenants[247](index=247&type=chunk)[248](index=248&type=chunk) [Non-accrual Loans (Asset Quality)](index=73&type=section&id=Non-accrual%20Loans%20(Asset%20Quality)) Non-accrual loans decreased during the quarter, improving the overall asset quality ratio Non-Accrual Loans (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Total non-accrual loans | $35,962 | $40,307 | | Total non-accrual loans to total loans | 0.39% | 0.44% | [Troubled Debt Restructurings (TDRs) (Asset Quality)](index=73&type=section&id=TDRs%20(Asset%20Quality)) The company modified five loans as TDRs in Q1 2022 to assist financially distressed borrowers - Five loans were modified as TDRs in Q1 2022 due to payment deferrals for financially distressed borrowers; **no TDRs in Q1 2021**[254](index=254&type=chunk) - TDRs are evaluated for accrual status and expected credit losses are estimated within the allowance for credit losses[258](index=258&type=chunk) [Other Real Estate Owned (OREO) (Asset Quality)](index=75&type=section&id=OREO%20(Asset%20Quality)) The company held no Other Real Estate Owned properties on its balance sheet at the end of the quarter - OREO is carried at the lower of fair value or book balance, with quarterly reassessments[260](index=260&type=chunk) - There was **no carrying value of OREO properties** on the balance sheet at March 31, 2022, or December 31, 2021, and no provisions for losses were recognized in Q1 2022 or Q1 2021[261](index=261&type=chunk) [Past Due Loans (Asset Quality)](index=75&type=section&id=Past%20Due%20Loans%20(Asset%20Quality)) The volume of past due loans decreased significantly across all delinquency categories during the quarter Past Due Loans (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Loans delinquent 30 to 59 days | $27,100 | $61,200 | | Loans delinquent 60 to 89 days | $924 | $12,100 | | Accruing loans 90 days or more past due | $1,200 | $3,000 | [Allowance for Off-Balance Sheet Exposures](index=77&type=section&id=Allowance%20for%20Off-Balance%20Sheet%20Exposures) The allowance for off-balance sheet exposures remained unchanged from the previous quarter Allowance for Off-Balance Sheet Exposures (March 31, 2022 vs. December 31, 2021) | Item | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Allowance for off-balance sheet exposures | $4,400 | $4,400 | [Allowance for Credit Losses (Asset Quality)](index=77&type=section&id=Allowance%20for%20Credit%20Losses%20(Asset%20Quality)) The company recorded a credit loss recovery in Q1 2022 due to improved macroeconomic conditions - The Company adopted the CECL Standard on January 1, 2021, resulting in an initial **$3.9 million decrease** to the allowance for credit losses[269](index=269&type=chunk)[270](index=270&type=chunk) Credit Loss (Recovery) Provision (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :---------------------------- | | (Credit) provision for credit losses | $(1,600) | $15,800 | - The Q1 2022 credit loss recovery was due to **improved macroeconomic conditions** and reduced reserves for individually evaluated loans[271](index=271&type=chunk) [Comparison of Financial Condition at March 31, 2022 and December 31, 2021](index=78&type=section&id=Comparison%20of%20Financial%20Condition%20at%20March%2031,%202022%20and%20December%2031,%202021) This section compares the company's balance sheet at the end of Q1 2022 with the end of the prior fiscal year [Assets (Financial Condition Comparison)](index=78&type=section&id=Assets%20(Financial%20Condition%20Comparison)) Total assets remained stable, with a shift from securities to cash and derivative assets Asset Changes (March 31, 2022 vs. December 31, 2021) | Item | Change (in thousands) | | :----------------------------------------- | :-------------------- | | Total assets | $11,900 | | Cash and due from banks | $39,300 | | Derivative assets | $26,700 | | Total loans | $9,400 | | Total securities | $(82,100) | [Liabilities (Financial Condition Comparison)](index=80&type=section&id=Liabilities%20(Financial%20Condition%20Comparison)) Total liabilities increased, driven by derivative cash collateral and FHLBNY advances, offsetting a decrease in deposits Liability Changes (March 31, 2022 vs. December 31, 2021) | Item | Change (in thousands) | | :----------------------------------------- | :-------------------- | | Total liabilities | $49,200 | | Derivative cash collateral | $64,500 | | FHLBNY advances | $25,000 | | Total deposits | $(28,900) | [Stockholders' Equity (Financial Condition Comparison)](index=80&type=section&id=Stockholders'%20Equity%20(Financial%20Condition%20Comparison)) Stockholders' equity decreased due to comprehensive loss and capital returns exceeding net income Stockholders' Equity Changes (March 31, 2022 vs. December 31, 2021) | Item | Change (in thousands) | | :----------------------------------------- | :-------------------- | | Total stockholders' equity | $(37,300) | | Other comprehensive loss | $(43,200) | | Repurchases of common stock | $(17,400) | | Common stock dividends | $(9,300) | | Preferred stock dividends | $(1,800) | | Net income | $34,500 | [Comparison of Operating Results for the Three Months Ended March 31, 2022 and 2021](index=80&type=section&id=Comparison%20of%20Operating%20Results%20for%20the%20Three%20Months%20Ended%20March%2031,%202022%20and%202021) This section analyzes the company's income statement performance for Q1 2022 compared to Q1 2021 [General (Operating Results Comparison)](index=80&type=section&id=General%20(Operating%20Results%20Comparison)) The company's net income improved dramatically due to higher net interest income and lower expenses Net Income (Loss) (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :---------------------------- | | Net income (loss) | $34,531 | $(21,034) | - The improvement was driven by increases in net interest income (**$11.3M**), non-interest income (**$14.6M**), and a decrease in non-interest expense (**$32.9M**), along with a credit loss provision decrease (**$17.4M**)[283](index=283&type=chunk) [Net interest income (Operating Results Comparison)](index=82&type=section&id=Net%20interest%20income%20(Operating%20Results%20Comparison)) Net interest income and margin both increased, driven by growth in average interest-earning assets Net Interest Income and Margin (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :---------------------------- | | Net interest income | $89,109 | $77,841 | | Net interest margin (NIM) | 3.19% | 3.14% | - The increase in net interest income was primarily due to a **$1.27 billion increase** in average interest-earning assets[289](index=289&type=chunk) [Interest Income (Operating Results Comparison)](index=82&type=section&id=Interest%20Income%20(Operating%20Results%20Comparison)) Higher average balances in real estate loans and securities drove the increase in total interest income Interest Income Changes by Category (Three Months Ended March 31, 2022 vs. 2021) | Category | Change (in thousands) | | :----------------------------------------- | :-------------------- | | Real estate loans | $10,000 | | Securities | $2,800 | | SBA PPP loans | $(4,600) | - The increase in interest income on real estate loans and securities was primarily due to **higher average balances** resulting from the merger[290](index=290&type=chunk) [Interest Expense (Operating Results Comparison)](index=82&type=section&id=Interest%20Expense%20(Operating%20Results%20Comparison)) Interest expense decreased due to lower rates on deposits and reduced average balances on borrowings Interest Expense Changes by Category (Three Months Ended March 31, 2022 vs. 2021) | Category | Change (in thousands) | | :----------------------------------------- | :-------------------- | | Certificates of Deposit (CDs) | $(1,800) | | FHLBNY advances | $(1,600) | | Money market accounts | $(1,100) | | Subordinated debt | $299 | - The decrease in interest expense was primarily due to **decreased rates** on CDs and money market accounts, and **lower average balances** for FHLBNY advances and CDs[291](index=291&type=chunk) [Provision for Credit Losses (Operating Results Comparison)](index=84&type=section&id=Provision%20for%20Credit%20Losses%20(Operating%20Results%20Comparison)) The company recorded a credit loss recovery in Q1 2022, a significant reversal from the provision in Q1 2021 Credit Loss (Recovery) Provision (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :---------------------------- | | (Credit) provision for credit losses | $(1,600) | $15,800 | - The Q1 2022 recovery was due to **improved macroeconomic conditions** and reduced reserves for individually evaluated loans[293](index=293&type=chunk) [Non-Interest Income (Operating Results Comparison)](index=84&type=section&id=Non-Interest%20Income%20(Operating%20Results%20Comparison)) Non-interest income increased substantially, primarily due to the absence of a large loss on derivative terminations in the prior year Non-Interest Income (Loss) (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :---------------------------- | | Total non-interest income (loss) | $7,203 | $(7,383) | - The increase was primarily due to the absence of a **$16.5 million loss on termination of derivatives** in Q1 2021[294](index=294&type=chunk)[295](index=295&type=chunk) - Service charges and other fees increased by **$1.1 million**, and BOLI income increased by **$500 thousand**[294](index=294&type=chunk) [Non-Interest Expense (Operating Results Comparison)](index=84&type=section&id=Non-Interest%20Expense%20(Operating%20Results%20Comparison)) Non-interest expense decreased significantly due to the absence of merger-related costs from the prior year Non-Interest Expense (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :---------------------------- | | Total non-interest expense | $49,888 | $82,805 | - The decrease was primarily due to the absence of **$37.9 million in merger expenses** and transaction costs, **$1.6 million loss on extinguishment of debt**, and **$1.5 million curtailment loss** from the prior year[296](index=296&type=chunk) [Income Tax Expense (Operating Results Comparison)](index=84&type=section&id=Income%20Tax%20Expense%20(Operating%20Results%20Comparison)) The effective tax rate rose due to the loss of tax benefits from the company's REITs Income Tax Expense (Benefit) and Effective Tax Rate (Three Months Ended March 31, 2022 vs. 2021) | Item | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :---------------------------- | | Income tax expense (benefit) | $13,485 | $(7,092) | | Effective tax rate | 28.1% | 25.2% | - The increase in effective tax rate was primarily due to the **loss of benefits from the Company's REITs**[298](index=298&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=84&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate risk, which is monitored using EVE and NII simulation analyses [General (Market Risk)](index=84&type=section&id=General%20(Market%20Risk)) Interest rate risk is the company's most significant market risk exposure - **Interest rate risk** is the Company's largest market risk component[300](index=300&type=chunk) - No transactions involving derivative instruments requiring bifurcation for hedging interest rate or market risk were conducted in Q1 2022[300](index=300&type=chunk) [Interest Rate Risk Exposure Analysis](index=84&type=section&id=Interest%20Rate%20Risk%20Exposure%20Analysis) The company's Economic Value of Equity increased significantly due to the rising rate environment - The Company monitors interest rate risk using **Economic Value of Equity (EVE)** and **Income Simulation** analyses[301](index=301&type=chunk)[312](index=312&type=chunk) Economic Value of Equity (EVE) (March 31, 2022 vs. December 31, 2021) | Scenario | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :-------------------- | :---------------------------- | :------------------------------- | | Pre-Shock Scenario EVE | $1,740,914 | $1,218,220 | - The increase in EVE was primarily due to the **increased value of the Bank's low-cost deposit base** relative to the current rising rate environment[308](index=308&type=chunk) Estimated Percentage Change in Net Interest Income (Gradual Rate Change) | Gradual Change in Interest rates of: | Year-One | Year-Two | | :----------------------------------- | :------- | :------- | | + 100 Basis Points | 0.5% | 4.4% | [Item 4. Controls and Procedures](index=88&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2022 - Management concluded that the Company's disclosure controls and procedures were **effective** as of March 31, 2022[313](index=313&type=chunk) [Changes in Internal Control Over Financial Reporting](index=88&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) No material changes to internal controls over financial reporting occurred during the first quarter of 2022 - **No material changes** in internal control over financial reporting occurred during the three months ended March 31, 2022[314](index=314&type=chunk) [PART II – OTHER INFORMATION](index=88&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) This part covers legal proceedings, risk factors, stock repurchases, and other required disclosures [Item 1. Legal Proceedings](index=88&type=section&id=Item%201.%20Legal%20Proceedings) No pending legal actions are expected to have a material adverse impact on the company's financial condition - The Company is routinely involved in legal actions in the ordinary course of business[315](index=315&type=chunk) - As of March 31, 2022, no legal actions were deemed likely to have a **material adverse impact** on financial condition or results of operations[315](index=315&type=chunk) [Item 1A. Risk Factors](index=88&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's 2021 Form 10-K - **No changes** to the risk factors disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2021[316](index=316&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=90&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased over 500,000 shares of its common stock during the first quarter of 2022 Common Stock Repurchases (Three Months Ended March 31, 2022) | Period | Total Number of Shares Purchased | Average Price Paid Per Share | | :------------- | :----------------------------- | :--------------------------- | | January 2022 | 120,215 | $35.60 | | February 2022 | 135,317 | $34.35 | | March 2022 | 249,473 | $33.93 | | **Total Q1 2022** | **505,005** | **$34.50 (approx)** | - As of March 31, 2022, **581,682 shares remained available for purchase** under authorized stock repurchase programs[320](index=320&type=chunk) [Item 3. Defaults Upon Senior Securities](index=90&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) There were no defaults upon senior securities during the reporting period - **No defaults** upon senior securities[321](index=321&type=chunk) [Item 4. Mine Safety Disclosures](index=90&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - **Not Applicable**[322](index=322&type=chunk) [Item 5. Other Information](index=90&type=section&id=Item%205.%20Other%20Information) No other information is required to be disclosed under this item - **None**[323](index=323&type=chunk) [Item 6. Exhibits](index=91&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate documents and officer certifications - Includes Restated Certificate of Incorporation, Amended and Restated Bylaws, and certifications of Principal Executive and Financial Officers[325](index=325&type=chunk) - XBRL financial statements and taxonomy documents are filed as exhibits[325](index=325&type=chunk) [SIGNATURES](index=92&type=section&id=SIGNATURES) The report was duly signed by the company's executive officers on May 9, 2022 - Report signed by **Kevin M. O'Connor (CEO)** and **Avinash Reddy (SEVP & CFO)** on May 9, 2022[328](index=328&type=chunk)

Dime Community Bancshares, Inc. (NASDAQ:DCOM) Q1 2022 Earnings Conference Call April 29, 2022 8:30 AM ET Company Participants Kevin O'Connor - President & Chief Executive Officer Avinash Reddy - Senior Executive Vice President & Chief Financial Officer Stuart Lubow - President & Chief Operating Officer Conference Call Participants Mark Fitzgibbon - Piper Sandler William Wallace - Raymond James Chase Haynes - D.A. Davidson Matthew Breese - Stephens Chris O'Connell - KBW Operator Hello, everyone, and welcome ...

Table of Contents 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 Year Ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT Commission file number 001-34096 Dime Community Bancshares, Inc. (Exact name of registrant as specified in its charter) | --- | --- | |----------------------------------------------------------------|----- ...

Dime Community Bancshares, Inc. (NASDAQ:DCOM) Q4 2021 Earnings Conference Call January 28, 2022 8:30 AM ET Company Participants Kevin O'Connor - President & Chief Executive Officer Avinash Reddy - Senior Executive Vice President & Chief Financial Officer Stuart Lubow - President & Chief Operating Officer Conference Call Participants Mark Fitzgibbon - Piper Sandler Matthew Breese - Stephens Inc Christopher O'Connell – KBW Disclaimer*: This transcript is designed to be used alongside the freely available audi ...

[Cautionary Note Regarding Forward-Looking Statements](index=3&type=section&id=Cautionary%20Note%20Regarding%20Forward-Looking%20Statements) This section highlights that the report contains forward-looking statements subject to various risks and uncertainties - The report contains forward-looking statements based on management's assumptions about historical trends, current conditions, and future developments. These statements are not guarantees of future performance and are subject to various **risks and uncertainties**[4](index=4&type=chunk) - Key risk factors include increased **competitive pressure**, fluctuations in **market interest rates**, changes in **deposit flows**, **loan demand**, **real estate values**, and changes in the **quality of loan or investment portfolios**[4](index=4&type=chunk) - The **COVID-19 pandemic** has caused **economic disruption** and impacted the Company's operations and financial results, potentially leading to reduced demand for services, increased loan delinquencies, and operational challenges[4](index=4&type=chunk) [PART I – FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20%E2%80%93%20FINANCIAL%20INFORMATION) This part presents the Company's unaudited condensed consolidated financial statements and management's discussion and analysis [Item 1. Unaudited Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section presents the Company's unaudited condensed consolidated financial statements, including the statements of financial condition, income, comprehensive income, changes in stockholders' equity, and cash flows, along with detailed notes. The financial statements reflect the impact of the February 1, 2021 merger with Bridge Bancorp, Inc., which was accounted for as a reverse merger [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) This statement provides a snapshot of the Company's assets, liabilities, and equity at specific dates Consolidated Statements of Financial Condition (in thousands) | Metric (in thousands) | Sep 30, 2021 | Dec 31, 2020 | | :-------------------- | :----------- | :----------- | | Total Assets | $12,364,381 | $6,781,610 | | Total Liabilities | $11,163,264 | $6,080,514 | | Total Stockholders' Equity | $1,201,117 | $701,096 | - Total assets significantly increased by **$5.58 billion** from December 31, 2020, to September 30, 2021, primarily due to the merger with Bridge Bancorp, Inc. and subsequent increases in loans and securities[8](index=8&type=chunk)[307](index=307&type=chunk) - Total deposits increased to **$10.67 billion** at September 30, 2021, from **$4.53 billion** at December 31, 2020, largely driven by the acquisition of deposits in the merger[8](index=8&type=chunk)[259](index=259&type=chunk) [Consolidated Statements of Income](index=5&type=section&id=Consolidated%20Statements%20of%20Income) This statement details the Company's revenues, expenses, and net income over specific periods Consolidated Statements of Income (in thousands) | Metric (in thousands) | 3 Months Ended Sep 30, 2021 | 3 Months Ended Sep 30, 2020 | 9 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2020 | | :-------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Total Interest Income | $100,658 | $57,396 | $287,814 | $174,935 | | Total Interest Expense| $5,830 | $12,452 | $21,891 | $45,911 | | Net Interest Income | $94,828 | $44,944 | $265,923 | $129,024 | | Net Income | $38,395 | $15,868 | $68,639 | $37,226 | | Diluted EPS | $0.89 | $0.65 | $1.62 | $1.56 | - Net interest income for the three months ended September 30, 2021, increased by **$49.9 million** to **$94.8 million**, and for the nine months ended September 30, 2021, increased by **$136.9 million** to **$265.9 million**, largely due to the merger[12](index=12&type=chunk)[316](index=316&type=chunk)[331](index=331&type=chunk) - The Company recorded a **credit loss recovery of $5.2 million** for the three months ended September 30, 2021, compared to a provision of **$5.9 million** in the prior year, driven by improved macroeconomic conditions and reserve releases[12](index=12&type=chunk)[324](index=324&type=chunk) [Consolidated Statements of Comprehensive Income](index=6&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) This statement presents net income and other comprehensive income components for the periods Consolidated Statements of Comprehensive Income (in thousands) | Metric (in thousands) | 3 Months Ended Sep 30, 2021 | 3 Months Ended Sep 30, 2020 | 9 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2020 | | :-------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Net Income | $38,395 | $15,868 | $68,639 | $37,226 | | Total Other Comprehensive (Loss) Income, Net of Tax | $(5,618) | $2,864 | $4,882 | $(5,599) | | Total Comprehensive Income | $32,777 | $18,732 | $73,521 | $31,627 | - Total comprehensive income for the nine months ended September 30, 2021, was **$73.5 million**, a significant increase from **$31.6 million** in the prior year, primarily due to higher net income and a positive shift in other comprehensive income[15](index=15&type=chunk) - Other comprehensive income (loss) for the nine months ended September 30, 2021, was a **gain of $4.9 million**, compared to a **loss of $5.6 million** in the prior year, influenced by changes in unrealized gains/losses on securities and derivatives[15](index=15&type=chunk)[96](index=96&type=chunk) [Consolidated Statements of Changes in Stockholders' Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity) This statement tracks changes in equity components, including net income and share transactions Consolidated Statements of Changes in Stockholders' Equity (in thousands) | Metric (in thousands) | Jan 1, 2021 (Adjusted) | Sep 30, 2021 | | :-------------------- | :--------------------- | :----------- | | Total Stockholders' Equity | $702,782 | $1,201,117 | | Preferred Stock | $116,569 | $116,569 | | Common Stock | $348 | $416 | | Additional Paid-in Capital | $278,295 | $493,775 | | Retained Earnings | $602,327 | $630,744 | | Accumulated Other Comprehensive Loss | $(5,924) | $(1,042) | | Treasury Stock | $(287,337) | $(29,928) | - Total stockholders' equity increased by **$500.0 million** to **$1.20 billion** at September 30, 2021, primarily due to share issuances associated with the merger (**$491.2 million**), net income (**$38.4 million**), and other comprehensive income (**$4.9 million**)[17](index=17&type=chunk)[18](index=18&type=chunk)[314](index=314&type=chunk) - The Company repurchased **904,160 shares** of common stock during the nine months ended September 30, 2021, with **1,937,588 shares** remaining available under authorized programs[266](index=266&type=chunk) [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This statement categorizes cash inflows and outflows from operating, investing, and financing activities Consolidated Statements of Cash Flows (in thousands) | Metric (in thousands) | 9 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2020 | | :-------------------- | :-------------------------- | :-------------------------- | | Net Cash Provided by Operating Activities | $159,283 | $47,974 | | Net Cash Provided by (Used in) Investing Activities | $1,068,893 | $(249,191) | | Net Cash (Used in) Provided by Financing Activities | $(842,768) | $193,012 | | Cash and Cash Equivalents, End of Period | $629,011 | $147,283 | - Net cash provided by operating activities significantly increased to **$159.3 million** for the nine months ended September 30, 2021, from **$48.0 million** in the prior year, driven by higher net income and adjustments[24](index=24&type=chunk) - Investing activities generated **$1.07 billion** in cash for the nine months ended September 30, 2021, a substantial reversal from a **$249.2 million outflow** in the prior year, primarily due to net cash received in the business combination (**$716.0 million**) and proceeds from sales of available-for-sale securities[24](index=24&type=chunk) - Financing activities resulted in a net cash outflow of **$842.8 million** for the nine months ended September 30, 2021, compared to an inflow of **$193.0 million** in the prior year, mainly due to repayments of FHLBNY advances and other short-term borrowings, partially offset by an increase in deposits[24](index=24&type=chunk)[312](index=312&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the financial statements [Note 1. BASIS OF PRESENTATION](index=12&type=section&id=Note%201.%20BASIS%20OF%20PRESENTATION) This note describes the accounting principles and the impact of the reverse merger on financial reporting - On February 1, 2021, Dime Community Bancshares, Inc. (Legacy Dime) merged into Bridge Bancorp, Inc. (Bridge), with Bridge as the surviving entity renamed **'Dime Community Bancshares, Inc.'** (the 'Holding Company')[27](index=27&type=chunk) - The merger was accounted for as a **reverse merger**, with Legacy Dime deemed the accounting acquirer. Consequently, Legacy Dime's historical financial statements are those of the combined company for periods before February 1, 2021[30](index=30&type=chunk) - As of September 30, 2021, the Company operated **65 branch locations** across Long Island and New York City boroughs[32](index=32&type=chunk) [Note 2. MERGER](index=14&type=section&id=Note%202.%20MERGER) This note details the terms, accounting treatment, and financial impact of the February 2021 merger - The merger, completed on February 1, 2021, involved Legacy Dime shareholders receiving **0.6480 shares** of the Company's common stock for each Legacy Dime share, representing **51.5%** of the combined company's voting interests[41](index=41&type=chunk)[46](index=46&type=chunk) - The Company assumed **$115.0 million** in Legacy Dime's 4.50% Fixed-to-Floating Rate Subordinated Debentures due 2027[44](index=44&type=chunk) Purchase Price Allocation as of Merger Date (in thousands) | Item | Amount | | :------------------------------------ | :------- | | Purchase price consideration | $491,210 | | Fair value of assets acquired | $6,239,014 | | Fair value of liabilities assumed | $5,847,505 | | Fair value of net identifiable assets | $391,509 | | Goodwill resulting from Merger | $99,701 | Pro Forma Combined Results of Operations (in thousands, except per share amounts) | Metric | 3 Months Ended Sep 30, 2021 | 3 Months Ended Sep 30, 2020 | 9 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2020 | | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Net interest income | $93,316 | $86,818 | $274,499 | $252,455 | | Net income | $39,978 | $29,971 | $92,782 | $72,015 | | Basic EPS | $0.93 | $0.68 | $2.11 | $1.66 | | Diluted EPS | $0.93 | $0.68 | $2.11 | $1.66 | [Note 3. SUMMARY OF ACCOUNTING POLICIES](index=20&type=section&id=Note%203.%20SUMMARY%20OF%20ACCOUNTING%20POLICIES) This note outlines key accounting policies, including the adoption of the CECL Standard for credit losses - The Company adopted **ASU No. 2016-13 (CECL Standard)** on January 1, 2021, using the modified retrospective method, after deferring adoption under the CARES Act. This standard requires forward-looking information for credit loss estimates[61](index=61&type=chunk) - The adoption of CECL resulted in an initial **$3.9 million decrease** to the allowance for credit losses and a **$1.4 million increase** to the reserve for unfunded commitments, with an after-tax cumulative-effect adjustment of **$1.7 million** recorded in retained earnings[63](index=63&type=chunk) - The allowance for credit losses is estimated using historical loss experience, current conditions, and reasonable and supportable forecasts, with adjustments for loan-specific and environmental factors[66](index=66&type=chunk) [Note 4. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)](index=29&type=section&id=Note%204.%20ACCUMULATED%20OTHER%20COMPREHENSIVE%20INCOME%20(LOSS)) This note details changes in accumulated other comprehensive income, including securities and derivatives Accumulated Other Comprehensive Income (Loss) Activity (in thousands) | Component | Balance as of Jan 1, 2021 | Net Other Comprehensive (Loss) Income During Period | Balance as of Sep 30, 2021 | | :------------------------------------ | :------------------------ | :------------------------------------------ | :------------------------- | | Securities Available-for-Sale | $12,694 | $(11,204) | $1,490 | | Defined Benefit Plans | $(6,086) | $1,624 | $(4,462) | | Derivatives | $(12,532) | $14,462 | $1,930 | | Total Accumulated Other Comprehensive Income (Loss) | $(5,924) | $4,882 | $(1,042) | - Accumulated other comprehensive loss improved from **$(5.9) million** at January 1, 2021, to **$(1.0) million** at September 30, 2021, primarily driven by a positive change in derivatives and defined benefit plans, partially offset by a decline in securities available-for-sale[95](index=95&type=chunk) [Note 5. EARNINGS PER COMMON SHARE ("EPS")](index=29&type=section&id=Note%205.%20EARNINGS%20PER%20COMMON%20SHARE%20(%22EPS%22)) This note provides the reconciliation and calculation of basic and diluted earnings per common share EPS Reconciliation (in thousands, except share and per share amounts) | Metric | 3 Months Ended Sep 30, 2021 | 3 Months Ended Sep 30, 2020 | 9 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2020 | | :------------------------------------ | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Net income available to common stockholders | $36,573 | $14,046 | $63,174 | $34,264 | | Basic EPS | $0.89 | $0.66 | $1.62 | $1.57 | | Diluted EPS | $0.89 | $0.65 | $1.62 | $1.56 | | Weighted average common shares outstanding (Basic) | 40,425,738 | 21,190,551 | 38,574,157 | 21,656,746 | | Weighted average common and equivalent shares outstanding (Diluted) | 40,426,161 | 21,324,187 | 38,574,857 | 21,791,080 | - Basic and diluted EPS for the three months ended September 30, 2021, increased to **$0.89** from **$0.66** and **$0.65**, respectively, in the prior year, reflecting higher net income available to common stockholders[99](index=99&type=chunk) - Weighted average common shares outstanding for basic EPS increased significantly to **40.4 million** for the three months ended September 30, 2021, from **21.2 million** in the prior year, primarily due to shares issued in the merger[99](index=99&type=chunk) [Note 6. PREFERRED STOCK](index=30&type=section&id=Note%206.%20PREFERRED%20STOCK) This note describes the Company's preferred stock, including its issuance, conversion, and dividend terms - Legacy Dime completed two public offerings of **5.50% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series A**, in February and June 2020, raising **$72.2 million** and **$44.3 million** in net proceeds, respectively[101](index=101&type=chunk) - At the merger's effective time, each outstanding share of Legacy Dime Preferred Stock was converted into one share of a newly created series of the Company's preferred stock with identical powers, preferences, and rights[102](index=102&type=chunk) - The Preferred Stock pays quarterly dividends at a fixed rate of **5.50% per annum** and is perpetual, with the Company having an option to redeem it on or after June 15, 2025, subject to regulatory approval[103](index=103&type=chunk)[104](index=104&type=chunk) [Note 7. INVESTMENT AND MORTGAGE-BACKED SECURITIES](index=32&type=section&id=Note%207.%20INVESTMENT%20AND%20MORTGAGE-BACKED%20SECURITIES) This note details the composition and fair value of the Company's investment and mortgage-backed securities Securities Available-for-Sale (in thousands) | Category | Amortized Cost (Sep 30, 2021) | Fair Value (Sep 30, 2021) | Fair Value (Dec 31, 2020) | | :------------------------------------ | :---------------------------- | :------------------------ | :------------------------ | | Agency notes | $82,475 | $81,018 | $47,421 | | Treasury securities | $248,173 | $247,696 | N/A | | Corporate securities | $122,476 | $126,833 | $64,461 | | Pass-through MBS issued by GSEs | $622,225 | $621,957 | $143,483 | | Agency CMOs | $590,385 | $590,426 | $283,496 | | State and municipal obligations | $41,158 | $41,133 | N/A | | Total securities available-for-sale | $1,706,892 | $1,709,063 | $538,861 | - The Company acquired **$652.0 million** of securities available-for-sale as a result of the merger[107](index=107&type=chunk) - Total securities available-for-sale increased significantly to **$1.71 billion** at September 30, 2021, from **$538.9 million** at December 31, 2020, primarily due to the merger and new purchases[106](index=106&type=chunk) - The carrying amount of securities pledged as collateral increased from **$99.4 million** at December 31, 2020, to **$684.0 million** at September 30, 2021[107](index=107&type=chunk) [Note 8. LOANS HELD FOR INVESTMENT, NET](index=37&type=section&id=Note%208.%20LOANS%20HELD%20FOR%20INVESTMENT%2C%20NET) This note provides a breakdown of the loan portfolio, credit quality, and allowance for credit losses Loans Held for Investment, Net (in thousands) | Loan Category | Sep 30, 2021 | Dec 31, 2020 | | :------------------------------------ | :----------- | :----------- | | One-to-four family residential and cooperative/condominium apartment | $683,665 | $184,989 | | Multifamily residential and residential mixed-use | $3,468,262 | $2,758,743 | | Commercial real estate ("CRE") | $3,814,437 | $1,878,167 | | Acquisition, development, and construction ("ADC") | $285,379 | $156,296 | | Commercial and industrial ("C&I") | $1,012,415 | $641,533 | | Other loans | $20,713 | $2,316 | | Total | $9,284,871 | $5,622,044 | | Allowance for credit losses | $(81,255) | $(41,461) | | Loans held for investment, net | $9,203,616 | $5,580,583 | - The Company recorded **$4.53 billion** of loans held for investment on the merger date, contributing to a total increase of **$3.62 billion** in loans held for investment during the nine months ended September 30, 2021[117](index=117&type=chunk)[308](index=308&type=chunk) - Non-accrual loans totaled **$34.0 million** at September 30, 2021, up from **$17.9 million** at December 31, 2020. The allowance for credit losses increased to **$81.3 million** from **$41.5 million** over the same period[117](index=117&type=chunk)[121](index=121&type=chunk)[286](index=286&type=chunk) - As of September 30, 2021, the Company had **$134.1 million** in SBA PPP loans, which carry a **100% guarantee** from the SBA and no allowance for credit losses. The Company sold **$596.2 million** of SBA PPP loans in June 2021, realizing a **$20.7 million gain**[118](index=118&type=chunk) - The Company had **17 loans** with outstanding balances of **$26.6 million** deferring full principal and interest payments due to COVID-19 as of September 30, 2021, which are not classified as TDRs under the CARES Act[139](index=139&type=chunk)[142](index=142&type=chunk) [Note 9. LEASES](index=47&type=section&id=Note%209.%20LEASES) This note outlines the Company's operating lease assets and liabilities, including merger impacts and maturities - The Company acquired **$45.6 million** of operating lease assets and **$45.3 million** of operating lease liabilities as a result of the merger[153](index=153&type=chunk) - During the nine months ended September 30, 2021, the Company terminated **three leases**, resulting in a **$3.7 million decrease** in operating lease liabilities and a **$4.0 million early termination fee** recorded as branch restructuring costs[154](index=154&type=chunk) Maturities of Operating Lease Liabilities (in thousands) at Sep 30, 2021 | Year | Rent to be Capitalized | | :--------- | :--------------------- | | 2021 | $3,374 | | 2022 | $11,006 | | 2023 | $9,301 | | 2024 | $9,186 | | 2025 | $8,941 | | Thereafter | $25,439 | | Total Undiscounted Lease Payments | $67,247 | | Less amounts representing interest | $(4,377) | | Operating lease liabilities | $62,870 | [Note 10. DERIVATIVES AND HEDGING ACTIVITIES](index=49&type=section&id=Note%2010.%20DERIVATIVES%20AND%20HEDGING%20ACTIVITIES) This note describes the Company's use of interest rate derivatives for risk management and their fair values - The Company uses interest rate derivatives, primarily **interest rate swaps**, to manage interest rate risk and stabilize interest expense, engaging in both cash flow hedges and freestanding derivatives[161](index=161&type=chunk)[162](index=162&type=chunk) - During the nine months ended September 30, 2021, the Company terminated **34 derivatives** with notional values totaling **$785.0 million**, resulting in a **$16.5 million loss** on termination recognized in non-interest income[166](index=166&type=chunk) Fair Value of Derivative Financial Instruments (in thousands) | Type | Sep 30, 2021 Fair Value Assets | Sep 30, 2021 Fair Value Liabilities | Dec 31, 2020 Fair Value Assets | Dec 31, 2020 Fair Value Liabilities | | :------------------------------------ | :----------------------------- | :------------------------------ | :----------------------------- | :------------------------------ | | Interest rate swaps related to FHLBNY advances | $2,811 | $0 | $0 | $(18,442) | | Loan level interest rate swaps with borrower | $36,095 | $(7,414) | $24,764 | $0 | | Loan level interest rate floors with borrower | $0 | $(4,072) | $0 | $(5,832) | | Loan level interest rate swaps with third-party counterparties | $7,414 | $(36,095) | $0 | $(24,764) | | Loan level interest rate floors with third-party counterparties | $4,072 | $0 | $5,832 | $0 | [Note 11. FAIR VALUE OF FINANCIAL INSTRUMENTS](index=52&type=section&id=Note%2011.%20FAIR%20VALUE%20OF%20FINANCIAL%20INSTRUMENTS) This note explains the fair value hierarchy and measurements for the Company's financial instruments - Fair value measurements are categorized into **Level 1** (quoted prices in active markets), **Level 2** (significant other observable inputs), and **Level 3** (significant unobservable inputs)[177](index=177&type=chunk)[178](index=178&type=chunk)[180](index=180&type=chunk) - The Company's marketable equity securities and available-for-sale securities are reported at fair value, primarily using **Level 2 inputs** based on market data and evaluated pricing models[181](index=181&type=chunk)[182](index=182&type=chunk) Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (in thousands) at Sep 30, 2021 | Category | Total | Level 1 Inputs | Level 2 Inputs | Level 3 Inputs | | :------------------------------------ | :---------- | :------------- | :------------- | :------------- | | Securities available-for-sale | $1,709,063 | $0 | $1,709,063 | $0 | | Derivative – cash flow hedges | $2,811 | $0 | $2,811 | $0 | | Derivative – freestanding derivatives, net | $38,889 | $0 | $38,889 | $0 | | Financial Liabilities: Derivative – freestanding derivatives, net | $38,889 | $0 | $38,889 | $0 | - Individually evaluated loans with an allowance for credit losses had a carrying amount of **$55.1 million** at September 30, 2021, with a valuation allowance of **$8.8 million**, measured at fair value on a non-recurring basis using **Level 3 inputs**[187](index=187&type=chunk) [Note 12. OTHER INTANGIBLE ASSETS](index=57&type=section&id=Note%2012.%20OTHER%20INTANGIBLE%20ASSETS) This note details the Company's intangible assets, including core deposit intangibles and amortization - As a result of the merger, the Company recorded **$10.2 million** in core deposit intangible assets and a **$780 thousand** non-compete agreement intangible asset[192](index=192&type=chunk) Intangible Assets (in thousands) at Sep 30, 2021 | Category | Gross Carrying Value | Accumulated Amortization | Net Carrying Amount | | :------------------------------------ | :------------------- | :----------------------- | :------------------ | | Core Deposit Intangibles | $10,204 | $(1,427) | $8,777 | | Non-compete Agreement | $780 | $(480) | $300 | | Total | $10,984 | $(1,907) | $9,077 | - Amortization expense for intangible assets was **$715 thousand** for the three months and **$1.9 million** for the nine months ended September 30, 2021[193](index=193&type=chunk) [Note 13. FEDERAL HOME LOAN BANK OF NEW YORK ADVANCES](index=59&type=section&id=Note%2013.%20FEDERAL%20HOME%20LOAN%20BANK%20OF%20NEW%20YORK%20ADVANCES) This note provides information on FHLBNY advances, including changes due to the merger and repayments FHLBNY Advances (in thousands) | Contractual Maturity | Sep 30, 2021 Amount | Sep 30, 2021 Weighted Average Rate | Dec 31, 2020 Amount | Dec 31, 2020 Weighted Average Rate | | :------------------- | :------------------ | :--------------------------------- | :------------------ | :--------------------------------- | | 2021 | $25,000 | 0.35% | $1,144,010 | 0.52% | | 2022 | N/A | N/A | $60,000 | 0.60% | | Total FHLBNY advances | $25,000 | 0.35% | $1,204,010 | 0.53% | - FHLBNY advances decreased significantly from **$1.20 billion** at December 31, 2020, to **$25.0 million** at September 30, 2021, as the Company used excess liquidity to pay down advances[197](index=197&type=chunk)[312](index=312&type=chunk) - As part of the merger, **$216.3 million** of FHLBNY advances were acquired. During the nine months ended September 30, 2021, the Company extinguished **$209.0 million** of advances, incurring a **$1.8 million prepayment penalty**[198](index=198&type=chunk) [Note 14. SUBORDINATED DEBENTURES](index=60&type=section&id=Note%2014.%20SUBORDINATED%20DEBENTURES) This note details the Company's subordinated debentures, including those assumed in the merger - The Company assumed **$115.0 million** of Legacy Dime's 4.50% Fixed-to-Floating Rate Subordinated Debentures due 2027 as part of the merger[200](index=200&type=chunk) - Total subordinated debentures were **$197.1 million** at September 30, 2021, up from **$114.1 million** at December 31, 2020, reflecting the assumed debt[202](index=202&type=chunk) - Interest expense related to subordinated debt was **$2.2 million** for the three months and **$6.3 million** for the nine months ended September 30, 2021[202](index=202&type=chunk) [Note 15. RETIREMENT AND POSTRETIREMENT PLANS](index=60&type=section&id=Note%2015.%20RETIREMENT%20AND%20POSTRETIREMENT%20PLANS) This note describes the Company's various retirement and postretirement plans and merger-related changes - The Company maintains the Legacy Dime Employee Retirement Plan and two Bridge employee benefit plans (401(k) Plan and Pension Plan) post-merger[203](index=203&type=chunk) - The Dime Community Bank KSOP Plan was terminated on January 31, 2021, prior to the merger, with participants transferring assets to the 401(k) Plan[204](index=204&type=chunk) - The Outside Director Retirement Plan and the Benefit Maintenance Plan (BMP) were terminated in connection with the merger, resulting in lump sum payments of **$2.8 million** and **$6.2 million**, respectively, and a curtailment loss of **$1.5 million**[208](index=208&type=chunk) [Note 16. STOCK-BASED COMPENSATION](index=62&type=section&id=Note%2016.%20STOCK-BASED%20COMPENSATION) This note covers the Company's stock-based compensation plans, including option activity and unrecognized costs - In May 2021, shareholders approved the Dime Community Bancshares, Inc. 2021 Equity Incentive Plan, reserving **1,123,639 shares** for issuance to incentivize officers, employees, and directors[210](index=210&type=chunk)[212](index=212&type=chunk) - All outstanding Legacy Dime stock options were adjusted post-merger to reflect the exchange ratio, and Bridge equity awards continued as Dime common stock awards[213](index=213&type=chunk)[214](index=214&type=chunk) Stock Option Activity (Shares) | Metric | Options Outstanding at Jan 1, 2021 (Adjusted) | Options Acquired | Options Exercised | Options Forfeited | Options Outstanding at Sep 30, 2021 | | :------------------------------------ | :------------------------------------------ | :--------------- | :---------------- | :---------------- | :---------------------------------- | | Number of Options | 18,685 | 180,020 | (17,102) | (29,421) | 152,182 | | Weighted-Average Exercise Price | $23.23 | $35.39 | $23.40 | $35.38 | $35.24 | - As of September 30, 2021, there was **$8.3 million** of unrecognized compensation cost related to unvested Restricted Stock Awards (RSAs) and **$1.0 million** for Performance Based Share Awards (PSAs)[219](index=219&type=chunk)[223](index=223&type=chunk) [Note 17. INCOME TAXES](index=66&type=section&id=Note%2017.%20INCOME%20TAXES) This note presents the Company's effective tax rates and factors influencing their changes Consolidated Effective Tax Rates | Period | Effective Tax Rate | | :-------------------------- | :----------------- | | 3 Months Ended Sep 30, 2021 | 27.5% | | 3 Months Ended Sep 30, 2020 | 21.9% | | 9 Months Ended Sep 30, 2021 | 29.2% | | 9 Months Ended Sep 30, 2020 | 21.7% | - The increase in the effective tax rate for the nine months ended September 30, 2021, compared to the prior year, was primarily due to the **loss of benefits from the Company's REITs** and **non-deductible expenses**[226](index=226&type=chunk)[329](index=329&type=chunk)[344](index=344&type=chunk) [Note 18. MERGER RELATED EXPENSES](index=66&type=section&id=Note%2018.%20MERGER%20RELATED%20EXPENSES) This note details the expenses incurred by the Company directly related to the merger transaction - Merger-related expenses, recorded in non-interest expense, totaled **$1.1 million** for employee severance and compensation and **$1.4 million** for transaction costs during the three months ended September 30, 2021[227](index=227&type=chunk) - For the nine months ended September 30, 2021, merger-related expenses included **$15.0 million** for employee severance and compensation and **$27.3 million** for transaction costs[227](index=227&type=chunk) [Note 19. BRANCH RESTRUCTURING COSTS](index=68&type=section&id=Note%2019.%20BRANCH%20RESTRUCTURING%20COSTS) This note outlines costs associated with combining and restructuring branch locations post-merger - The Company incurred **$4.5 million** in branch restructuring costs for the three months and **$6.2 million** for the nine months ended September 30, 2021, related to combining five branch locations[229](index=229&type=chunk) - These costs included early lease terminations and accelerated depreciation of fixed assets[229](index=229&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=69&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 results of operations, highlighting the impact of the merger, COVID-19 developments, and key financial performance metrics. It includes detailed comparisons of financial condition and operating results for the three and nine months ended September 30, 2021, versus 2020 [Overview](index=69&type=section&id=Overview) This section provides a general description of the Company's business model and the impact of the merger - Dime Community Bancshares, Inc. (formerly Bridge Bancorp, Inc.) is a bank holding company primarily dependent on dividends from its wholly-owned subsidiary, Dime Community Bank (formerly BNB Bank)[231](index=231&type=chunk) - The Company's income is mainly derived from **net interest income** (interest on loans and investments minus interest on deposits and borrowings) and **non-interest income** from fees, loan swaps, and sales of securities/loans[231](index=231&type=chunk) - The merger of Legacy Dime into Bridge Bancorp, Inc. on February 1, 2021, resulted in Bridge becoming the surviving entity under the name **'Dime Community Bancshares, Inc.'**, with Legacy Dime's bank subsidiary merging into BNB Bank, which was renamed **'Dime Community Bank'**[232](index=232&type=chunk)[234](index=234&type=chunk) [Recent Developments Relating to the COVID-19 Pandemic](index=69&type=section&id=Recent%20Developments%20Relating%20to%20the%20COVID-19%20Pandemic) This section discusses the Company's operational responses and loan deferral programs related to COVID-19 - The Company's banking operations remained open as an essential business, with retail branches following CDC guidance and offering mobile/digital banking. Many back-office personnel work remotely[236](index=236&type=chunk)[237](index=237&type=chunk) - As of September 30, 2021, **17 loans** totaling **$26.6 million** were deferring full principal and interest payments due to COVID-19, which are not classified as troubled debt restructurings (TDRs) under the CARES Act[241](index=241&type=chunk) - The Company originated over **$1.90 billion** in SBA Paycheck Protection Program (PPP) loans through September 30, 2021, and sold **$596.2 million** of its PPP loan portfolio to redeploy funds[243](index=243&type=chunk) [Selected Financial Highlights and Other Data](index=72&type=section&id=Selected%20Financial%20Highlights%20and%20Other%20Data) This section presents key financial performance indicators and ratios for the reported periods Selected Financial Highlights | Metric | 3 Months Ended Sep 30, 2021 | 3 Months Ended Sep 30, 2020 | 9 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2020 | | :------------------------------------ | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Reported EPS (Diluted) | $0.89 | $0.65 | $1.62 | $1.56 | | Return on average assets | 1.22% | 0.98% | 0.76% | 0.78% | | Return on average equity | 12.69% | 9.22% | 8.00% | 7.59% | | Net interest margin | 3.20% | 2.92% | 3.15% | 2.83% | | Efficiency ratio | 54.3% | 48.6% | 65.3% | 54.3% | | Non-performing loans | $34,020 | $12,424 | $34,020 | $12,424 | | Allowance for credit loss/Total loans | 0.88% | 0.87% | 0.88% | 0.87% | - Diluted EPS increased to **$0.89** for the three months ended September 30, 2021, from **$0.65** in the prior year, and to **$1.62** for the nine months, from **$1.56**[248](index=248&type=chunk) - Net interest margin improved to **3.20%** for the three months ended September 30, 2021, from **2.92%** in the prior year, and to **3.15%** for the nine months, from **2.83%**[248](index=248&type=chunk) - Non-performing loans increased to **$34.0 million** at September 30, 2021, from **$12.4 million** in the prior year, while the allowance for credit loss to total loans remained stable at **0.88%**[248](index=248&type=chunk) [Critical Accounting Policies](index=72&type=section&id=Critical%20Accounting%20Policies) This section identifies the Company's most significant accounting policies requiring complex judgments - The Company's most critical accounting policies are the methodologies used to determine the **allowance for credit losses** (including loan commitments) and the accounting for **loans acquired in a business combination**[250](index=250&type=chunk) - These policies involve significant complexity and require management to make difficult and subjective judgments, necessitating assumptions and estimates about highly uncertain matters[250](index=250&type=chunk) [Liquidity and Capital Resources](index=72&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the Company's funding sources, deposit trends, and capital adequacy ratios - The Bank's primary funding sources include **deposits**, **loan/MBS payments**, **investment security payments**, and **FHLBNY advances**. It also utilizes repurchase agreements and may sell or securitize loans[255](index=255&type=chunk)[257](index=257&type=chunk) - Total deposits increased by **$6.15 billion** during the nine months ended September 30, 2021, primarily due to the merger, while Certificates of Deposit (CDs) decreased by **$306.4 million** due to non-renewal of higher-cost CDs[259](index=259&type=chunk) - The Bank decreased its outstanding FHLBNY advances by **$1.18 billion** during the nine months ended September 30, 2021, and had an additional unused borrowing capacity of **$3.25 billion** through the FHLBNY[260](index=260&type=chunk)[259](index=259&type=chunk) Company and Bank Capital Ratios (Basel III Capital Rules) at Sep 30, 2021 | Ratio | Bank | Consolidated Company | Basel III Minimum Requirement | To Be Categorized as "Well Capitalized" | | :-------------------------- | :--- | :------------------- | :---------------------------- | :-------------------------------------- | | Tier 1 common equity ratio | 12.7%| 9.9% | 4.5% | 6.5% | | Tier 1 risk-based capital ratio | 12.7%| 11.2% | 6.0% | 8.0% | | Total risk-based capital ratio | 13.7%| 14.1% | 8.0% | 10.0% | | Tier 1 leverage ratio | 9.6% | 8.4% | 4.0% | 5.0% | [Contractual Obligations](index=76&type=section&id=Contractual%20Obligations) This section outlines the Company's significant contractual commitments, including leases and borrowings - The Bank is obligated to make rental payments under leases for its branches and equipment[268](index=268&type=chunk) - Significant borrowings include **FHLBNY advances**, **overnight/short-term borrowings**, and **customer/brokered Certificates of Deposit** with fixed contractual interest rates[268](index=268&type=chunk) [Off-Balance Sheet Arrangements](index=76&type=section&id=Off-Balance%20Sheet%20Arrangements) This section describes the Company's commitments to extend credit that are not recognized on the balance sheet - The Bank has outstanding commitments to extend credit to third parties as part of its loan origination business, which are granted under regular underwriting standards[269](index=269&type=chunk) - Since these loan commitments may expire prior to funding, their contract amounts do not represent estimates of future cash flows[269](index=269&type=chunk) [Asset Quality](index=76&type=section&id=Asset%20Quality) This section reviews the quality of the Company's loan portfolio, non-accrual loans, and credit loss allowance - The Bank does not originate or purchase subprime loans. It reviews delinquent loans quarterly and reports to the Board on non-performing and delinquent loans[270](index=270&type=chunk)[278](index=278&type=chunk) - As of September 30, 2021, the Company had **17 loans** with outstanding balances of **$26.6 million** in P&I deferrals due to COVID-19, which are exempt from TDR classification under the CARES Act[274](index=274&type=chunk)[276](index=276&type=chunk) - Non-accrual loans totaled **$34.0 million** at September 30, 2021, an increase from **$17.9 million** at December 31, 2020. The Bank generally discontinues interest accrual on loans 90 days or more past due[286](index=286&type=chunk)[288](index=288&type=chunk)[280](index=280&type=chunk) - The Company adopted the **CECL Standard** on January 1, 2021, resulting in an initial **$3.9 million decrease** to the allowance for credit losses and a **$1.4 million increase** to the reserve for unfunded commitments[303](index=303&type=chunk)[304](index=304&type=chunk) - A **credit loss recovery of $5.2 million** was recognized for the three months ended September 30, 2021, and a provision of **$6.3 million** for the nine months, influenced by macroeconomic conditions and acquired non-PCD loans[305](index=305&type=chunk) [Comparison of Financial Condition at September 30, 2021 and December 31, 2020](index=84&type=section&id=Comparison%20of%20Financial%20Condition%20at%20September%2030%2C%202021%20and%20December%2031%2C%202020) This section analyzes changes in the Company's balance sheet, including assets, liabilities, and equity - Total assets increased by **$5.58 billion** to **$12.36 billion** at September 30, 2021, primarily due to the merger, which led to a **$3.62 billion increase** in the loan portfolio and a **$1.20 billion increase** in securities[307](index=307&type=chunk)[308](index=308&type=chunk) - Total liabilities increased by **$5.08 billion** to **$11.16 billion**, mainly driven by a **$6.15 billion increase** in deposits and an **$83.1 million increase** in subordinated debt from the merger[312](index=312&type=chunk) - Stockholders' equity increased by **$500.0 million** to **$1.20 billion**, attributed to **$491.2 million** in merger-related share issuances, **$38.4 million** in net income, and **$4.9 million** in other comprehensive income[314](index=314&type=chunk) [Comparison of Operating Results for the Three Months Ended September 30, 2021 and 2020](index=86&type=section&id=Comparison%20of%20Operating%20Results%20for%20the%20Three%20Months%20Ended%20September%2030%2C%202021%20and%202020) This section compares the Company's income statement performance for the three-month periods - Net income for the three months ended September 30, 2021, was **$38.4 million**, up from **$15.9 million** in the prior year, largely due to a **$49.9 million increase** in net interest income and an **$11.1 million decrease** in credit loss provision[316](index=316&type=chunk) - Net interest income increased by **$49.9 million** to **$94.8 million**, with net interest margin improving to **3.20%** from **2.92%**, driven by higher average interest-earning assets from the merger[321](index=321&type=chunk) - Interest expense decreased by **$6.6 million** to **$5.8 million**, primarily due to reduced interest rates on CDs and a **$1.02 billion decrease** in average FHLBNY advances[323](index=323&type=chunk) - Non-interest expense increased by **$31.9 million** to **$56.8 million**, mainly due to higher salaries and employee benefits, occupancy costs, professional services, merger expenses, and branch restructuring costs related to the merger[327](index=327&type=chunk) [Comparison of Operating Results for the Nine Months Ended September 30, 2021 and 2020](index=90&type=section&id=Comparison%20of%20Operating%20Results%20for%20the%20Nine%20Months%20Ended%20September%2030%2C%202021%20and%202020) This section compares the Company's income statement performance for the nine-month periods - Net income for the nine months ended September 30, 2021, increased by **$31.4 million** to **$68.6 million**, driven by a **$136.9 million increase** in net interest income and a **$13.7 million decrease** in credit loss provision[331](index=331&type=chunk) - Net interest income increased by **$136.9 million** to **$265.9 million**, with net interest margin improving to **3.15%** from **2.83%**, primarily due to a **$5.21 billion increase** in average interest-earning assets from the merger[336](index=336&type=chunk) - Interest expense decreased by **$24.0 million** to **$21.9 million**, mainly due to lower CD rates and a **$691.4 million decrease** in average FHLBNY advances[338](index=338&type=chunk) - Non-interest income increased by **$13.1 million** to **$31.9 million**, primarily from a **$21.2 million increase** in SBA loan sales gains and **$7.5 million** in service charges, partially offset by a **$16.5 million loss** on derivative terminations[341](index=341&type=chunk) - Non-interest expense increased by **$114.3 million** to **$194.5 million**, largely due to **$39.8 million** in merger expenses, **$35.7 million** in salaries, and **$6.2 million** in branch restructuring costs[342](index=342&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=94&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section updates the Company's market risk disclosures, focusing on interest rate risk, which remains the largest component. It presents an analysis of the Economic Value of Equity (EVE) and Net Interest Income (NII) sensitivity to interest rate changes [General](index=94&type=section&id=General) This section identifies interest rate risk as the Company's primary market risk exposure - The Company's primary market risk is **interest rate risk**; it is not exposed to foreign currency exchange or commodity price risk[346](index=346&type=chunk) - No transactions involving derivative instruments for hedging interest rate or market risk requiring bifurcation were conducted during the three and nine months ended September 30, 2021[346](index=346&type=chunk) [Interest Rate Risk Exposure Analysis](index=94&type=section&id=Interest%20Rate%20Risk%20Exposure%20Analysis) This section analyzes the impact of interest rate changes on the Company's economic value of equity and net interest income - The Company uses **Economic Value of Equity (EVE) analysis** to simulate the impact of interest rate volatility on the present value of assets, liabilities, and off-balance sheet items[347](index=347&type=chunk) Economic Value of Equity (EVE) Analysis (in thousands) | Rate Shock Scenarios | Sep 30, 2021 EVE | Sep 30, 2021 Dollar Change | Sep 30, 2021 Percentage Change | Dec 31, 2020 EVE | Dec 31, 2020 Dollar Change | Dec 31, 2020 Percentage Change | | :------------------- | :--------------- | :------------------------- | :----------------------------- | :--------------- | :------------------------- | :----------------------------- | | +200 Basis Points | $1,369,702 | $222,016 | 19.34% | $601,319 | $7,892 | 1.33% | | +100 Basis Points | $1,280,262 | $132,576 | 11.55% | $597,398 | $3,971 | 0.67% | | Pre-Shock Scenario | $1,147,686 | — | — | $593,427 | — | — | - The Company's Pre-Shock Scenario EVE increased significantly from **$593.4 million** at December 31, 2020, to **$1.15 billion** at September 30, 2021, primarily due to the merger[354](index=354&type=chunk) Net Interest Income (NII) Simulation Analysis (12-month period from Sep 30, 2021) | Gradual Change in Interest rates of: | Percentage Change in Net Interest Income | | :----------------------------------- | :--------------------------------------- | | +200 Basis Points | 1.28% | | +100 Basis Points | 0.47% | [Item 4. Controls and Procedures](index=96&type=section&id=Item%204.%20Controls%20and%20Procedures) This section details the effectiveness of the Company's disclosure controls and procedures and reports on changes in internal control over financial reporting [Changes in Internal Control Over Financial Reporting](index=98&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) This section reports on the effectiveness of disclosure controls and changes in internal control over financial reporting - Management concluded that the Company's disclosure controls and procedures were **effective** as of September 30, 2021[359](index=359&type=chunk) - Changes in internal control over financial reporting occurred during the nine months ended September 30, 2021, related to the adoption of **CECL** and **business combinations**[360](index=360&type=chunk) [PART II – OTHER INFORMATION](index=98&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) This part includes disclosures on legal proceedings, risk factors, equity sales, and other relevant information [Item 1. Legal Proceedings](index=98&type=section&id=Item%201.%20Legal%20Proceedings) This section addresses legal proceedings involving the Company - The Company is routinely involved in various pending or threatened legal actions in the ordinary course of business[361](index=361&type=chunk) - Management believes that as of September 30, 2021, no actions or proceedings were likely to have a **material adverse impact** on the Company's financial condition and results of operations[361](index=361&type=chunk) [Item 1A. Risk Factors](index=98&type=section&id=Item%201A.%20Risk%20Factors) This section refers to the Company's risk factors - There have been **no changes** to the risk factors disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2020[362](index=362&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=98&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 activities Common Stock Repurchase Program (Shares) | Period | Total Number of Shares Purchased | Average Price Paid Per Share | | :------------ | :------------------------------- | :--------------------------- | | July 2021 | 253,145 | $31.84 | | August 2021 | 71,284 | $33.38 | | September 2021| 155,610 | $32.10 | - In August 2021, the Company adopted a new stock repurchase program authorizing the purchase of up to **2,043,968 shares** upon completion of the existing program[367](index=367&type=chunk) - As of September 30, 2021, **1,937,588 shares** remained available for purchase under the authorized repurchase programs[367](index=367&type=chunk) [Item 3. Defaults Upon Senior Securities](index=98&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section confirms no defaults on senior securities - There were **no defaults** upon senior securities[365](index=365&type=chunk) [Item 4. Mine Safety Disclosures](index=98&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section states that mine safety disclosures are not applicable to the Company - Mine Safety Disclosures are **not applicable** to the Company[366](index=366&type=chunk) [Item 5. Other Information](index=100&type=section&id=Item%205.%20Other%20Information) This section indicates no other information to report - There is **no other information** to report in this section[370](index=370&type=chunk) [Item 6. Exhibits](index=101&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed as part of the Form 10-Q - The exhibits include the Restated Certificate of Incorporation, Amended and Restated Bylaws, Certifications of Principal Executive and Financial Officers, and XBRL financial statements[372](index=372&type=chunk) [Signatures](index=102&type=section&id=Signatures) This section contains the official signatures of the Company's principal executive and financial officers - The report is signed by **Kevin M. O'Connor**, Chief Executive Officer, and **Avinash Reddy**, Senior Executive Vice President and Chief Financial Officer, on **November 9, 2021**[376](index=376&type=chunk)

Dime Community Bancshares, Inc. (NASDAQ:DCOM) Q3 2021 Earnings Conference Call October 29, 2021 8:30 AM ET Company Participants Kevin O'Connor - President & Chief Executive Officer Avi Reddy - Chief Financial Officer Stu Lubow - President & Chief Operating Officer Conference Call Participants Mark Fitzgibbon - Piper Sandler William Wallace - Raymond James Matthew Breese - Stephens Inc Operator Good day, and welcome to the Dime Community Bancshares Incorporated Third Quarter Earnings Conference Call 2021. Al ...