PART I. FINANCIAL INFORMATION [Financial Statements (unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) Unaudited consolidated financial statements for periods ended December 31, 2022, and June 30, 2022, are presented with accompanying notes [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets increased to **$2.62 billion** by December 31, 2022, driven by higher net loans receivable, with liabilities and shareholders' equity also rising Consolidated Statements of Financial Condition (in thousands) | Assets & Liabilities | December 31, 2022 | June 30, 2022 | | :--- | :--- | :--- | | **Total Assets** | **$2,616,315** | **$2,571,740** | | Total cash and cash equivalents | $60,816 | $69,009 | | Net loans receivable | $1,367,866 | $1,229,355 | | Securities available-for-sale | $335,118 | $408,062 | | Securities held-to-maturity | $742,470 | $761,852 | | **Total Liabilities** | **$2,448,108** | **$2,414,026** | | Total deposits | $2,265,394 | $2,212,604 | | Borrowings from FHLB, short-term | $107,600 | $123,700 | | **Total Shareholders' Equity** | **$168,207** | **$157,714** | [Consolidated Statements of Income](index=5&type=section&id=Consolidated%20Statements%20of%20Income) Net income for the six months ended December 31, 2022, increased by **16%** to **$16.2 million**, driven by higher net interest income Key Income Statement Data (in thousands, except per share data) | Metric | Three Months Ended Dec 31, 2022 | Three Months Ended Dec 31, 2021 | Six Months Ended Dec 31, 2022 | Six Months Ended Dec 31, 2021 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $15,923 | $14,453 | $31,757 | $28,852 | | Provision for loan losses | $244 | $1,280 | ($255) | $2,268 | | Total Noninterest Income | $2,895 | $3,238 | $5,993 | $6,167 | | Total Noninterest Expense | $9,951 | $8,337 | $18,748 | $16,298 | | **Net Income** | **$7,198** | **$6,877** | **$16,234** | **$13,991** | | **Basic and Diluted EPS** | **$0.85** | **$0.81** | **$1.91** | **$1.64** | [Consolidated Statements of Comprehensive Income](index=6&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income for the six months ended December 31, 2022, was **$11.6 million**, with net income offset by unrealized losses on available-for-sale securities Comprehensive Income (in thousands) | Metric | Three Months Ended Dec 31, 2022 | Three Months Ended Dec 31, 2021 | Six Months Ended Dec 31, 2022 | Six Months Ended Dec 31, 2021 | | :--- | :--- | :--- | :--- | :--- | | Net Income | $7,198 | $6,877 | $16,234 | $13,991 | | Total other comprehensive income (loss), net of taxes | $1,975 | ($1,218) | ($4,643) | ($2,572) | | **Comprehensive Income** | **$9,173** | **$5,659** | **$11,591** | **$11,419** | [Consolidated Statements of Changes in Shareholders' Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Shareholders' equity increased to **$168.2 million** by December 31, 2022, driven by net income, partially offset by dividends and other comprehensive loss Changes in Shareholders' Equity - Six Months Ended Dec 31, 2022 (in thousands) | Component | Amount | | :--- | :--- | | Balance at June 30, 2022 | $157,714 | | Net Income | $16,234 | | Dividends declared | ($1,098) | | Other comprehensive loss, net of taxes | ($4,643) | | **Balance at December 31, 2022** | **$168,207** | [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Cash and cash equivalents decreased by **$8.2 million** for the six months ended December 31, 2022, due to investing activities largely offset by operating and financing cash flows Cash Flow Summary - Six Months Ended (in thousands) | Activity | 2022 | 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $10,042 | $13,358 | | Net cash used in investing activities | ($53,827) | ($233,335) | | Net cash provided by financing activities | $35,592 | $133,730 | | **Net decrease in cash and cash equivalents** | **($8,193)** | **($86,247)** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, the nature of operations, and specifics on financial instruments, including the upcoming CECL model adoption and a legal settlement reserve - The company will adopt the new CECL (Current Expected Credit Loss) standard for the fiscal year beginning July 1, 2023, which is expected to have a significant impact on the methodology for calculating the allowance for credit losses[82](index=82&type=chunk)[83](index=83&type=chunk) - A putative class action lawsuit regarding overdraft fees has been settled in principle, with the company reserving **$1.15 million** in the quarter ended December 31, 2022, in connection with this matter[103](index=103&type=chunk) - On January 18, 2023, the Board of Directors declared a quarterly cash dividend of **$0.14 per share**, payable on February 27, 2023[104](index=104&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=35&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management's analysis highlights a **16.0%** increase in net income for the six months ended December 31, 2022, driven by strong loan growth and higher net interest income, despite increased noninterest expenses [Comparison of Financial Condition](index=36&type=section&id=Comparison%20of%20Financial%20Condition) Total assets grew by **$44.6 million** (1.7%) to **$2.6 billion** by December 31, 2022, primarily fueled by an **11.3%** increase in net loans, while nonperforming assets decreased - Total assets increased by **$44.6 million**, or **1.7%**, to **$2.6 billion** at December 31, 2022, compared to June 30, 2022[118](index=118&type=chunk) - Net loans receivable increased by **$138.5 million** (**11.3%**), driven by growth in commercial real estate loans (**$110.0 million**) and residential real estate loans (**$10.8 million**)[118](index=118&type=chunk)[122](index=122&type=chunk) - Securities available-for-sale and held-to-maturity decreased by **$92.3 million** (**7.9%**), as maturing investments were used to fund loan growth[118](index=118&type=chunk)[120](index=120&type=chunk) - Nonperforming assets decreased to **$5.4 million** (**0.21%** of total assets) at Dec 31, 2022, from **$6.4 million** (**0.25%** of total assets) at June 30, 2022[128](index=128&type=chunk)[129](index=129&type=chunk) [Comparison of Operating Results](index=42&type=section&id=Comparison%20of%20Operating%20Results) Net income increased **16.0%** to **$16.2 million** for the six months ended December 31, 2022, driven by net interest income growth, despite higher interest and noninterest expenses Year-over-Year Operating Results Comparison (Six Months Ended Dec 31) | Metric (in thousands) | 2022 | 2021 | Change (%) | | :--- | :--- | :--- | :--- | | Net Interest Income | $31,757 | $28,852 | +10.1% | | Provision for Loan Losses | ($255) | $2,268 | -111.2% | | Noninterest Income | $5,993 | $6,167 | -2.8% | | Noninterest Expense | $18,748 | $16,298 | +15.0% | | **Net Income** | **$16,234** | **$13,991** | **+16.0%** | - The increase in noninterest expense was primarily due to a non-recurring litigation reserve expense of **$1.2 million** and increases in salaries and employee benefits to support growth[165](index=165&type=chunk) - The provision for loan losses was a benefit of **$255,000** for the six months ended Dec 31, 2022, compared to a charge of **$2.3 million** in the prior year, due to a decrease in adversely classified loans[161](index=161&type=chunk) [Liquidity and Capital Resources](index=48&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with **$60.8 million** in cash and **$280.1 million** in unused credit lines, and both the bank and its subsidiary exceed all regulatory capital requirements - At December 31, 2022, the Company had **$60.8 million** in cash and cash equivalents and **$280.1 million** available in unused lines of credit[167](index=167&type=chunk) The Bank of Greene County Capital Ratios (Actual) - Dec 31, 2022 | Ratio | Actual | To Be Well Capitalized Requirement | | :--- | :--- | :--- | | Total risk-based capital | 15.9% | 10.0% | | Tier 1 risk-based capital | 14.7% | 8.0% | | Common equity tier 1 capital | 14.7% | 6.5% | | Tier 1 leverage ratio | 8.5% | 5.0% | [Quantitative and Qualitative Disclosures About Market Risk](index=52&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable to the company, as it qualifies as a smaller reporting company - Not applicable to smaller reporting companies[173](index=173&type=chunk) [Controls and Procedures](index=52&type=section&id=Item%204.%20Controls%20and%20Procedures) The company's disclosure controls and procedures were deemed effective as of the end of the reporting period, with no material changes to internal control over financial reporting - The Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of the end of the reporting period[174](index=174&type=chunk) - There were no changes in the Company's internal control over financial reporting during the last fiscal quarter that materially affected, or are reasonably likely to materially affect, these controls[175](index=175&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=52&type=section&id=Item%201.%20Legal%20Proceedings) The company is party to a putative class action lawsuit concerning overdraft fees, for which an agreement in principle to settle has been reached, and a **$1.15 million** reserve recorded - The company is involved in a class action complaint alleging improper assessment of overdraft fees, with an agreement in principle to settle reached and a reserve of **$1.15 million** recorded in Q2 FY2023[103](index=103&type=chunk)[176](index=176&type=chunk) [Risk Factors](index=52&type=section&id=Item%201A.%20Risk%20Factors) This section is not applicable to the company, as it qualifies as a smaller reporting company - Not applicable to smaller reporting companies[177](index=177&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=52&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company has a stock repurchase program authorizing up to **200,000** shares, with no repurchases made during the quarter ended December 31, 2022 - The Company has a stock repurchase program authorizing up to **200,000** shares, with no repurchases made during the quarter ended December 31, 2022[178](index=178&type=chunk) [Exhibits](index=53&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the amended company charter, CEO/CFO certifications, and financial data in iXBRL format - Filed exhibits include the amended company charter, CEO/CFO certifications, and financial statements in iXBRL format[180](index=180&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT Commission File Number: 0-25165 GREENE COUNTY BANCORP, INC. (Exact Name of Registrant as Specified in i ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 302 Main Street, Catskill, New York 12414 (Address of Principal Executive Office) (Zip Code) FORM 10-K (518) 943-2600 (Issuer's Telephone Number including area code) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2022 OR ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transaction period from ___________________ to __________ ...

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 302 Main Street, Catskill, New York 12414 (Address of principal executive office) (Zip code) Registrant's telephone number, including area code: (518) 943-2600 Securities registered pursuant to Section 12(b) of the Act: Title of class Trading symbol Name of exchange on which registered Common Stock, $0.10 par value GCBC The Nasdaq Stock Market FOR T ...

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements (unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) The unaudited consolidated financial statements present Greene County Bancorp, Inc.'s financial condition and performance as of December 31, 2021, with total assets reaching $2.35 billion and six-month net income at $14.0 million [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets increased to $2.35 billion by December 31, 2021, driven by growth in securities and loans, with shareholders' equity rising to $160.0 million Consolidated Balance Sheet Highlights (in thousands) | Metric | Dec 31, 2021 | June 30, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$2,345,088** | **$2,200,335** | | Total cash and cash equivalents | $63,528 | $149,775 | | Net loans receivable | $1,122,965 | $1,085,947 | | Total securities (AFS & HTM) | $1,067,918 | $887,804 | | **Total Liabilities** | **$2,185,105** | **$2,050,751** | | Total deposits | $2,073,357 | $2,005,108 | | Borrowings & Subordinated notes | $89,217 | $22,644 | | **Total Shareholders' Equity** | **$159,983** | **$149,584** | [Consolidated Statements of Income](index=5&type=section&id=Consolidated%20Statements%20of%20Income) Net income for the three months ended December 31, 2021, increased 11.0% to $6.9 million, with six-month net income rising 26.4% to $14.0 million Key Performance Indicators (Three Months Ended Dec 31) | Metric (in thousands, except per share) | 2021 | 2020 | | :--- | :--- | :--- | | Net Interest Income | $14,453 | $13,609 | | Provision for loan losses | $1,280 | $1,262 | | Total Noninterest Income | $3,238 | $2,394 | | **Net Income** | **$6,877** | **$6,195** | | **Basic and Diluted EPS** | **$0.81** | **$0.73** | Key Performance Indicators (Six Months Ended Dec 31) | Metric (in thousands, except per share) | 2021 | 2020 | | :--- | :--- | :--- | | Net Interest Income | $28,852 | $25,425 | | Provision for loan losses | $2,268 | $2,505 | | Total Noninterest Income | $6,167 | $4,472 | | **Net Income** | **$13,991** | **$11,070** | | **Basic and Diluted EPS** | **$1.64** | **$1.30** | [Consolidated Statements of Comprehensive Income](index=6&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income for the six months ended December 31, 2021, was $11.4 million, reflecting net income partially offset by a $2.6 million other comprehensive loss from unrealized securities losses - **Total other comprehensive loss**, net of taxes, was **$(2,572,000)** for the six months ended December 31, 2021, a significant increase from the **$(198,000)** loss in the same period of 2020. This was driven by unrealized losses on available-for-sale securities[12](index=12&type=chunk) [Consolidated Statements of Changes in Shareholders' Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Shareholders' equity increased to $160.0 million by December 31, 2021, driven by net income, partially offset by dividends and other comprehensive loss - For the six months ended December 31, 2021, **retained earnings** increased by **$12.97 million** (net income of **$13.99 million** less dividends of **$1.02 million**)[17](index=17&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Cash and cash equivalents decreased by $86.2 million for the six months ended December 31, 2021, primarily due to investing activities funded by financing and operating cash flows Net Cash Flow Summary (Six Months Ended Dec 31, 2021, in thousands) | Activity | Amount | | :--- | :--- | | Net cash provided by operating activities | $13,358 | | Net cash used by investing activities | $(233,335) | | Net cash provided by financing activities | $133,730 | | **Net decrease in cash and cash equivalents** | **$(86,247)** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies and financial statement items, including securities, loans, and the critical allowance for loan losses, which requires significant management judgment - The company's primary business is operating The Bank of Greene County, which attracts deposits and invests them in loans and securities within the Hudson Valley and Capital District Regions of New York State[24](index=24&type=chunk) - The allowance for loan losses is a critical accounting policy, based on management's estimation of inherent risk, portfolio composition, and economic conditions[23](index=23&type=chunk) - The company will adopt the new CECL model for credit losses for the fiscal year beginning after December 15, 2022[92](index=92&type=chunk)[93](index=93&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition and operating results, noting total assets grew to $2.3 billion and six-month net income increased 26.4% to $14.0 million, driven by asset growth and PPP loan fee recognition [Comparison of Financial Condition (at Dec 31, 2021 and June 30, 2021)](index=40&type=section&id=Comparison%20of%20Financial%20Condition) Total assets increased 6.6% to $2.3 billion, primarily from growth in securities and loans funded by deposits and borrowings, while shareholders' equity grew to $160.0 million - **Securities available-for-sale and held-to-maturity** increased **$180.1 million**, or **20.3%**, to **$1.1 billion**, as excess cash from deposit growth was invested[123](index=123&type=chunk)[125](index=125&type=chunk) - **Net loans receivable** increased **$37.0 million**, or **3.4%**, driven by growth in commercial real estate, while commercial loans decreased due to **$52.4 million** in SBA PPP loan forgiveness[127](index=127&type=chunk) - **Deposits** increased by **$68.2 million**, or **3.4%**, to **$2.1 billion**, led by growth in municipal deposits and new account relationships[141](index=141&type=chunk) - The company issued **$30.0 million** in new **3.00%** Fixed-to-Floating Rate **subordinated notes** in September 2021[147](index=147&type=chunk) [Asset Quality](index=41&type=section&id=Asset%20Quality) Asset quality metrics show nonperforming assets increased to $3.9 million, with the allowance for loan losses rising to $21.7 million, reflecting loan growth and economic uncertainty Asset Quality Ratios | Metric | Dec 31, 2021 | June 30, 2021 | | :--- | :--- | :--- | | Nonperforming assets | $3,875,000 | $2,365,000 | | Nonperforming assets to total assets | 0.17% | 0.11% | | Allowance for loan losses to total loans | 1.89% | 1.77% | | Allowance for loan losses to total loans (ex-PPP) | 1.92% | 1.89% | - The increase in **nonaccrual loans** was primarily due to **$2.4 million** of loans placed into nonaccrual status due to delinquency, offset by repayments and charge-offs[55](index=55&type=chunk) - **Loans on COVID-19 related payment deferral** decreased significantly to **$264,000** (**2 loans**) at Dec 31, 2021, from **$8.0 million** (**8 loans**) at June 30, 2021[172](index=172&type=chunk) [Comparison of Operating Results (for the three and six months ended Dec 31, 2021 and 2020)](index=46&type=section&id=Comparison%20of%20Operating%20Results) Net income for the six months ended December 31, 2021, rose 26.4% to $14.0 million, driven by increased net interest and noninterest income, partially offset by higher noninterest expense Operating Results Summary (Six Months Ended Dec 31) | Metric (in thousands) | 2021 | 2020 | Change | | :--- | :--- | :--- | :--- | | Net Interest Income | $28,852 | $25,425 | +13.5% | | Provision for Loan Losses | $2,268 | $2,505 | -9.5% | | Noninterest Income | $6,167 | $4,472 | +37.9% | | Noninterest Expense | $16,298 | $14,673 | +11.1% | | **Net Income** | **$13,991** | **$11,070** | **+26.4%** | - **Net interest margin** decreased to **2.61%** for the six-month period from **2.88%** a year ago, primarily due to lower yields on new loans and securities in the low-rate environment[157](index=157&type=chunk)[168](index=168&type=chunk) - The increase in **noninterest income** was primarily due to a **$616,000** contribution from bank-owned life insurance, a **$487,000** increase in service charges, and a **$380,000** increase in debit card fees[176](index=176&type=chunk) [Liquidity and Capital Resources](index=52&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with $63.5 million in cash and robust capital levels, with all Bank regulatory ratios significantly exceeding 'well-capitalized' thresholds The Bank of Greene County Capital Ratios (as of Dec 31, 2021) | Ratio | Actual | Required for Well-Capitalized | | :--- | :--- | :--- | | Total risk-based capital | 16.9% | 10.0% | | Tier 1 risk-based capital | 15.6% | 8.0% | | Common equity tier 1 capital | 15.6% | 6.5% | | Tier 1 leverage ratio | 8.2% | 5.0% | - The company's estimate of **credit exposure** associated with its risk participations-in (guarantees on interest rate swaps for other banks' customers) was **$2.8 million**[183](index=183&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=55&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable as the company is a smaller reporting company - Disclosure is not applicable to smaller reporting companies[188](index=188&type=chunk) [Controls and Procedures](index=55&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of December 31, 2021, with no material changes to internal control over financial reporting during the last quarter - The Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of the end of the period covered by this report[189](index=189&type=chunk) - There has been no change in the Company's internal control over financial reporting during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting[190](index=190&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=56&type=section&id=Item%201.%20Legal%20Proceedings) The company and its subsidiaries are not currently involved in any material legal proceedings - Greene County Bancorp, Inc. and its subsidiaries are not engaged in any material legal proceedings at the present time[191](index=191&type=chunk) [Risk Factors](index=56&type=page&id=Item%201A.%20Risk%20Factors) This section is not applicable as the company is a smaller reporting company - Disclosure is not applicable to smaller reporting companies[191](index=191&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=56&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company has a stock repurchase program for up to 200,000 shares, with no repurchases made during the quarter ended December 31, 2021 - The Company has a **stock repurchase program** to buy back up to **200,000 shares** of its common stock. No repurchases were made during the quarter ended December 31, 2021[192](index=192&type=chunk) [Exhibits](index=56&type=section&id=Item%206.%20Exhibits) The report includes required CEO and CFO certifications and financial data formatted in iXBRL - Exhibits filed with the report include **CEO/CFO certifications** pursuant to Rule 13a-14(a) and Section 1350, as well as **iXBRL formatted financial statements**[192](index=192&type=chunk)

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT GREENE COUNTY BANCORP, INC. (Exact name of registrant as specified in its charter) United States Of America 14-1809721 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification N ...

Part I [Business](index=4&type=section&id=Item%201.%20Business) The company is a community bank holding company serving New York's Hudson Valley through traditional banking and lending services [General and Corporate Structure](index=6&type=section&id=Item%201.%20Business-General%20and%20Corporate%20Structure) The company operates under a mutual holding company structure with its primary business conducted through The Bank of Greene County - Greene County Bancorp, MHC, a mutual holding company, owns **54.1%** of Greene County Bancorp, Inc.'s outstanding common stock[18](index=18&type=chunk) - The company's principal business is attracting retail deposits and investing them primarily in residential mortgages, commercial real estate loans, consumer loans, and commercial business loans[21](index=21&type=chunk) - The company actively addressed the COVID-19 pandemic by participating in relief programs like the Paycheck Protection Program[16](index=16&type=chunk) Consolidated Subsidiary Financial Data (as of June 30, 2021) | Subsidiary | Assets (in thousands) | Deposits (in thousands) | Equity (in thousands) | | :--- | :--- | :--- | :--- | | Greene County Bancorp, Inc. (consolidated) | $2,200,335 | $2,005,108 | $149,584 | | The Bank of Greene County (consolidated) | $2,196,274 | $2,005,388 | $169,173 | | Greene County Commercial Bank | $875,328 | $803,468 | $68,391 | | Greene Property Holdings, Ltd. | $686,128 | - | $686,128 | [Market Area and Competition](index=8&type=section&id=Item%201.%20Business-Market%20Area%20and%20Competition) The bank operates 17 offices in New York's Hudson Valley and Capital District, facing intense competition from diverse financial institutions - The bank operates **17 full-service banking offices** in the Hudson Valley and Capital District Regions of New York State, serving Greene, Columbia, Albany, and Ulster counties[28](index=28&type=chunk) - The bank faces intense competition from commercial banks, savings banks, mortgage companies, credit unions, and non-depository competitors like mutual funds and securities firms[30](index=30&type=chunk)[31](index=31&type=chunk) [Lending Activities](index=8&type=section&id=Item%201.%20Business-Lending%20Activities) The bank's primary lending activity is originating residential and commercial real estate mortgage loans for its portfolio - The principal lending activity is originating fixed-rate and adjustable-rate mortgage loans collateralized by residential and commercial real estate within its primary market area[32](index=32&type=chunk) - The bank participated in both rounds of the Paycheck Protection Program (PPP), originating **100% SBA-guaranteed loans** to support local businesses affected by the COVID-19 pandemic[55](index=55&type=chunk) - Commercial real estate loans generally require a debt service coverage ratio of at least **110%** and personal guarantees, and are considered to have a greater degree of risk than residential loans[47](index=47&type=chunk)[49](index=49&type=chunk) - The largest aggregate loan to a single borrower was **$16.1 million**, consisting of 10 commercial mortgages, which was performing in accordance with its terms as of June 30, 2021[62](index=62&type=chunk) [Securities Activities](index=12&type=section&id=Item%201.%20Business-Securities%20Activities) The company maintains a significant portfolio of liquid, high-quality investments to mitigate interest rate risk and meet collateral requirements - The company maintains high balances of liquid investments to mitigate interest rate risk and meet collateral requirements for municipal deposits[63](index=63&type=chunk) - Investment policy limits securities to U.S. Government and government-sponsored enterprises, municipal bonds, and corporate debt, with **no derivative or hedging transactions**[64](index=64&type=chunk) - As of June 30, 2021, all mortgage-backed securities were issued by government-sponsored enterprises; **no private-label mortgage-backed securities were held**[64](index=64&type=chunk) [Sources of Funds](index=13&type=section&id=Item%201.%20Business-Sources%20of%20Funds) The company's primary sources of funds are deposits, loan and security repayments, and borrowings from institutions like the FHLB - Primary sources of funds include deposits, repayments of loans and securities, and borrowings from facilities like the Federal Home Loan Bank of New York (FHLB)[75](index=75&type=chunk) - Greene County Commercial Bank, a subsidiary, focuses on attracting municipal deposits and held **$803.5 million** in such deposits at June 30, 2021[78](index=78&type=chunk) - The company issued fixed-to-floating rate subordinated notes due in 2030 as a cost-effective way to raise regulatory capital[81](index=81&type=chunk) [Regulation](index=15&type=section&id=Item%201.%20Business-Regulation) The company and its subsidiaries operate in a highly regulated environment under federal and state banking authorities - The Bank of Greene County is regulated by the Office of the Comptroller of the Currency (OCC) and the FDIC, while the holding companies are regulated by the Federal Reserve Board (FRB)[89](index=89&type=chunk) - Federal regulations require the banks to meet minimum capital standards; as of June 30, 2021, The Bank of Greene County was considered **"well capitalized"**[93](index=93&type=chunk)[102](index=102&type=chunk) - The Bank of Greene County must satisfy the Qualified Thrift Lender (QTL) test, which it met for fiscal years 2021 and 2020[104](index=104&type=chunk)[108](index=108&type=chunk) - The company participated in the Paycheck Protection Program (PPP) under the CARES Act, which provided economic relief during the COVID-19 pandemic[147](index=147&type=chunk) [Risk Factors](index=25&type=section&id=Item%201A.%20Risk%20Factors) This section is not applicable as the company is a smaller reporting company - Not applicable to smaller reporting companies[148](index=148&type=chunk) [Unresolved Staff Comments](index=25&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - None[149](index=149&type=chunk) [Properties](index=26&type=section&id=Item%202.%20Properties) The company operates from its executive offices, an operations center, a lending center, and 17 full-service banking offices - At June 30, 2021, the company conducted business through **17 full-service banking offices**, of which nine are owned and eight are leased[152](index=152&type=chunk) - The properties are located in Greene, Columbia, Albany, and Ulster Counties, and management believes they are suitable and adequate[152](index=152&type=chunk) [Legal Proceedings](index=26&type=section&id=Item%203.%20Legal%20Proceedings) The company is not involved in any material legal proceedings outside the ordinary course of business - The company is not involved in any pending legal proceedings other than routine matters considered immaterial to its financial condition[153](index=153&type=chunk) [Mine Safety Disclosures](index=26&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company - Not applicable[154](index=154&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=26&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on NASDAQ under "GCBC" and it maintains a stock repurchase program - The company's common stock is listed on the NASDAQ Capital Market under the symbol **"GCBC"**[155](index=155&type=chunk) - As of September 10, 2021, there were **8,513,414 shares outstanding**, with 54.1% held by the mutual holding company, Greene County Bancorp, MHC[155](index=155&type=chunk) - A stock repurchase program authorizes the company to buy back up to **200,000 shares**, with 24,400 shares repurchased as of June 30, 2021[157](index=157&type=chunk) - The mutual holding company (MHC) received approval to waive its receipt of quarterly cash dividends up to **$0.60 per share** for the four quarters ending December 31, 2021[156](index=156&type=chunk) [Selected Financial Data](index=27&type=section&id=Item%206.%20Selected%20Financial%20Data) The company demonstrated significant growth in assets, loans, deposits, and net income in fiscal year 2021 Selected Financial Highlights (Years ended June 30) | (Dollars in thousands, except per share data) | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | **Financial Condition** | | | | | Total assets | $2,200,335 | $1,676,803 | $1,269,462 | | Loans receivable, net | $1,085,947 | $993,522 | $785,738 | | Deposits | $2,005,108 | $1,501,075 | $1,120,569 | | Shareholders' equity | $149,584 | $128,805 | $112,369 | | **Operations** | | | | | Net interest income | $53,145 | $44,833 | $40,000 | | Net income | $23,942 | $18,727 | $17,484 | | Diluted earnings per share | $2.81 | $2.20 | $2.05 | | **Key Ratios** | | | | | Return on average assets | 1.24% | 1.27% | 1.46% | | Net interest margin | 2.81% | 3.09% | 3.39% | | Nonperforming assets to total assets | 0.11% | 0.24% | 0.29% | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Net income increased 27.8% to $23.9 million in FY2021, driven by strong asset and deposit growth despite a decline in net interest margin - The increase in net income was primarily driven by an **$8.3 million increase in net interest income**, resulting from growth in interest-earning assets[167](index=167&type=chunk) - The company's critical accounting policy relates to the **allowance for loan losses**, which requires significant management judgment[164](index=164&type=chunk) - As of June 30, 2021, only **8 loans totaling $8.0 million** remained on COVID-19 related payment deferrals, a significant decrease from the prior year[166](index=166&type=chunk) Financial Overview (FY 2021 vs. FY 2020) | Metric | FY 2021 | FY 2020 | Change | | :--- | :--- | :--- | :--- | | Net Income | $23.9 million | $18.7 million | +27.8% | | Diluted EPS | $2.81 | $2.20 | +27.7% | | Total Assets | $2.2 billion | $1.7 billion | +31.2% | | Net Loans | $1.1 billion | $993.5 million | +9.3% | | Total Deposits | $2.0 billion | $1.5 billion | +33.6% | | Net Interest Margin | 2.81% | 3.09% | -28 bps | [Comparison of Financial Condition (as of June 30, 2021 and 2020)](index=30&type=section&id=Item%207.%20MD&A-Comparison%20of%20Financial%20Condition) Total assets grew 31.2% to $2.2 billion, driven by a $504.0 million surge in deposits that funded growth in securities and loans - Total assets grew by **$523.5 million (31.2%)** to $2.2 billion at June 30, 2021[169](index=169&type=chunk) - Securities (available-for-sale and held-to-maturity) increased by **$277.4 million (45.5%)** to $887.8 million, funded by the increase in deposits[170](index=170&type=chunk) - Net loans receivable increased by **$92.4 million (9.3%)** to $1.1 billion, primarily driven by growth in commercial and residential real estate loans[175](index=175&type=chunk) - Total deposits increased by **$504.0 million (33.6%)** to $2.0 billion, with significant growth in NOW and savings accounts[199](index=199&type=chunk) - Shareholders' equity increased from $128.8 million to **$149.6 million**, mainly due to net income of $23.9 million[207](index=207&type=chunk) [Comparison of Operating Results (for years ended June 30, 2021 and 2020)](index=41&type=section&id=Item%207.%20MD&A-Comparison%20of%20Operating%20Results) Net interest income grew by $8.3 million, but the net interest margin compressed by 28 basis points due to the low-rate environment - The increase in net interest income was driven by a **$10.6 billion change due to higher volumes**, partially offset by a $2.3 billion negative impact from rate changes[216](index=216&type=chunk) - Noninterest income increased by **$1.0 million (11.8%)**, primarily due to an $880,000 increase in debit card fees[230](index=230&type=chunk) - Noninterest expense increased by **$3.4 million (12.2%)**, driven by a $2.0 million increase in salaries and benefits to support growth[231](index=231&type=chunk) Net Interest Income and Margin Analysis | (Dollars in thousands) | FY 2021 | FY 2020 | | :--- | :--- | :--- | | Total interest income | $58,328 | $53,314 | | Total interest expense | $5,183 | $8,481 | | **Net interest income** | **$53,145** | **$44,833** | | Net interest rate spread | 2.76% | 2.98% | | Net interest margin | 2.81% | 3.09% | [Liquidity and Capital Resources](index=46&type=section&id=Item%207.%20MD&A-Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position and robust capital resources, with both of its banks remaining "well capitalized" - Primary sources of liquidity are deposits, principal and interest payments on loans and securities, and borrowing facilities from the FHLB[233](index=233&type=chunk) - At June 30, 2021, cash and cash equivalents totaled **$149.8 million**, or 6.8% of total assets[234](index=234&type=chunk) - Total off-balance sheet commitments, including unfunded loans and unused lines of credit, were **$208.4 million** at June 30, 2021[239](index=239&type=chunk)[429](index=429&type=chunk) - Both The Bank of Greene County and Greene County Commercial Bank **exceeded all regulatory capital requirements** and were categorized as "well capitalized" as of June 30, 2021[242](index=242&type=chunk)[453](index=453&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's most significant market risk is interest rate risk, which it manages through balance sheet composition rather than derivatives - The most significant form of market risk is **interest rate risk** due to the company's asset and liability structure; the company does not use derivative-based hedging[247](index=247&type=chunk) - Risk management strategies include maintaining high liquidity, focusing on core deposits, and originating adjustable-rate and shorter-term loans[248](index=248&type=chunk) - The company's largest risk exposure is to a **declining interest rate environment**, though its income exposure to rising rates is projected to be relatively low[249](index=249&type=chunk) Economic Value of Equity (EVE) Sensitivity Analysis (as of June 30, 2021) | Rate Shock (Basis Points) | EVE ($ in thousands) | % Change From Par | | :--- | :--- | :--- | | +300bp | $205,003 | (20.38)% | | +200bp | $225,851 | (12.28)% | | +100bp | $246,914 | (4.10)% | | PAR | $257,475 | - | | -100bp | $295,696 | 14.84% | [Financial Statements and Supplementary Data](index=51&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section contains the audited consolidated financial statements, an unqualified auditor's opinion, and management's report on internal controls [Management's Report and Auditor's Opinion](index=51&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data-Management's%20Report%20and%20Auditor's%20Opinion) Management asserted effective internal controls, and the independent auditor issued an unqualified opinion on the financial statements - Management concluded that the company's internal control over financial reporting was **effective** as of June 30, 2021[263](index=263&type=chunk) - The independent auditor, Bonadio & Co., LLP, issued an **unqualified opinion** on both the consolidated financial statements and the effectiveness of internal control over financial reporting[265](index=265&type=chunk)[274](index=274&type=chunk) - The auditor identified the qualitative factor component of the **allowance for loan losses as a critical audit matter** due to significant management judgment[269](index=269&type=chunk)[272](index=272&type=chunk) [Consolidated Financial Statements](index=55&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data-Consolidated%20Financial%20Statements) The financial statements show significant growth in assets, liabilities, and equity, with net income rising to $23.9 million in 2021 Consolidated Statement of Financial Condition Highlights (as of June 30) | (In thousands) | 2021 | 2020 | | :--- | :--- | :--- | | Total assets | $2,200,335 | $1,676,803 | | Net loans receivable | $1,085,947 | $993,522 | | Total deposits | $2,005,108 | $1,501,075 | | Total liabilities | $2,050,751 | $1,547,998 | | Total shareholders' equity | $149,584 | $128,805 | Consolidated Statement of Income Highlights (for year ended June 30) | (In thousands, except per share data) | 2021 | 2020 | | :--- | :--- | :--- | | Net interest income | $53,145 | $44,833 | | Provision for loan losses | $3,974 | $3,905 | | Net income | $23,942 | $18,727 | | Diluted earnings per share | $2.81 | $2.20 | [Notes to Consolidated Financial Statements](index=61&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data-Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, including the upcoming adoption of CECL, and provide specifics on the loan portfolio and capital adequacy - The company will adopt the new **CECL standard** for measuring credit losses for fiscal years beginning after December 15, 2022[341](index=341&type=chunk) - At June 30, 2021, the company had **$67.4 million in PPP loans outstanding** and had recognized $4.1 million in related fee income during the fiscal year[175](index=175&type=chunk)[359](index=359&type=chunk) - The defined benefit pension plan was **underfunded by $0.5 million** as of June 30, 2021, an improvement from a $1.3 million underfunding in 2020[404](index=404&type=chunk)[406](index=406&type=chunk) Bank Capital Ratios (as of June 30, 2021) | The Bank of Greene County | Actual Ratio | Minimum for Adequacy | To Be Well Capitalized | | :--- | :--- | :--- | :--- | | Total risk-based capital | 16.9% | 8.0% | 10.0% | | Tier 1 risk-based capital | 15.6% | 6.0% | 8.0% | | Common equity tier 1 capital | 15.6% | 4.5% | 6.5% | | Tier 1 leverage ratio | 8.0% | 4.0% | 5.0% | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=99&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) Information for this item is incorporated by reference from the company's 2021 Proxy Statement - This section is incorporated by reference from the company's 2021 Proxy Statement[464](index=464&type=chunk) [Controls and Procedures](index=99&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period - Management, including the CEO and CFO, concluded that **disclosure controls and procedures were effective** as of the end of the reporting period[465](index=465&type=chunk) - There were **no material changes** in the company's internal control over financial reporting during the fourth quarter of the fiscal year ended June 30, 2021[465](index=465&type=chunk) [Other Information](index=100&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[467](index=467&type=chunk) Part III Part III incorporates information by reference from the company's definitive Proxy Statement for its 2021 Annual Meeting of Shareholders [Directors, Executive Officers and Corporate Governance](index=100&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information for this item is incorporated by reference from the company's 2021 Proxy Statement - This section is incorporated by reference from the company's 2021 Proxy Statement[469](index=469&type=chunk) [Executive Compensation](index=100&type=section&id=Item%2011.%20Executive%20Compensation) Information for this item is incorporated by reference from the company's 2021 Proxy Statement - This section is incorporated by reference from the company's 2021 Proxy Statement[471](index=471&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=100&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information for this item is incorporated by reference from the company's 2021 Proxy Statement - This section is incorporated by reference from the company's 2021 Proxy Statement[472](index=472&type=chunk) [Certain Relationships and Related Transactions and Director Independence](index=100&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%20and%20Director%20Independence) Information for this item is incorporated by reference from the company's 2021 Proxy Statement - This section is incorporated by reference from the company's 2021 Proxy Statement[473](index=473&type=chunk) [Principal Accountant Fees and Services](index=100&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information for this item is incorporated by reference from the company's 2021 Proxy Statement - This section is incorporated by reference from the company's 2021 Proxy Statement[474](index=474&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=100&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists the financial statements and exhibits filed with the report, including key agreements and certifications - Lists the financial statements and the Report of Bonadio & Co., LLP included in the annual report[477](index=477&type=chunk) - Includes a list of exhibits such as the Charter, Bylaws, Subordinated Note Purchase Agreement, employee benefit plans, and Sarbanes-Oxley certifications[478](index=478&type=chunk) [Form 10-K Summary](index=102&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company reports no summary for this item - None[479](index=479&type=chunk)

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT Commission file number 0-25165 United States 14-1809721 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 302 Main Street, Catskill, New York 12414 (Address of princi ...

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements (unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20%28unaudited%29) Unaudited consolidated financial statements for Greene County Bancorp, Inc. as of and for the periods ended December 31, 2020 [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets increased to $1.86 billion at December 31, 2020, from $1.68 billion at June 30, 2020, driven by growth in net loans and securities, with liabilities growing to $1.73 billion and shareholders' equity rising to $138.7 million Consolidated Statements of Financial Condition (Unaudited) | (In thousands) | December 31, 2020 | June 30, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$1,864,929** | **$1,676,803** | | Total cash and cash equivalents | $57,024 | $40,463 | | Net loans receivable | $1,031,519 | $993,522 | | Total securities | $741,165 | $610,633 | | **Total Liabilities** | **$1,726,193** | **$1,547,998** | | Total deposits | $1,679,718 | $1,501,075 | | Borrowings | $6,100 | $25,484 | | Subordinated notes payable, net | $19,601 | $- | | **Total Shareholders' Equity** | **$138,736** | **$128,805** | [Consolidated Statements of Income](index=5&type=section&id=Consolidated%20Statements%20of%20Income) Net income increased to $6.2 million ($0.73 per share) for the three months and $11.1 million ($1.30 per share) for the six months ended December 31, 2020, driven by higher net interest income Financial Performance Highlights (Unaudited) | (In thousands, except per share data) | Three Months Ended Dec 31, 2020 | Three Months Ended Dec 31, 2019 | Six Months Ended Dec 31, 2020 | Six Months Ended Dec 31, 2019 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $13,609 | $10,911 | $25,425 | $21,411 | | Provision for loan losses | $1,262 | $690 | $2,505 | $1,241 | | Noninterest Income | $2,394 | $2,316 | $4,472 | $4,582 | | Noninterest Expense | $7,540 | $6,535 | $14,673 | $12,957 | | **Net Income** | **$6,195** | **$5,113** | **$11,070** | **$9,976** | | **Basic and diluted EPS** | **$0.73** | **$0.60** | **$1.30** | **$1.17** | [Consolidated Statements of Comprehensive Income](index=6&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income for the six months ended December 31, 2020, was $10.9 million, comprising net income offset by an other comprehensive loss from unrealized holding losses on available-for-sale securities Comprehensive Income (Unaudited, in thousands) | | Six Months Ended Dec 31, 2020 | Six Months Ended Dec 31, 2019 | | :--- | :--- | :--- | | Net Income | $11,070 | $9,976 | | Other comprehensive loss, net of taxes | $(198) | $(385) | | **Comprehensive income** | **$10,872** | **$9,591** | [Consolidated Statements of Changes in Shareholders' Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Shareholders' equity increased from $128.8 million to $138.7 million at December 31, 2020, primarily due to net income, partially offset by dividends and other comprehensive loss Changes in Shareholders' Equity (Six Months Ended Dec 31, 2020, in thousands) | | Amount | | :--- | :--- | | Balance at June 30, 2020 | $128,805 | | Net income | $11,070 | | Dividends declared | $(941) | | Other comprehensive loss, net of taxes | $(198) | | **Balance at December 31, 2020** | **$138,736** | [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities was $11.3 million, while investing activities used $172.7 million, and financing activities provided $177.9 million, resulting in a $16.6 million net increase in cash and cash equivalents Cash Flow Summary (Six Months Ended Dec 31, in thousands) | | 2020 | 2019 | | :--- | :--- | :--- | | Net cash provided by operating activities | $11,323 | $11,251 | | Net cash used by investing activities | $(172,681) | $(168,822) | | Net cash provided by financing activities | $177,919 | $162,575 | | **Net increase in cash and cash equivalents** | **$16,561** | **$5,004** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) This section provides detailed explanations of the company's accounting policies and financial data, including COVID-19 impacts, portfolio composition, and subsequent events - The company's critical accounting policies relate to the **allowance for loan losses** and the evaluation of securities for **other-than-temporary impairment (OTTI)**, involving **significant management judgment and estimation**, with **no significant changes** made during the period[22](index=22&type=chunk)[23](index=23&type=chunk) - The company's primary business is operating **The Bank of Greene County**, which has **17 offices** in **New York's Hudson Valley and Capital District regions**, focusing on attracting deposits and making loans and investments[24](index=24&type=chunk) - On January 19, 2021, the Board declared a quarterly cash dividend of **$0.12 per share**, and in January 2021, the company purchased **$40.0 million** of **Bank Owned Life Insurance (BOLI)** to help defray employee benefit costs[118](index=118&type=chunk)[119](index=119&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance and condition, highlighting asset and net income growth, key risks, and the impact of the COVID-19 pandemic [Comparison of Financial Condition (Dec 31, 2020 vs. June 30, 2020)](index=41&type=section&id=Comparison%20of%20Financial%20Condition) Total assets grew by $188.1 million (11.2%) to $1.9 billion, funded by a $178.6 million (11.9%) increase in deposits, with shareholders' equity rising by $9.9 million - Total assets increased by **$188.1 million**, or **11.2%**, to **$1.9 billion** at Dec 31, 2020, from **$1.7 billion** at June 30, 2020[132](index=132&type=chunk) - Net loans receivable increased by **$38.0 million** (**3.8%**) to **$1.0 billion**, including **$62.1 million** in SBA PPP loans, a decrease from **$99.8 million** at June 30, 2020, due to loan forgiveness[136](index=136&type=chunk) - Total deposits increased by **$178.6 million** (**11.9%**) to **$1.7 billion**, driven by growth in new account relationships and municipal deposits[153](index=153&type=chunk) - In September 2020, the Company issued **$20.0 million** in subordinated notes with a **4.75%** fixed-to-floating rate, due in 2030[158](index=158&type=chunk) [Asset Quality](index=43&type=section&id=Asset%20Quality) Asset quality remained strong despite COVID-19 impacts, with the allowance for loan losses increasing to $18.3 million and nonperforming assets decreasing to $3.1 million, while loan deferrals significantly reduced Allowance for Loan Losses Activity (Six Months Ended Dec 31, 2020) | (In thousands) | Amount | | :--- | :--- | | Balance at June 30, 2020 | $16,391 | | Net charge-offs | $(626) | | Provisions charged to operations | $2,505 | | **Balance at Dec 31, 2020** | **$18,270** | - The provision for loan losses for the six months ended Dec 31, 2020 was **$2.5 million**, up from **$1.2 million** in the prior year, reflecting the economic impact of the COVID-19 pandemic[141](index=141&type=chunk) - Nonperforming assets decreased to **$3.1 million** (**0.17%** of total assets) at Dec 31, 2020, from **$4.1 million** (**0.24%** of total assets) at June 30, 2020[145](index=145&type=chunk)[146](index=146&type=chunk) - COVID-19 loan payment deferrals decreased significantly to **$14.5 million** (**66 loans**) at Dec 31, 2020, down from **$193.5 million** (**706 loans**) at June 30, 2020[184](index=184&type=chunk) [Comparison of Operating Results (For periods ended Dec 31, 2020 and 2019)](index=50&type=section&id=Comparison%20of%20Operating%20Results) Net income increased by 11.0% to $11.1 million for the six months ended December 31, 2020, driven by higher net interest income and PPP fee income, partially offset by increased provision for loan losses and noninterest expense Net Interest Income and Margin (Six Months Ended Dec 31) | (Dollars in thousands) | 2020 | 2019 | | :--- | :--- | :--- | | Net Interest Income | $25,425 | $21,411 | | Net Interest Rate Spread | 2.81% | 3.06% | | Net Interest Margin | 2.88% | 3.18% | - Net interest income for the six months ended Dec 31, 2020 increased by **$4.0 million**, primarily due to a **$5.7 billion** increase in volume, partially offset by a **$1.7 billion** decrease due to lower rates[173](index=173&type=chunk) - Noninterest income for the six months decreased by **$110,000**, mainly due to lower service charges on deposit accounts, while noninterest expense increased by **$1.7 million**, driven by higher salaries and FDIC insurance premiums[187](index=187&type=chunk)[188](index=188&type=chunk) [Liquidity and Capital Resources](index=56&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintained strong liquidity with $57.0 million in cash and $347.4 million in unused credit lines, and both banks exceeded all regulatory capital requirements to be considered 'well capitalized' - At December 31, 2020, the Company had **$57.0 million** in cash and cash equivalents and **$347.4 million** in unused lines of credit[191](index=191&type=chunk) The Bank of Greene County Capital Ratios (Dec 31, 2020) | Ratio | Actual | To Be Well Capitalized | | :--- | :--- | :--- | | Total risk-based capital | 16.5% | 10.0% | | Tier 1 risk-based capital | 15.2% | 8.0% | | Common equity tier 1 capital | 15.2% | 6.5% | | Tier 1 leverage ratio | 8.2% | 5.0% | - The company's credit exposure from risk participation agreements (RPAs) was **$6.1 million** at December 31, 2020, up from **$3.3 million** at June 30, 2020[194](index=194&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=59&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable as the company is a smaller reporting company - Not applicable to smaller reporting companies[198](index=198&type=chunk) [Item 4. Controls and Procedures](index=59&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of December 31, 2020, with no material changes to internal control over financial reporting - Based on an evaluation as of the end of the reporting period, the CEO and CFO concluded that the Company's disclosure controls and procedures were **effective**[199](index=199&type=chunk) - There were **no changes** in internal control over financial reporting during the last fiscal quarter that materially affected, or are reasonably likely to materially affect, these controls[200](index=200&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=60&type=section&id=Item%201.%20Legal%20Proceedings) The company and its subsidiaries are not currently involved in any material legal proceedings - Greene County Bancorp, Inc. and its subsidiaries are **not engaged in any material legal proceedings** at the present time[204](index=204&type=chunk) [Item 1A. Risk Factors](index=60&type=section&id=Item%201A.%20Risk%20Factors) This section is not applicable as the company is a smaller reporting company - Not applicable to smaller reporting companies[203](index=203&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=60&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company has a stock repurchase program authorizing the buyback of up to 200,000 shares, but no shares were repurchased during the quarter ended December 31, 2020 - The Company has a stock repurchase program authorizing the repurchase of up to **200,000 shares**, and there were **no share repurchases** during the quarter ended December 31, 2020[204](index=204&type=chunk) [Item 3. Defaults Upon Senior Securities](index=60&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section is not applicable - Not applicable[204](index=204&type=chunk) [Item 4. Mine Safety Disclosures](index=60&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable - Not applicable[204](index=204&type=chunk) [Item 5. Other Information](index=60&type=section&id=Item%205.%20Other%20Information) There were no material changes to the procedures by which security holders may recommend nominees to the Company's Board of Directors during the reporting period - There were **no material changes** to the procedures for security holders to recommend nominees to the Board of Directors[204](index=204&type=chunk) [Item 6. Exhibits](index=60&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL interactive data files - Exhibits filed include **CEO and CFO certifications** pursuant to Rule 13a-14(a)/15d-14(a) and U.S.C. Section 1350, as well as **XBRL data**[204](index=204&type=chunk)

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements (unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) The unaudited consolidated financial statements detail the company's financial position, with total assets growing to **$1.80 billion** and net income at **$4.875 million** for the quarter ended September 30, 2020 [Consolidated Statements of Financial Condition](index=4&type=section&id=Consolidated%20Statements%20of%20Financial%20Condition) Total assets increased to **$1.80 billion** from **$1.68 billion**, driven by growth in loans and securities, while deposits and shareholders' equity also rose Consolidated Balance Sheet Highlights (in thousands) | Account | September 30, 2020 | June 30, 2020 | | :--- | :--- | :--- | | **Assets** | | | | Total cash and cash equivalents | $76,167 | $40,463 | | Net loans receivable | $1,028,782 | $993,522 | | Total securities | $659,777 | $610,366 | | **Total assets** | **$1,799,140** | **$1,676,803** | | **Liabilities & Equity** | | | | Total deposits | $1,618,993 | $1,501,075 | | Borrowings | $25,733 | $25,484 | | **Total liabilities** | **$1,666,118** | **$1,547,998** | | **Total shareholders' equity** | **$133,022** | **$128,805** | [Consolidated Statements of Income](index=5&type=section&id=Consolidated%20Statements%20of%20Income) Net income remained stable at **$4.875 million** for the quarter, as increased net interest income was offset by a higher provision for loan losses and rising noninterest expenses Quarterly Income Statement Highlights (in thousands) | Account | Q3 2020 | Q3 2019 | | :--- | :--- | :--- | | Net interest income | $11,816 | $10,500 | | Provision for loan losses | $1,243 | $551 | | Net interest income after provision | $10,573 | $9,949 | | Total noninterest income | $2,078 | $2,266 | | Total noninterest expense | $7,133 | $6,422 | | **Net income** | **$4,875** | **$4,863** | | **Basic and diluted EPS** | **$0.57** | **$0.57** | [Consolidated Statements of Comprehensive Income](index=6&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income for Q3 2020 was **$4.685 million**, including net income of **$4.875 million** and an other comprehensive loss from unrealized securities losses Comprehensive Income (in thousands) | Item | Q3 2020 | Q3 2019 | | :--- | :--- | :--- | | Net Income | $4,875 | $4,863 | | Other comprehensive loss, net of taxes | ($190) | ($271) | | **Comprehensive income** | **$4,685** | **$4,592** | [Consolidated Statements of Changes in Shareholders' Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity) Shareholders' equity increased to **$133.0 million** driven by net income, partially offset by dividends and other comprehensive loss - Shareholders' equity grew to **$133.0 million** at September 30, 2020, up from **$116.5 million** at September 30, 2019[14](index=14&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by financing activities was **$117.7 million**, primarily from deposits and subordinated notes, leading to a **$35.7 million** net increase in cash and cash equivalents Cash Flow Summary (in thousands) | Cash Flow Activity | Q3 2020 | Q3 2019 | | :--- | :--- | :--- | | Net cash provided by operating activities | $5,496 | $5,817 | | Net cash used by investing activities | ($87,491) | ($58,712) | | Net cash provided by financing activities | $117,699 | $134,209 | | **Net increase in cash and cash equivalents** | **$35,704** | **$81,314** | [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail accounting policies, financial instruments including **$683.2 million** in securities and **$1.05 billion** in loans, and the **$17.6 million** allowance for loan losses, with upcoming CECL standard impacts - The company's critical accounting policies relate to the allowance for loan losses and the evaluation of securities for other-than-temporary impairment. These involve significant management judgment and estimation[21](index=21&type=chunk) - The company's primary business is operating The Bank of Greene County, which has 17 offices in New York's Hudson Valley and Capital District regions, focusing on attracting deposits and making loans and investments[23](index=23&type=chunk) - The company adopted ASU 2018-13 regarding fair value measurement disclosures and ASU 2019-04 with various codification improvements, neither of which had a material impact. The company is preparing to adopt the CECL standard (ASU 2016-13) for fiscal years beginning after December 15, 2022, which is expected to have a significant impact on the methodology for calculating the allowance for loan losses[85](index=85&type=chunk)[86](index=86&type=chunk)[87](index=87&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=34&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance, with total assets increasing to **$1.8 billion** and stable net income of **$4.9 million**, despite a higher provision for loan losses and compressed net interest margin [Comparison of Financial Condition (Sept 30, 2020 vs. June 30, 2020)](index=37&type=section&id=Comparison%20of%20Financial%20Condition) Total assets grew by **$122.3 million** to **$1.8 billion**, driven by increases in securities and net loans, while deposits rose by **$117.9 million** and shareholders' equity by **$4.2 million** - Net loans receivable increased by **$35.2 million** (**3.5%**) to **$1.0 billion**, with growth concentrated in commercial and residential real estate loans[129](index=129&type=chunk) - The company held **$100.5 million** in PPP loans as of September 30, 2020, which are **100%** guaranteed by the SBA[131](index=131&type=chunk) - Deposits grew by **$117.9 million** (**7.9%**), mainly due to a **$103.0 million** increase in NOW accounts, reflecting typical seasonal inflows from municipal tax collection[146](index=146&type=chunk) - The company issued **$20.0 million** in subordinated notes due in 2030 with a fixed-to-floating rate of **4.75%**[151](index=151&type=chunk) [Asset Quality](index=39&type=section&id=Asset%20Quality) Asset quality remains stable with nonperforming assets at **0.24%**, while the allowance for loan losses increased to **$17.6 million** due to COVID-19 uncertainties, and deferred loans significantly decreased Asset Quality Indicators | Metric | September 30, 2020 | June 30, 2020 | | :--- | :--- | :--- | | Nonperforming Assets | $4.3 million | $4.1 million | | Nonperforming Assets to Total Assets | 0.24% | 0.24% | | Allowance for Loan Losses | $17.6 million | $16.4 million | | ALL to Total Loans | 1.68% | 1.62% | | ALL to Total Loans (ex-PPP) | 1.85% | 1.80% | - Loans on payment deferral due to COVID-19 decreased to **$67.4 million** (**201 loans**) at Sept 30, 2020, from **$193.5 million** (**706 loans**) at June 30, 2020[63](index=63&type=chunk)[143](index=143&type=chunk)[144](index=144&type=chunk) [Comparison of Operating Results (For three months ended Sept 30, 2020 vs. 2019)](index=45&type=section&id=Comparison%20of%20Operating%20Results) Net income remained flat at **$4.9 million** as increased net interest income was offset by a higher provision for loan losses and an **11.1%** rise in noninterest expenses Net Interest Margin Analysis | Metric | Q3 2020 | Q3 2019 | | :--- | :--- | :--- | | Net Interest Income | $11,816 | $10,500 | | Net Interest Rate Spread | 2.72% | 3.13% | | Net Interest Margin | 2.79% | 3.26% | | Taxable-Equivalent NIM | 2.98% | 3.44% | - The increase in net interest income was driven by a **$2.9 billion** increase in volume, which was partially offset by a **$1.5 billion** decrease due to lower rates[162](index=162&type=chunk) - Noninterest expense increased by **$711 thousand** (**11.1%**), primarily due to a **$465 thousand** increase in salaries and benefits and a **$213 thousand** increase in FDIC insurance premiums[177](index=177&type=chunk) [Liquidity and Capital Resources](index=51&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with **$76.2 million** in cash and **$295.5 million** in unused credit lines, exceeding all regulatory capital requirements - The company had total available liquidity of **$395.7 million**, including cash, unused credit lines, and PPPLF capacity[179](index=179&type=chunk) The Bank of Greene County Capital Ratios (Actual) | Ratio | September 30, 2020 | Required for Well Capitalized | | :--- | :--- | :--- | | Total risk-based capital | 16.2% | 10.0% | | Tier 1 risk-based capital | 15.0% | 8.0% | | Common equity tier 1 capital | 15.0% | 6.5% | | Tier 1 leverage ratio | 8.3% | 5.0% | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=52&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable as the company is a smaller reporting company - Not applicable to smaller reporting companies[186](index=186&type=chunk) [Item 4. Controls and Procedures](index=52&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal control over financial reporting during the quarter - The CEO and CFO concluded that the Company's disclosure controls and procedures were effective as of the end of the reporting period[187](index=187&type=chunk) - No material changes were made to the Company's internal control over financial reporting during the last fiscal quarter[189](index=189&type=chunk) [PART II. OTHER INFORMATION](index=54&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=54&type=section&id=Item%201.%20Legal%20Proceedings) The company and its subsidiaries are not currently involved in any material legal proceedings - Greene County Bancorp, Inc. and its subsidiaries are not engaged in any material legal proceedings at the present time[190](index=190&type=chunk) [Item 1A. Risk Factors](index=54&type=section&id=Item%201A.%20Risk%20Factors) This section is not applicable as the company is a smaller reporting company - Not applicable to smaller reporting companies[192](index=192&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=54&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company has a stock repurchase program for up to **200,000 shares**, with no repurchases made during the quarter ended September 30, 2020 - The company has a stock repurchase program to buy back up to **200,000 shares** of its common stock. No shares were repurchased during the quarter ended September 30, 2020[192](index=192&type=chunk) [Item 6. Exhibits](index=54&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data files - Exhibits filed include certifications from the CEO and CFO pursuant to Rule 13a-14(a)/15d-14(a) and U.S.C. Section 1350, as well as XBRL formatted financial statements[191](index=191&type=chunk)