Credit Losses and Provisions - The allowance for credit losses at the end of 2025 was $38.144 million, an increase from $35.183 million in 2024[90] - Total charge-offs for 2025 amounted to $5.683 million, compared to $7.009 million in 2024, reflecting a decrease of approximately 19%[90] - The provision for credit losses in 2025 was $7.402 million, up from $4.281 million in 2024, indicating a significant increase of 73%[90] - The net charge-offs to average loans outstanding ratio for commercial and industrial loans was (0.10)% in 2025, an improvement from (0.16)% in 2024[90] - The allowance for credit losses to total non-performing loans ratio at the end of 2025 was 236.42%, compared to 227.72% in 2024[90] - The allowance for credit losses allocated to commercial mortgage loans was $24.482 million, representing 84.86% of total loans in that category as of December 31, 2025[93] - The allowance for credit losses was $38,144 thousand in 2025, compared to $35,183 thousand in 2024, reflecting a 5.6% increase[395] - The provision for credit losses increased to $7,402 thousand in 2025 from $4,281 thousand in 2024, a rise of 73.5%[397] - The allowance for credit losses is determined based on historical loss experience, current borrower-specific risk characteristics, and forecasts of future economic conditions[427] - The allowance for credit losses for off-balance sheet exposures is determined using the CECL reserve factor adjusted for an average historical funding rate[433] Financial Performance - Net income significantly decreased to $796 thousand in 2025 from $29,945 thousand in 2024, a decline of 97.3%[399] - Comprehensive income for 2025 was $16,872 thousand, down from $41,505 thousand in 2024, a decrease of 59.3%[399] - Basic net income per common share fell to $0.02 in 2025 from $0.72 in 2024, a decline of 97.2%[397] - Net interest income after provision for credit losses rose to $129,964 thousand in 2025, up from $110,204 thousand in 2024, an increase of 18.0%[397] - Total interest income for 2025 was $249,096 thousand, compared to $237,908 thousand in 2024, reflecting a year-over-year increase of 4.6%[397] - Non-interest expense surged to $129,863 thousand in 2025, compared to $86,525 thousand in 2024, marking an increase of 49.9%[397] - Total assets increased to $5,754,010 thousand in 2025 from $5,666,378 thousand in 2024, representing a growth of 1.55%[395] - Total liabilities grew to $5,063,951 thousand in 2025, up from $4,961,682 thousand in 2024, an increase of 2.0%[395] Deposits and Funding - As of December 31, 2025, total deposits amounted to $4.05 billion, with an average interest rate of 1.95%[111] - Municipal deposits reached $988.3 million, representing 24.6% of total deposits, up from $859.3 million or 20.8% in 2024[108] - Estimated uninsured deposits were $1.99 billion, including $1.03 billion of collateralized governmental deposits, with adjusted uninsured deposits at $952.9 million or 23.7% of total deposits[109] - The company reported $893.8 million in advances from the FHLBNY, accounting for 17.7% of total liabilities[112] - The average balance of non-interest bearing demand deposits was $722.7 million, constituting 17.85% of total deposits[111] - Brokered deposits decreased to $40.5 million in 2025 from $263.4 million in 2024, indicating reduced reliance on this funding source[108] - The company had $724.2 million in certificates of deposit, with $665.9 million maturing within one year[110] Capital and Regulatory Compliance - Northfield Bancorp and Northfield Bank exceeded all capital adequacy requirements as of December 31, 2025, and are categorized as "well-capitalized" under regulatory guidelines[132] - Northfield Bank is required to maintain a common equity Tier 1 capital to risk-based assets ratio of 4.5%, a Tier 1 capital to risk-based assets ratio of 6.0%, and a total capital to risk-based assets ratio of 8.0%[128] - The elective community bank leverage ratio is currently established at 9.0% Tier 1 capital to average total consolidated assets, with a proposed rule to lower it to 8.0%[131] - Northfield Bank's loans-to-one-borrower limitations were compliant as of December 31, 2025, allowing loans to a single borrower up to 15% of capital and surplus[125] - Federal regulations restrict capital distributions, requiring prior approval from the OCC and non-objection from the FRB for dividends[136] - Any capital distribution could be prohibited if it raises safety and soundness concerns or violates regulatory conditions[137] - As of December 31, 2025, Northfield Bank was in compliance with the capital requirements set by the Federal Reserve Board (FRB)[153] - Northfield Bancorp exceeded the FRB's consolidated capital requirements as of December 31, 2025[153] Goodwill and Impairment - Goodwill impairment recorded in 2025 is $41,012 thousand, with no impairment in 2024[403] - The goodwill impairment charge of $41.0 million reduced the carrying value of the Company's goodwill to zero as of December 31, 2025[449] - The fair value of the Company's sole reporting unit did not exceed the carrying amount as of December 31, 2025, indicating a triggering event for impairment testing[449] - The Company has determined that the goodwill impairment was primarily related to acquisitions made in 2002, 2016, and 2020[449] - The Company performs goodwill impairment testing annually as of December 31, or on an interim basis if a triggering event occurs[448] Taxation - New York State imposes a corporate franchise tax at a rate of 7.25% on the combined entire net income allocable to the state[167] - The MTA surcharge rate for 2023 was 30.0% and will remain at that rate until further adjusted[167] - Northfield Bancorp is subject to a New Jersey corporate business tax at a rate of 9% of taxable income or a minimum tax of $2,000 per entity[169] - The Inflation Reduction Act of 2022 implements a new alternative minimum tax of 15% on corporations with profits exceeding $1 billion, effective January 1, 2023[166] - The corporate dividends-received deduction decreased from 80% to 65% for corporate recipients owning at least 20% of a corporation's stock, effective January 1, 2018[165] - Northfield Bancorp is under audit in New Jersey for tax years 2021 through 2024[170] Employee and Corporate Culture - The workforce consisted of 374 employees, with a focus on diversity and employee retention to enhance corporate culture[114] - Northfield Bank promotes employee wellness through flexible work schedules and various wellness programs, emphasizing the importance of work-life balance[118] Securities and Investments - The total debt securities available-for-sale as of December 31, 2025, was $1.418 billion, an increase from $1.412 billion in 2024[104] - The corporate bond portfolio consisted mostly of investment-grade securities with remaining maturities generally shorter than ten years as of December 31, 2025[102] - The fair value of the trading portfolio as of December 31, 2025, was $15.2 million, up from $13.9 million in 2024[103] - The estimated fair value of mortgage-backed securities was $1,379.048 million as of December 31, 2025, with gross unrealized losses of $14.765 million[469] - The Company held 99 pass-through mortgage-backed securities in a continuous unrealized loss position of twelve months or greater at December 31, 2025[475] - The Company did not recognize any allowance for credit losses on its available-for-sale debt securities during the years ended December 31, 2025 or 2024[476] - The Company has made an accounting policy election to exclude accrued interest receivable on held-to-maturity securities from the estimate of credit losses[484] Loan Portfolio - The Company classifies its loan portfolio into three categories: loans held-for-sale, PCD loans, and loans held-for-investment[423] - Total loans held-for-investment, net decreased to $3,856.8 million in 2025 from $4,022.2 million in 2024, representing a decline of approximately 4.1%[487] - Real estate loans totaled $3,680.9 million in 2025, down from $3,847.5 million in 2024, a decrease of about 4.3%[487] - PCD loans decreased to $8.3 million in 2025 from $9.2 million in 2024, reflecting a decline of approximately 9.8%[488] - The majority of PCD loans in 2025 were comprised of 58% commercial and industrial loans, 21% commercial real estate loans, and 10% one-to-four family residential loans[488] - The net loans held-for-investment decreased to $3,818.6 million in 2025 from $3,987.0 million in 2024, a decline of about 4.2%[487] - The Company reported current-period gross charge-offs of $5.34 million, excluding PCD loans, for the year ended December 31, 2025[496] - The Company maintains a nine-point credit risk rating system, with loans rated 1 to 5 considered pass ratings[492] - The Company engages a third-party independent loan reviewer for semi-annual reviews of a sample of loans to validate credit risk ratings[490] - The Company monitors credit quality through loan-to-value (LTV) ratios and internally assigned credit risk ratings by loan type[489]

Core Viewpoint - Kahn Swick & Foti, LLC is investigating the proposed sale of Soho House & Co Inc. to affiliates of MCR, focusing on whether the offered price of $9.00 per share adequately reflects the company's value and the process leading to this valuation [1]. Group 1: Proposed Sale Details - Shareholders of Soho House will receive $9.00 in cash for each share they own under the proposed transaction [1]. - The investigation aims to assess the adequacy of both the price and the process that led to this proposed sale [1]. Group 2: Legal Inquiry - Kahn Swick & Foti, LLC, led by former Louisiana Attorney General Charles C. Foti, Jr., is seeking to determine if the proposed sale undervalues the company [1]. - Shareholders who believe the transaction undervalues the company are encouraged to discuss their legal rights with KSF [1].

Core Viewpoint - The proposed merger between Northfield Bancorp, Inc. and Columbia Financial, Inc. is under investigation to assess its fairness and adequacy for Northfield shareholders [1]. Summary by Categories Merger Details - The merger will convert each Northfield share into either stock or cash, based on the holder's choice, with the valuation ranging from 1.425 to 1.465 holding company shares or cash between $14.25 and $14.65 per share [1]. - Cash consideration is capped at 30% of the outstanding shares [1]. Legal Investigation - The law firm Kahn Swick & Foti, LLC is investigating the merger process to determine if it is fair to Northfield shareholders [1].

Financial Performance - Northfield Bancorp reported a net loss of $27.4 million, or $0.69 per share, for Q4 2025, compared to net income of $10.8 million, or $0.27 per diluted share, for Q3 2025[5]. - For the year ended December 31, 2025, net income totaled $796,000, or $0.02 per diluted share, compared to $29.9 million, or $0.72 per diluted share, for 2024[5]. - The company reported a net loss of $27,402 thousand for the three months ended December 31, 2025, compared to a net income of $11,251 thousand in the same period last year[67]. - Basic loss per common share was $(0.69) for the three months ended December 31, 2025, compared to earnings of $0.28 per share in the previous year[67]. Goodwill and Impairment - The company recorded a goodwill impairment charge of $41.0 million, resulting in a net loss for the quarter, with no goodwill remaining after this charge[4]. - Goodwill decreased by $41.0 million to $0 at December 31, 2025, due to a non-cash impairment charge[36]. Interest Income and Margin - Net interest income for Q4 2025 was $36.7 million, an increase of $7.0 million, or 23.5%, compared to $29.7 million for Q4 2024[15]. - Net interest margin increased by 16 basis points to 2.70% for Q4 2025, compared to 2.54% for Q3 2025, and by 52 basis points compared to 2.18% for Q4 2024[4]. - The company had a net interest margin of 2.70% for the three months ended December 31, 2025, compared to 2.18% for the same period in 2024[61]. - The net interest margin for the year ended December 31, 2025, was 2.55%, an increase from 2.10% in 2024[72]. Non-Interest Income and Expense - Non-interest income decreased by $2.3 million, or 33.2%, to $4.7 million for the quarter ended December 31, 2025, from $7.0 million for the quarter ended December 31, 2024[18]. - Non-interest expense increased by $43.3 million, or 50.1%, to $129.9 million for the year ended December 31, 2025, primarily due to the goodwill impairment charge[12]. - Total non-interest expense surged to $62,076 thousand for the three months ended December 31, 2025, compared to $20,822 thousand in the same period last year, reflecting a substantial increase of 197.5%[67]. Loans and Credit Losses - Loan balances declined by $43.4 million, or 4.5% annualized, primarily due to a $79.1 million decrease in multifamily loans[4]. - The provision for credit losses on loans increased by $3.1 million to $7.4 million for the year ended December 31, 2025, compared to $4.3 million for 2024[10]. - Provision for credit losses on loans decreased by $277,000 to $1.7 million for the quarter ended December 31, 2025, from $1.9 million for the quarter ended December 31, 2024[17]. - The allowance for credit losses to total loans held-for-investment was 0.99% as of December 31, 2025, up from 0.87% at the end of 2024[61]. Assets and Liabilities - Total assets increased by $87.6 million, or 1.5%, to $5.75 billion at December 31, 2025, from $5.67 billion at December 31, 2024[28]. - Total liabilities increased by $102.3 million, or 2.1%, to $5.06 billion at December 31, 2025, primarily due to an increase in borrowings of $234.0 million[38]. - Total stockholders' equity decreased to $690,059 thousand as of December 31, 2025, from $719,599 thousand as of September 30, 2025, representing a decline of 4.0%[65]. Deposits - Deposits, excluding brokered, increased by $31.5 million, or 3.2% annualized, from September 30, 2025[4]. - Deposits, excluding brokered deposits, increased by $100.2 million, or 2.6%, to $3.98 billion at December 31, 2025, driven by a $164.4 million increase in transaction accounts[39]. - Estimated gross uninsured deposits at December 31, 2025, were $1.99 billion, representing 23.7% of total deposits, up from 21.7% at December 31, 2024[40]. Liquidity and Performance Ratios - The Company’s on-hand liquidity ratio as of December 31, 2025, was 17.7%[44]. - The efficiency ratio for the three months ended December 31, 2025, was 150.15%, significantly higher than 56.75% for the same period in 2024[61]. - The average interest-earning assets to average interest-bearing liabilities ratio was 130.88% for the three months ended December 31, 2025, compared to 129.20% for the same period in 2024[61]. Stockholder Returns - A cash dividend of $0.13 per share was declared, payable on February 25, 2026, to stockholders of record on February 12, 2026[6]. - Total stockholders' equity decreased by $14.6 million to $690.1 million at December 31, 2025, due to $15.0 million in stock repurchases and $21.2 million in dividend payments[43].

Core Viewpoint - Northfield Bancorp, Inc. reported disappointing earnings per share (EPS) of -$0.69, significantly below the estimated EPS of $0.28, despite generating revenue of approximately $41.3 million, which exceeded the estimated revenue of about $39.5 million [1][2][6] Financial Performance - The company experienced a net loss of $27.4 million for the fourth quarter of 2025, primarily due to a $41 million goodwill impairment charge [2] - The goodwill impairment charge was $1.03 per share, non-cash, and non-tax deductible, leaving Northfield Bancorp with no remaining goodwill [3] - In the previous quarter, the company reported a net income of $10.8 million, or $0.27 per diluted share [3] Strategic Developments - Northfield Bancorp announced a merger with Columbia Financial, Inc., which is expected to enhance their market position [4][6] - The company declared a cash dividend of $0.13 per share, payable on February 25, 2026, to stockholders of record as of February 12, 2026 [4] Financial Metrics - Northfield Bancorp's financial metrics include a price-to-sales ratio of about 2.21, an enterprise value to sales ratio of around 2.16, and an enterprise value to operating cash flow ratio of approximately 12.98 [5]

Group 1 - The core focus of the news is the investigation by Monteverde & Associates PC into Northfield Bancorp, Inc. regarding its merger with Columbia Financial, Inc. to determine if the deal is fair for shareholders [1] - Monteverde & Associates PC is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report and has successfully recovered millions for shareholders [1] - The firm operates from the Empire State Building in New York City and emphasizes its national presence in class action securities litigation [2] Group 2 - The firm has a successful track record in trial and appellate courts, including the U.S. Supreme Court, indicating its capability in handling significant legal matters [2] - Shareholders concerned about the merger or seeking additional information can contact the firm for free [3] - The firm encourages potential clients to inquire about their past recoveries and the specifics of their litigation success [4]

Core Viewpoint - Ademi LLP is investigating Northfield for potential breaches of fiduciary duty and other legal violations related to its transaction with Columbia Financial [1]. Group 1: Transaction Details - Northfield stockholders will receive either shares of the new holding company or cash based on an independent valuation, with specific terms depending on the valuation range [2]. - If the valuation is less than $2.3 billion, shareholders will receive either 1.425 shares or $14.25 in cash; for valuations between $2.3 billion and $2.6 billion, the consideration increases to 1.450 shares or $14.50 in cash; and for valuations of $2.6 billion or higher, shareholders will receive 1.465 shares or $14.65 in cash [2]. - A maximum of 30% of outstanding Northfield shares may be converted to cash, and insiders will receive substantial benefits as part of change of control arrangements [2]. Group 2: Investigation Focus - The transaction agreement imposes significant penalties on Northfield for accepting competing bids, which raises concerns about the board of directors' fulfillment of their fiduciary duties to all shareholders [3].

Core Viewpoint - Columbia Bank and Northfield have entered into a merger agreement valued at approximately $597 million, which will create the third largest regional bank headquartered in New Jersey with pro forma total assets of around $18 billion and over 100 branches [1][2] Group 1: Merger Details - The merger will result in Northfield Bank merging into Columbia Bank, with Columbia Bank being the surviving entity [1] - The merger is valued at approximately $597 million, equivalent to 0.86 times Northfield's tangible book value [2] - The transaction is expected to be completed early in the third quarter of 2026, pending regulatory and shareholder approvals [2] Group 2: Market Position - The combined organization will have a footprint extending to 14 counties in New Jersey, as well as Brooklyn and Staten Island [1] - Columbia Bank will hold the number one deposit share for community banks in the Brooklyn and Staten Island markets post-merger [1]

Group 1 - The article does not provide any relevant content regarding company or industry insights [1]

Columbia Financial, Inc. to Convert to Fully Public Company and Partner with Northfield Bancorp, Inc. Unlocking Shareholder Value in Conjunction With Our Second Step Conversion & Stock Offering February 2, 2026 R: 220 G: 220 B: 220 R: 244 G: 230 B: 200 R: 222 G: 222 B: 222 R: 185 G: 208 B: 255 R: 209 G: 159 B: 42 R: 116 G: 116 B: 116 R: 0 G: 0 B: 0 R: 166 G: 202 B: 236 R: 0 G: 17 B: 50 Font: Arial Font Color: 0, 0, 0 1 Disclaimer and Caution About Forward-Looking Statements Certain statements in this commun ...