CONNECTONE BN(CNOBP) - 2025 Q2 - Quarterly Report

FORM 10-Q This filing details ConnectOne Bancorp, Inc.'s quarterly financial performance and condition for the period ended June 30, 2025 - ConnectOne Bancorp, Inc. filed its Quarterly Report on Form 10-Q for the period ended June 30, 2025[2] - The registrant is classified as a Large accelerated filer[3] Securities Registered | Title of each class | Trading symbol | Name of each exchange on which registered | |---|---|---| | Common stock | CNOB | NASDAQ | | Depositary Shares (each representing a 1/40th interest in a share of 5.25% Series A Non-Cumulative, perpetual preferred stock) | CNOBP | NASDAQ | - As of August 11, 2025, 50,270,162 shares of Common Stock, no par value, were outstanding[4] Table of Contents This section provides an organized listing of all chapters and sub-sections within the quarterly report for easy navigation PART I – FINANCIAL INFORMATION This section presents the unaudited consolidated financial statements and management's discussion and analysis of ConnectOne Bancorp's financial condition and results of operations Item 1. Financial Statements This section presents the unaudited consolidated financial statements for ConnectOne Bancorp, Inc. and its subsidiaries, covering the statements of condition, income, comprehensive income, changes in stockholders' equity, and cash flows for the periods ended June 30, 2025, and December 31, 2024 (for condition) or June 30, 2025 and 2024 (for income, comprehensive income, equity changes, and cash flows) Consolidated Statements of Condition The Consolidated Statements of Condition show a significant increase in total assets and liabilities for ConnectOne Bancorp, Inc. as of June 30, 2025, compared to December 31, 2024, primarily driven by the FLIC merger. Total assets grew by over $4 billion, with substantial increases in loans receivable and deposits Consolidated Statements of Condition (in thousands) | (in thousands) | June 30, 2025 | December 31, 2024 | |---|---|---| | ASSETS | | | | Cash and cash equivalents | $596,533 | $356,488 | | Investment securities | $1,227,200 | $612,847 | | Loans receivable, net | $11,008,287 | $8,192,125 | | Total assets | $13,915,738 | $9,879,600 | | LIABILITIES | | | | Total deposits | $11,278,487 | $7,820,114 | | Total liabilities | $12,419,307 | $8,637,896 | | STOCKHOLDERS' EQUITY | | | | Total stockholders' equity | $1,496,431 | $1,241,704 | | Total liabilities and stockholders' equity | $13,915,738 | $9,879,600 | - Total assets increased by $4.04 billion (40.85%) from December 31, 2024, to June 30, 2025[8] - Net loans receivable increased by $2.82 billion (34.38%) from December 31, 2024, to June 30, 2025[8] Consolidated Statements of Income ConnectOne Bancorp, Inc. reported a net loss for the three and six months ended June 30, 2025, primarily due to a significant increase in provision for credit losses and merger expenses related to the FLIC acquisition. Despite an increase in total interest income, these expenses led to a negative net income available to common stockholders Consolidated Statements of Income (in thousands, except per share data) | (dollars in thousands, except for per share data) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Total interest income | $146,030 | $130,007 | $270,819 | $259,614 | | Total interest expense | $67,147 | $68,568 | $126,180 | $137,875 | | Net interest income | $78,883 | $61,439 | $144,639 | $121,739 | | Provision for credit losses | $35,700 | $2,500 | $39,200 | $6,500 | | Total noninterest income | $5,185 | $4,399 | $9,636 | $8,247 | | Total noninterest expenses | $73,649 | $37,594 | $112,954 | $74,659 | | Net (loss) income | $(20,293) | $19,056 | $(51) | $36,261 | | Net (loss) income available to common stockholders | $(21,802) | $17,547 | $(3,069) | $33,243 | | Basic EPS | $(0.52) | $0.46 | $(0.08) | $0.87 | | Diluted EPS | $(0.52) | $0.46 | $(0.08) | $0.86 | - Net loss available to common stockholders for the three months ended June 30, 2025, was $(21.8) million, a decrease from $17.5 million in the prior year, primarily due to increased provision for credit losses and merger expenses[11] - Provision for credit losses significantly increased to $35.7 million for Q2 2025 from $2.5 million for Q2 2024, and to $39.2 million for H1 2025 from $6.5 million for H1 2024[11] Consolidated Statements of Comprehensive Income The Consolidated Statements of Comprehensive Income show a total comprehensive loss of $(19.6) million for the three months ended June 30, 2025, a significant decline from a positive comprehensive income in the prior year, mainly influenced by the net loss and unrealized losses on cash flow hedges, partially offset by unrealized gains on available-for-sale securities Consolidated Statements of Comprehensive (Loss) Income (in thousands) | (dollars in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Net (loss) income | $(20,293) | $19,056 | $(51) | $36,261 | | Net unrealized holding gains (losses) on available-for-sale securities arising during the period | $3,896 | $(3,263) | $9,358 | $(12,229) | | Net unrealized (losses) gains on cash flow hedges | $(3,211) | $(881) | $(8,917) | $5,032 | | Pension plan adjustments | $- | $32 | $- | $62 | | Total other comprehensive income (loss), net of tax | $685 | $(4,112) | $441 | $(7,135) | | Total comprehensive (loss) income | $(19,608) | $14,944 | $390 | $29,126 | - Total comprehensive (loss) income for the three months ended June 30, 2025, was $(19.6) million, compared to $14.9 million for the same period in 2024[12] Consolidated Statements of Changes in Stockholders' Equity Stockholders' equity increased to $1,496.4 million as of June 30, 2025, from $1,241.7 million at December 31, 2024. This increase was primarily driven by the issuance of 11,790,116 common shares in connection with the FLIC merger, valued at $270.8 million, despite a net loss for the period and cash dividends paid Consolidated Statements of Changes in Stockholders' Equity (in thousands) | (in thousands) | Balance as of Dec 31, 2024 | Net loss | Other comprehensive income | Cash dividends paid (preferred) | Cash dividends paid (common) | Stock issued (FLIC merger) | Balance as of Jun 30, 2025 | |---|---|---|---|---|---|---|---| | Preferred Stock | $110,927 | - | - | - | - | - | $110,927 | | Common Stock | $586,946 | - | - | - | - | $270,819 | $857,765 | | Additional Paid-In Capital | $36,347 | - | - | - | $(2,134) (tax withholdings) | $2,515 (stock-based comp) | $36,728 | | Retained Earnings | $631,446 | $(51) | - | $(3,018) | $(13,845) | - | $614,532 | | Treasury Stock | $(76,116) | - | - | - | - | - | $(76,116) | | Accumulated Other Comprehensive (Loss) Income | $(47,846) | - | $441 | - | - | - | $(47,405) | | Total Stockholders' Equity | $1,241,704 | $(51) | $441 | $(3,018) | $(13,845) | $270,819 | $1,496,431 | - Stockholders' equity increased by $254.7 million from December 31, 2024, to June 30, 2025, primarily due to the issuance of 11,790,116 shares of common stock in connection with the FLIC merger, valued at $270.8 million[15] Consolidated Statements of Cash Flows Net cash provided by operating activities decreased significantly for the six months ended June 30, 2025, compared to the prior year, despite a net loss. Investing activities provided cash, largely due to the FLIC acquisition, while financing activities shifted from a net use of cash to a net provision of cash, driven by increased deposits and subordinated debt issuance Consolidated Statements of Cash Flows (in thousands) | (dollars in thousands) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---| | Net cash provided by operating activities | $21,348 | $42,819 | | Net cash provided by investing activities | $99,048 | $169,165 | | Net cash provided by (used in) financing activities | $119,649 | $(161,185) | | Net change in cash and cash equivalents | $240,045 | $50,799 | | Cash and cash equivalents at beginning of period | $356,488 | $242,714 | | Cash and cash equivalents at end of period | $596,533 | $293,513 | - Cash and cash equivalents increased by $240.0 million to $596.5 million as of June 30, 2025, from $356.5 million at December 31, 2024[17] - Investing activities included $54.9 million in cash acquired, net of cash consideration paid, in the FLIC acquisition[17][19] Notes to Consolidated Financial Statements These notes provide detailed disclosures on the Company's accounting policies, significant events like the FLIC merger, earnings per share calculations, investment securities, derivatives, loan portfolio and credit losses, fair value measurements, comprehensive income, stock-based compensation, pension plans, deposits, FHLB borrowings, subordinated debentures, and segment reporting, offering crucial context to the financial statements Note 1a. Nature of Operations, Principles of Consolidation and Risk and Uncertainties ConnectOne Bancorp, Inc. operates as a registered bank holding company, with its primary business being ConnectOne Bank, a community-based commercial bank. The Company completed the acquisition of The First of Long Island Corporation (FLIC) on June 1, 2025, merging its subsidiary bank into ConnectOne Bank, expanding its branch network to 59 offices. The financial statements are prepared in conformity with U.S. GAAP, and the Company's sole reportable segment is financial services - ConnectOne Bancorp, Inc. is a registered bank holding company operating its wholly-owned subsidiary, ConnectOne Bank, a community-based, full-service New Jersey-chartered commercial bank[21][22] - On June 1, 2025, the Company completed the acquisition of The First of Long Island Corporation (FLIC), merging its subsidiary bank into ConnectOne Bank, expanding its operations to 59 banking offices[22] - The Company's operations are solely in the financial services industry, providing a range of regional community banking services to commercial and retail clients[27] Note 1b. Authoritative Accounting Guidance ConnectOne Bancorp adopted ASU 2023-09, 'Income Taxes (Topic 740): Improvements to Income Tax Disclosures,' on January 1, 2025, which requires enhanced annual disclosures for income tax rate reconciliation and taxes paid. The Company is also preparing for ASU 2024-03, 'Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40),' effective January 1, 2027, which is not expected to have a material effect - The Company adopted ASU 2023-09, 'Income Taxes (Topic 740): Improvements to Income Tax Disclosures,' on January 1, 2025, requiring specific categories in rate reconciliation and additional information for significant reconciling items[36] - ASU 2024-03, 'Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40),' effective January 1, 2027, will require disaggregated disclosures of certain expense categories, but is not expected to materially affect the consolidated financial statements[37] Note 2. Business Combination On June 1, 2025, ConnectOne Bancorp completed the acquisition of The First of Long Island Corporation (FLIC) for approximately $270.8 million, primarily through the issuance of 11,790,116 common shares. The acquisition was accounted for using the acquisition method, resulting in $7.2 million of goodwill and the recognition of acquired assets and assumed liabilities at fair value. The merger contributed $8.5 million in net interest income and $3.9 million in net income from the acquisition date to June 30, 2025, but incurred $32.1 million in merger expenses - ConnectOne Bancorp completed the acquisition of The First of Long Island Corporation (FLIC) on June 1, 2025, with FLIC merging into the Company and FNBLI merging into ConnectOne Bank[40] - The total transaction consideration was approximately $270.8 million, primarily through the issuance of 11,790,116 shares of the Company's common stock[41] Fair Value of Assets Acquired and Liabilities Assumed (in thousands) as of June 1, 2025 | (in thousands) | As of June 1, 2025 | |---|---| | Total purchase price consideration | $270,828 | | Total assets acquired | $3,905,094 | | Total liabilities assumed | $3,641,505 | | Net assets acquired | $263,589 | | Goodwill recorded in acquisition | $7,239 | - The merger resulted in $7.2 million of goodwill and contributed $8.5 million in net interest income and $3.9 million in net income from June 1 to June 30, 2025, while incurring $32.1 million in merger expenses[42][58] Note 3. Earnings per Common Share ConnectOne Bancorp reported basic and diluted earnings per common share of $(0.52) for the three months ended June 30, 2025, and $(0.08) for the six months ended June 30, 2025, a significant decrease from the prior year periods, reflecting the net loss available to common stockholders Earnings per Common Share (in thousands, except per share data) | (dollars in thousands, except for per share data) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Net (loss) income available to common stockholders | $(21,802) | $17,547 | $(3,069) | $33,243 | | Earnings allocated to participating securities | $53 | $(46) | $8 | $(89) | | (Loss) income attributable to common stock | $(21,749) | $17,501 | $(3,061) | $33,154 | | Weighted average common shares outstanding, including participating securities | 42,100 | 38,421 | 40,252 | 38,383 | | Weighted average participating securities | (102) | (101) | (102) | (103) | | Weighted average common shares outstanding | 41,998 | 38,320 | 40,150 | 38,280 | | Incremental shares from assumed conversions of options, performance units and restricted shares | 175 | 129 | 220 | 173 | | Weighted average common and equivalent shares outstanding | 42,173 | 38,449 | 40,370 | 38,453 | | Basic EPS | $(0.52) | $0.46 | $(0.08) | $0.87 | | Diluted EPS | $(0.52) | $0.46 | $(0.08) | $0.86 | - Restricted stock awards are considered participating securities due to non-forfeitable dividend rights, impacting EPS calculation using the two-class method[62] Note 4. Investment Securities ConnectOne Bancorp's investment securities available-for-sale increased significantly to $1,227.2 million as of June 30, 2025, from $612.8 million at December 31, 2024, largely due to the FLIC merger. The portfolio primarily consists of federal agency obligations and residential mortgage pass-through securities. Net unrealized losses decreased, and no allowance for credit losses was recorded for available-for-sale securities, as declines in fair value were attributed to interest rate changes rather than credit impairment - Immediately after the FLIC merger, the Company sold a significant portion of acquired available-for-sale investments, generating $277.5 million in proceeds with no realized gains or losses[66] Investment Securities Available-for-Sale (in thousands) | (in thousands) | June 30, 2025 Fair Value | December 31, 2024 Fair Value | |---|---|---| | Federal agency obligations | $359,417 | $84,670 | | Residential mortgage pass-through securities | $628,139 | $378,838 | | Commercial mortgage pass-through securities | $26,572 | $20,892 | | Obligations of U.S. states and political subdivisions | $207,126 | $122,404 | | Corporate bonds and notes | $4,995 | $4,987 | | Asset-backed securities | $823 | $885 | | Other securities | $128 | $171 | | Total investment securities available-for-sale | $1,227,200 | $612,847 | - As of June 30, 2025, investment securities with a carrying value of approximately $792.7 million were pledged to secure public deposits, borrowings, and other purposes, an increase from $184.0 million at December 31, 2024[71] - No allowance for credit losses for available-for-sale securities was recorded as of June 30, 2025, as unrealized losses were primarily due to interest rate changes, and issuers continue timely payments[80] Note 5. Derivatives ConnectOne Bancorp uses derivative instruments, primarily interest rate swaps, as cash flow hedges for FHLB advances and interest rate cap spread transactions for brokered certificates of deposit. As of June 30, 2025, the notional amount of cash flow hedges was $1.2 billion, with a fair value of $23.9 million. The Company also acquired non-designated back-to-back interest rate swaps through the FLIC merger, which offset each other's fair value changes - The Company uses fourteen pay fixed-rate interest rate swaps, with a total notional amount of $750 million, designated as cash flow hedges of outstanding Federal Home Loan Bank advances, expiring between December 2025 and May 2028[86] - Two forward starting interest rate cap spread transactions, totaling $225 million notional amount, are designated as cash flow hedges of brokered certificates of deposit, effective October and November 2022, maturing in October and November 2027[87] Cash Flow Hedges in Consolidated Statements of Condition (in thousands) | (in thousands) | June 30, 2025 Notional Amount | June 30, 2025 Fair Value | December 31, 2024 Notional Amount | December 31, 2024 Fair Value | |---|---|---|---|---| | Interest rate contracts | $1,200,000 | $23,900 | $1,000,000 | $37,398 | - Acquired non-designated back-to-back interest rate swaps from the FLIC merger, with a notional amount of $36.2 million, offset each other's fair value changes and do not impact the Bank's results of operations[94][95] Note 6. Loans and the Allowance for Credit Losses ConnectOne Bancorp's total loans receivable significantly increased to $11.16 billion as of June 30, 2025, from $8.27 billion at December 31, 2024, primarily due to the FLIC merger. The allowance for credit losses (ACL) also rose substantially to $156.2 million, largely driven by an initial provision of $27.3 million and nonaccretable credit marks of $43.3 million related to acquired purchased credit-deteriorated (PCD) loans from the merger. Nonaccrual loans decreased, and the Company actively monitors credit quality and loan modifications Composition of Loan Portfolio Segments (in thousands) | (in thousands) | June 30, 2025 | December 31, 2024 | |---|---|---| | Commercial | $1,607,528 | $1,532,730 | | Commercial real estate | $7,624,033 | $5,880,679 | | Commercial construction | $681,222 | $616,246 | | Residential real estate | $1,254,646 | $249,691 | | Consumer | $1,709 | $1,136 | | Total loans receivable | $11,164,477 | $8,274,810 | Nonaccrual Loans (in thousands) | (in thousands) | June 30, 2025 Total Nonaccrual Loans | December 31, 2024 Total Nonaccrual Loans | |---|---|---| | Commercial | $13,470 | $16,231 | | Commercial real estate | $21,319 | $36,486 | | Commercial construction | $2,204 | $2,204 | | Residential real estate | $2,235 | $2,389 | | Total | $39,228 | $57,310 | - The allowance for credit losses (ACL) increased to $156.2 million as of June 30, 2025, from $82.7 million at December 31, 2024, primarily due to $27.3 million initial provision and $43.3 million nonaccretable credit marks related to the FLIC merger[118] - As of June 30, 2025, the Company had $237.8 million in Purchased Credit-Deteriorated (PCD) loans, including a $208.2 million pool of rent-regulated multifamily loans in New York City, subject to unique stressors from 2019 rent laws[103] Note 7. Fair Value Measurements and Fair Value of Financial Instruments ConnectOne Bancorp measures financial instruments at fair value using a three-level hierarchy. Investment securities available-for-sale and derivatives are primarily classified as Level 2, based on observable market data. Collateral-dependent loans are measured on a nonrecurring basis using Level 3 inputs, relying on appraisals and unobservable adjustments. The fair value of total assets measured on a recurring basis increased to $1,270.8 million as of June 30, 2025, from $670.3 million at December 31, 2024 - Fair value measurements are categorized into Level 1 (quoted prices in active markets for identical assets), Level 2 (observable inputs for similar assets), and Level 3 (significant unobservable inputs)[137] Recurring Fair Value Measurements: Assets (in thousands) | (dollars in thousands) | June 30, 2025 Total Fair Value | December 31, 2024 Total Fair Value | |---|---|---| | Investment securities available-for-sale | $1,227,200 | $612,847 | | Equity securities | $19,707 | $20,092 | | Derivatives | $23,900 | $37,398 | | Total assets measured at fair value on a recurring basis | $1,270,807 | $670,337 | - Collateral-dependent loans are measured at fair value on a nonrecurring basis, primarily using Level 3 inputs based on appraisals of collateral value with unobservable adjustments for comparable sales[147][155] Note 8. Comprehensive (Loss) Income ConnectOne Bancorp's total comprehensive income (loss) includes unrealized gains/losses on available-for-sale securities, cash flow hedges, and defined benefit pension plans. Accumulated other comprehensive loss as of June 30, 2025, was $(47.4) million, slightly improved from $(47.8) million at December 31, 2024, primarily due to changes in cash flow hedge valuations - Total comprehensive income (loss) includes unrealized holding gains and losses on available-for-sale securities, unrealized gains (losses) on cash flow hedges, and defined benefit pension plan adjustments, all net of taxes[163] Accumulated Other Comprehensive Loss (in thousands) | (dollars in thousands) | June 30, 2025 | December 31, 2024 | |---|---|---| | Investment securities available-for-sale, net of tax | $(60,274) | $(69,632) | | Cash flow hedge, net of tax | $13,564 | $22,481 | | Defined benefit pension and post-retirement plans, net of tax | $(695) | $(695) | | Total accumulated other comprehensive loss | $(47,405) | $(47,846) | Note 9. Stock-based Compensation ConnectOne Bancorp's 2017 Equity Compensation Plan had approximately 168,971 shares available for grant as of June 30, 2025. Stock-based compensation expense for the six months ended June 30, 2025, was $2.5 million. The Company had nonvested restricted stock, unearned performance units, and deferred stock units with unrecognized compensation costs of $1.7 million, $2.9 million, and $2.1 million, respectively, expected to be recognized over weighted-average periods of 1.3 to 2.1 years - As of June 30, 2025, approximately 168,971 shares were available for grant and issuance under the 2017 Equity Compensation Plan[167] - Stock-based compensation expense for the six months ended June 30, 2025, was $2.5 million, compared to $2.1 million for the same period in 2024[169] Unrecognized Stock-based Compensation Cost (in thousands) | Award Type | Unrecognized Compensation Cost (as of Jun 30, 2025) | Weighted Average Period (Years) | |---|---|---| | Nonvested restricted stock | $1,700 | 1.3 | | Unearned performance units | $2,900 | 2.1 | | Unearned deferred stock units | $2,100 | 1.7 | Note 10. Components of Net Periodic Pension Cost ConnectOne Bancorp reported net periodic pension income of $(249) thousand for the six months ended June 30, 2025. Following the FLIC merger, the Company acquired a defined benefit pension plan with a net funded status of $11.2 million. The Board of Directors approved freezing the plan effective September 30, 2025, preventing new participants and future benefit accruals Net Periodic Pension Cost (Income) (in thousands) | (dollars in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Service cost | $- | $- | $- | $- | | Interest cost | $105 | $106 | $211 | $212 | | Expected return on plan assets | $(230) | $(214) | $(460) | $(428) | | Net amortization | $- | $43 | $- | $86 | | Total periodic pension income | $(125) | $(65) | $(249) | $(130) | - In the FLIC merger, the Company acquired a defined benefit pension plan with a net funded status of $11.2 million as of the acquisition date[178] - The Board of Directors approved freezing the acquired pension plan effective September 30, 2025, disallowing new participants and future benefit accruals[179] Note 11. Deposits ConnectOne Bancorp's total time deposits increased to $3.1 billion as of June 30, 2025, from $2.6 billion at December 31, 2024. Nonreciprocal brokered time deposits constituted $1.0 billion of this total. The majority of time deposits mature within one year - Total time deposits increased to $3.1 billion as of June 30, 2025, from $2.6 billion at December 31, 2024[190] - Nonreciprocal brokered time deposits amounted to $1.0 billion as of June 30, 2025, up from $907.2 million at December 31, 2024[190] Contractual Maturities of Time Deposits (in thousands) as of June 30, 2025 | Year | Amount (dollars in thousands) | |---|---| | 2025 | $1,749,473 | | 2026 | $1,149,831 | | 2027 | $76,951 | | 2028 | $85,375 | | 2029 | $3,761 | | thereafter | $1,983 | | Time deposits (before net discount) | $3,067,374 | Note 12. FHLB Borrowings ConnectOne Bancorp's FHLB borrowings increased to $783.9 million as of June 30, 2025, from $688.1 million at December 31, 2024, with a weighted average interest rate of 4.43%. The majority of these borrowings mature in less than one year and are primarily collateralized by commercial mortgage loans and securities. The Company had a remaining borrowing capacity of approximately $2.2 billion at FHLB FHLB Borrowings by Remaining Period to Maturity (in thousands) | (dollars in thousands) | June 30, 2025 Amount | June 30, 2025 Rate | December 31, 2024 Amount | December 31, 2024 Rate | |---|---|---|---|---| | Less than 1 year | $757,992 | 4.44% | $660,529 | 4.51% | | 1 year through less than 2 years | $- | - | $2,050 | 2.23% | | 2 years through less than 3 years | $25,243 | 4.17% | $260 | 2.85% | | 3 years through less than 4 years | $- | - | $25,000 | 4.18% | | 4 years through 5 years | $- | - | $- | - | | After 5 years | $244 | 2.96% | $261 | 2.96% | | Total FHLB borrowings – gross | $783,479 | 4.43% | $688,100 | 4.49% | - FHLB borrowings are primarily collateralized by approximately $3.9 billion of commercial mortgage loans and securities[194] - As of June 30, 2025, the Company had a remaining borrowing capacity of approximately $2.2 billion at FHLB[194] Note 13. Subordinated Debentures ConnectOne Bancorp's subordinated debentures totaled $276.5 million as of June 30, 2025, a significant increase from $79.9 million at December 31, 2024. This increase is primarily due to the issuance of $200 million in fixed-to-floating rate subordinated notes in May 2025, bearing an initial interest rate of 8.125% annually until June 2030 - The Company issued $200 million in aggregate principal amount of fixed-to-floating rate subordinated notes (the '2025 Notes') on May 15, 2025[200] - The 2025 Notes bear interest at 8.125% annually until June 1, 2030, after which the rate resets quarterly to Three-Month Term SOFR plus 441.5 basis points[200] - The 2020 Notes, issued in June 2020 for $75 million, have a stated maturity of July 1, 2030, and bear a variable rate (Three-Month Term SOFR + 560.5 basis points), which was 9.92% as of June 30, 2025[199] Note 14. Segment Reporting ConnectOne Bancorp operates as a single reportable segment in the financial services industry, with performance evaluated using Consolidated Bank net income. For the six months ended June 30, 2025, segment consolidated net income was $4.4 million, a decrease from $38.9 million in the prior year, primarily due to increased provision for credit losses and other operating expenses - The Company's sole reportable segment is the financial services industry, providing regional community banking services[27][28] Segment Consolidated Net (Loss) Income (in thousands) | (dollars in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Total segment income | $150,895 | $134,570 | $279,433 | $267,776 | | Segment consolidated net (loss) income | $(16,878) | $20,582 | $4,355 | $38,864 | | Segment assets | $13,906,221 | $9,715,227 | $13,906,221 | $9,715,227 | - Segment consolidated net (loss) income for the three months ended June 30, 2025, was $(16.9) million, down from $20.6 million in the prior year, and for the six months, it was $4.4 million, down from $38.9 million[202] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on ConnectOne Bancorp's financial performance and condition, highlighting the impact of the FLIC merger on operating results, net interest income, noninterest income and expenses, and income taxes. It also details changes in the loan portfolio, allowance for credit losses, asset quality, investment securities, interest rate sensitivity, liquidity, deposits, subordinated debentures, stockholders' equity, and regulatory capital, emphasizing the significant shifts due to the acquisition Operating Results Overview ConnectOne Bancorp reported a net loss available to common stockholders of $(21.8) million for the three months and $(3.1) million for the six months ended June 30, 2025, resulting in diluted EPS of $(0.52) and $(0.08), respectively. This decline was primarily driven by a $36.1 million increase in noninterest expenses (including $30.7 million in merger expenses) and a $33.2 million increase in provision for credit losses, largely attributable to the FLIC merger Net (Loss) Income Available to Common Stockholders and Diluted EPS | Period | Net (Loss) Income Available to Common Stockholders (in millions) | Diluted EPS | |---|---|---| | Three months ended June 30, 2025 | $(21.8) | $(0.52) | | Three months ended June 30, 2024 | $17.5 | $0.46 | | Six months ended June 30, 2025 | $(3.1) | $(0.08) | | Six months ended June 30, 2024 | $33.2 | $0.86 | - The decrease in net income was primarily due to a $36.1 million increase in noninterest expenses (including $30.7 million in merger expenses) and a $33.2 million increase in provision for credit losses, largely due to the FLIC merger[208][209] Net Interest Income and Margin Fully taxable equivalent net interest income increased by 28.2% to $79.8 million for the three months ended June 30, 2025, and by 18.7% to $146.4 million for the six months ended June 30, 2025, primarily due to the FLIC merger. The net interest margin widened to 3.06% for the three months and 3.00% for the six months, driven by a decrease in the average cost of total funds, despite higher average cash balances and the impact of a $200 million subordinated debt issuance Fully Taxable Equivalent Net Interest Income and Margin | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Fully taxable equivalent net interest income | $79.8 million | $62.2 million | $146.4 million | $123.4 million | | Net interest margin | 3.06% | 2.72% | 3.00% | 2.68% | | Average interest-earning assets | $10,468,589 | $9,210,050 | $9,850,087 | $9,266,670 | - The increase in net interest income and margin was primarily due to the FLIC merger, which increased average interest-earning assets, and a decrease in the average cost of total funds[211][212] Noninterest Income Noninterest income increased to $5.2 million for the three months and $9.6 million for the six months ended June 30, 2025, compared to $4.4 million and $8.2 million in the prior year periods, respectively. This growth was mainly driven by increases in deposit, loan, and other income, and BOLI income, largely attributable to the FLIC merger, partially offset by a decrease in net gains on sale of loans held-for-sale Noninterest Income (in thousands) | (dollars in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Total noninterest income | $5,185 | $4,399 | $9,636 | $8,247 | | Deposit, loan and other income | $2,570 | $1,654 | $4,576 | $3,246 | | Income on bank owned life insurance | $2,087 | $1,677 | $3,671 | $3,341 | | Net gains on sale of loans held-for-sale | $181 | $1,277 | $513 | $1,783 | - The increases in deposit, loan, and other income, and BOLI income were primarily due to the merger with FLIC[222][223] Noninterest Expenses Noninterest expenses significantly increased to $73.6 million for the three months and $113.0 million for the six months ended June 30, 2025, compared to $37.6 million and $74.7 million in the prior year periods, respectively. This substantial rise was primarily due to $30.7 million in merger expenses for the three months ($32.1 million for six months) related to the FLIC acquisition, along with increases in salaries, amortization of core deposit intangibles, professional fees, and IT costs Noninterest Expenses (in thousands) | (dollars in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Total noninterest expenses | $73,649 | $37,594 | $112,954 | $74,659 | | Merger expenses | $30,745 | $- | $32,065 | $- | | Salaries and employee benefits | $25,233 | $22,721 | $47,811 | $44,852 | | Amortization of core deposit intangibles | $1,251 | $321 | $1,530 | $642 | - The significant increase in noninterest expenses was primarily due to merger expenses related to the FLIC acquisition ($30.7 million for Q2 2025, $32.1 million for H1 2025)[224][225] Income Taxes ConnectOne Bancorp reported a net income tax benefit of $(5.0) million for the three months ended June 30, 2025, compared to an expense of $6.7 million in the prior year. For the six months, income tax expense decreased to $2.2 million from $12.6 million. This reduction in tax expense was a direct result of lower taxable income due to the additional expenses incurred from the FLIC merger Income Tax (Benefit) Expense (in thousands) | (dollars in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | |---|---|---|---|---| | Income tax (benefit) expense | $(4,988) | $6,688 | $2,172 | $12,566 | - The decrease in income tax expense (or shift to benefit) was a result of lower taxable income before income tax expense, primarily due to additional expenses from the FLIC merger[226][227] Financial Condition ConnectOne Bancorp's financial condition as of June 30, 2025, was significantly impacted by the FLIC merger, leading to substantial growth in the loan portfolio, allowance for credit losses, and deposits. The Company maintained adequate liquidity and strong regulatory capital ratios, despite a decrease in the tangible common equity ratio post-merger Loan Portfolio ConnectOne Bancorp's gross loans increased by $2.9 billion (34.9%) to $11.2 billion as of June 30, 2025, compared to December 31, 2024, primarily due to the FLIC merger. Commercial real estate remains the largest segment, growing by $1.7 billion, with significant increases in residential real estate loans. The portfolio maintains a weighted average loan-to-value ratio of 54% for commercial real estate loans Composition of Loan Portfolio (in thousands) | Loan Segment | June 30, 2025 Amount | December 31, 2024 Amount | Increase/ (Decrease) | |---|---|---|---| | Commercial | $1,607,528 | $1,532,730 | $74,798 | | Commercial real estate | $7,624,033 | $5,880,679 | $1,743,354 | | Commercial construction | $681,222 | $616,246 | $64,976 | | Residential real estate | $1,254,646 | $249,691 | $1,004,955 | | Consumer | $1,709 | $1,136 | $573 | | Gross loans | $11,169,138 | $8,280,482 | $2,888,656 | - Gross loans increased by $2.9 billion or 34.9% from December 31, 2024, to June 30, 2025, primarily due to the FLIC merger[229] - Commercial real estate loans had a weighted average loan-to-value of 54% as of June 30, 2025[231] Allowance for Credit Losses and Related Provision The allowance for credit losses (ACL) increased by $73.5 million to $156.2 million as of June 30, 2025, from $82.7 million at December 31, 2024. This significant increase was primarily due to the FLIC merger, which included a $43.3 million allowance recorded through goodwill for purchased credit-deteriorated loans and a $27.4 million initial provision for credit losses. The provision for credit losses for the six months ended June 30, 2025, was $39.2 million, up from $6.5 million in the prior year - The allowance for credit losses (ACL) increased by $73.5 million to $156.2 million as of June 30, 2025, from $82.7 million at December 31, 2024[236] - The increase in ACL was primarily due to the FLIC merger, with $43.3 million recorded through goodwill for purchased credit-deteriorated loans and $27.4 million as an initial provision for credit losses[236] Provision for Credit Losses (in thousands) | Period | Provision for Credit Losses (in thousands) | |---|---| | Three months ended June 30, 2025 | $35,700 | | Three months ended June 30, 2024 | $2,500 | | Six months ended June 30, 2025 | $39,200 | | Six months ended June 30, 2024 | $6,500 | - Net charge-offs for the six months ended June 30, 2025, were $8.3 million, compared to $6.4 million in the prior year[238][242] Asset Quality ConnectOne Bancorp manages asset quality through diversification, credit reviews, and prompt charge-offs. Nonperforming assets, defined as nonaccrual loans and OREO, decreased to $39.2 million as of June 30, 2025, from $57.3 million at December 31, 2024. The ratio of nonaccrual loans to total loans receivable improved to 0.35% from 0.69% - The Company's policy is to discontinue interest accruals on loans past due for 90 days or more, unless well-secured and in the process of collection[244] Nonperforming Assets (in thousands) | (dollars in thousands) | June 30, 2025 | December 31, 2024 | |---|---|---| | Nonaccrual loans | $39,228 | $57,310 | | OREO | $- | $- | | Total nonperforming assets | $39,228 | $57,310 | | Nonaccrual loans to total loans receivable | 0.35% | 0.69% | | Nonperforming assets to total assets | 0.28% | 0.58% | Purchased Credit-Deteriorated Loans As of June 30, 2025, ConnectOne Bancorp's recorded investment in Purchased Credit-Deteriorated (PCD) loans totaled $237.8 million, including $208.2 million in rent-regulated multifamily loans in New York City. These loans were acquired as part of the FLIC merger and had experienced more-than-insignificant credit deterioration since origination. A $43.3 million non-accretable mark and a $34.4 million accretable fair value mark were recorded at acquisition, with the accretion adding approximately 2 basis points to the net interest margin for the quarter - As of June 30, 2025, the Company's recorded investment in PCD loans totaled $237.8 million[247] - Within the PCD loan portfolio, $208.2 million are rent-regulated multifamily loans in New York City, subject to unique stressors from 2019 New York rent laws[248] - A $43.3 million non-accretable mark and a $34.4 million accretable fair value mark were recorded for PCD loans at the acquisition date (June 1, 2025), with accretion adding approximately 2 basis points to the net interest margin for the quarter[249] Investment Securities Average investment securities, on an amortized cost basis, increased to $936.0 million for the three months and $841.5 million for the six months ended June 30, 2025, primarily due to the FLIC merger. Net unrealized losses on available-for-sale securities decreased to $60.3 million as of June 30, 2025, from $69.6 million at December 31, 2024, mainly due to changes in market conditions and interest rates. No allowance for credit losses was recorded for these securities - Average securities, on an amortized cost basis, increased by $196.4 million to $936.0 million for the three months ended June 30, 2025, and by $111.5 million to $841.5 million for the six months ended June 30, 2025, primarily due to the FLIC merger[251] - Net unrealized losses on available-for-sale securities decreased to $60.3 million as of June 30, 2025, from $69.6 million at December 31, 2024, mainly due to changes in market conditions and interest rates[252] - No allowance for credit losses was recorded for available-for-sale securities as of June 30, 2025, as unrealized losses are attributed to interest rate changes and issuers maintain high credit quality[252] Interest Rate Sensitivity Analysis ConnectOne Bancorp actively manages interest rate risk using net interest income (NII) simulation and economic value of equity (EVE) models. As of June 30, 2025, a 200 basis-point instantaneous increase in interest rates was estimated to decrease NII by 4.94% over one year and EVE by 5.89%. Conversely, a 100 basis-point decrease was estimated to increase NII by 1.72% and decrease EVE by 0.40% - The Company uses net interest income (NII) simulation and economic value of equity (EVE) models to measure potential impacts of future interest rate changes, with results within Board-approved guidelines[255] Interest Rate Sensitivity as of June 30, 2025 | Interest Rates (basis points) | Estimated Change in EVE (%) | Estimated Change in NII (%) | |---|---|---| | +300 | (10.35) | (7.98) | | +200 | (5.89) | (4.94) | | +100 | (1.22) | (1.91) | | 0 | - | - | | -100 | (0.40) | 1.72 | | -200 | (3.30) | 4.57 | | -300 | (8.94) | 6.39 | - Changes in interest rate sensitivity were impacted by overall market interest rates, model assumption updates, shifts in fixed-rate funding, and a deposit mix shift towards certificates of deposit[260] Estimates of Fair Value The estimation of fair value is critical for ConnectOne Bancorp's assets like loans held-for-sale and available-for-sale securities, which are recorded at fair value or the lower of cost or fair value. These estimates are inherently subjective and influenced by factors such as prepayment speeds, discount rates, and market interest rates. While most available-for-sale securities use quoted market prices, other valuations rely on judgments and models, leading to potential variability - Fair value estimation is significant for assets like loans held-for-sale and securities available-for-sale, which are recorded at fair value or the lower of cost or fair value[263] - Fair values are volatile and influenced by factors such as prepayment speeds, discount rates, and market interest rates[263] - Estimates are subjective, involve significant judgment, and changes in assumptions could materially affect them, making comparability between financial institutions challenging due to varied valuation techniques[162][263] Impact of Inflation and Changing Prices ConnectOne Bancorp's financial statements are prepared using historical dollars, not accounting for inflation's impact on purchasing power. As a financial institution, interest rates have a greater influence on its performance than general inflation levels, and these rates do not necessarily move in tandem with the prices of goods and services - Financial statements are prepared in accordance with GAAP, using historical dollars, without considering the change in the relative purchasing power of money due to inflation[265] - Interest rates have a greater impact on the Company's performance than general levels of inflation, and interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services[265] Liquidity ConnectOne Bancorp actively manages its liquidity, which remained adequate as of June 30, 2025. Liquid assets totaled $1.0 billion, representing 7.5% of total assets and 8.7% of total deposits and borrowings. The Company had substantial available and unused credit of approximately $4.2 billion, including borrowing capacity from FHLB ($4.0 billion) and the Federal Reserve Bank of New York ($1.7 billion) - As of June 30, 2025, liquid assets (cash and due from banks, interest-bearing deposits with banks, and unencumbered investment securities) totaled $1.0 billion, representing 7.5% of total assets and 8.7% of total deposits and borrowings[268] - The Company had aggregate available and unused credit of approximately $4.2 billion as of June 30, 2025, including $4.0 billion from FHLB and $1.7 billion from the Federal Reserve Bank of New York[269] - Cash and cash equivalents increased by $240.0 million to $596.5 million as of June 30, 2025, with financing activities providing $119.6 million in net cash, primarily from increased deposits and subordinated debt issuance[270] Deposits Deposits are ConnectOne Bancorp's primary funding source, with total average deposits increasing by $1.3 billion (16.4%) for the three months and $702 million (9.3%) for the six months ended June 30, 2025, primarily due to the FLIC merger. Total actual deposits increased by $3.5 billion (44.2%) to $11.3 billion as of June 30, 2025. Uninsured deposits were estimated at $4.8 billion, and nonreciprocal brokered deposits increased to $1.0 billion - Average total deposits increased by $1.3 billion (16.4%) for the three months ended June 30, 2025, and by $702 million (9.3%) for the six months ended June 30, 2025, primarily due to the FLIC merger[274][279] Total Deposits by Type (in thousands) | (dollars in thousands) | June 30, 2025 Amount | June 30, 2025 Percent of total | December 31, 2024 Amount | December 31, 2024 Percent of total | |---|---|---|---|---| | Demand, noninterest-bearing | $2,424,529 | 21.5% | $1,422,044 | 18.2% | | Demand, interest-bearing & NOW | $4,888,144 | 43.3% | $3,248,731 | 41.5% | | Savings | $900,799 | 8.0% | $592,139 | 7.6% | | Time | $3,065,015 | 27.2% | $2,557,200 | 32.7% | | Total deposits | $11,278,487 | 100.0% | $7,820,114 | 100.0% | - Estimated uninsured deposits (excluding affiliate and subsidiary accounts) were $4.8 billion as of June 30, 2025, compared to $2.7 billion at December 31, 2024[285] - Nonreciprocal brokered deposits increased to $1.0 billion as of June 30, 2025, from $907 million at December 31, 2024[287] Subordinated Debentures ConnectOne Bancorp's subordinated debentures increased significantly due to the issuance of $200 million in fixed-to-floating rate subordinated notes (2025 Notes) in May 2025, bearing an initial annual interest rate of 8.125% until June 2030. Additionally, $75 million in 2020 Notes bear a variable rate (9.92% as of June 30, 2025), and $5.0 million in MMCapS capital securities (due 2034) converted to a SOFR-based floating rate (7.39% as of June 30, 2025) - The Parent Corporation issued $200 million in fixed-to-floating rate subordinated notes (2025 Notes) on May 15, 2025, with an initial annual interest rate of 8.125% until June 1, 2030[291] - The $75 million 2020 Notes have a stated maturity of July 1, 2030, and bear a variable interest rate (Three-Month Term SOFR + 560.5 basis points), which was 9.92% as of June 30, 2025[290] - The $5.0 million MMCapS capital securities (due January 23, 2034) converted to a floating rate based on CME Term SOFR plus 2.85% plus a tenor spread adjustment, resulting in a rate of 7.39% as of June 30, 2025[289] Stockholders' Equity ConnectOne Bancorp's stockholders' equity increased by $254.7 million to $1,496.4 million as of June 30, 2025, compared to December 31, 2024, primarily due to the FLIC merger. However, the tangible common equity ratio decreased to 8.09% from 9.49%, and tangible book value per common share decreased to $21.95 from $23.92, largely due to the increase in intangible assets from the merger - Stockholders' equity increased by $254.7 million to $1.496 billion as of June 30, 2025, primarily due to the FLIC merger[293] Tangible Common Equity Reconciliation (in thousands, except per share data) | (dollars in thousands, except for per share data) | June 30, 2025 | December 31, 2024 | |---|---|---| | Stockholders equity | $1,496,431 | $1,241,704 | | Less: preferred stock | $(110,927) | $(110,927) | | Common equity | $1,385,504 | $1,130,777 | | Less: intangible assets | $(281,926) | $(213,011) | | Tangible common stockholders' equity | $1,103,578 | $917,766 | | Total assets | $13,915,738 | $9,879,600 | | Less: intangible assets | $(281,926) | $(213,011) | | Tangible assets | $13,633,812 | $9,666,589 | | Common stock outstanding at period end | 50,270,162 | 38,370,317 | | Tangible common equity ratio (1) | 8.09% | 9.49% | | Book value per common share | $27.56 | $29.47 | | Less: intangible assets | $5.61 | $5.55 | | Tangible book value per common share | $21.95 | $23.92 | - Total goodwill and other intangible assets increased to $281.9 million as of June 30, 2025, from $213.0 million at December 31, 2024, impacting tangible equity ratios[293] Regulatory Capital and Capital Adequacy As of June 30, 2025, both ConnectOne Bancorp (the Company) and ConnectOne Bank (the Bank) satisfied all regulatory minimum capital standards and capital conservation buffer requirements. The Company's Tier 1 leverage capital ratio was 9.25%, and the Bank's was 10.22%, both well above the 4.00% minimum. The lowest ratio for the Company was the Tier 1 Risk Based Capital Ratio at 11.06%, and for the Bank, the Total Risk Based Capital Ratio at 13.24%, both exceeding minimums and buffers - Both the Company and the Bank satisfy the capital conservation buffer requirements as of June 30, 2025[302] Regulatory Capital Ratios as of June 30, 2025 | Capital Ratio | The Company | Minimum for Capital Adequacy | The Bank | Minimum for Capital Adequacy | Well-Capitalized | |---|---|---|---|---|---| | Tier 1 leverage capital | 9.25% | 4.00% | 10.22% | 4.00% | 5.00% | | CET I risk-based ratio | 10.04% | 4.50% | 12.22% | 4.50% | 6.50% | | Tier 1 risk-based capital | 11.06% | 6.00% | 12.22% | 6.00% | 8.00% | | Total risk-based capital | 14.35% | 8.00% | 13.24% | 8.00% | 10.00% | - The lowest ratio at the Company was the Tier 1 Risk Based Capital Ratio (11.06%), which was 2.56% above the minimum buffer ratio. For the Bank, the lowest was the Total Risk Based Capital Ratio (13.24%), 2.74% above the minimum buffer ratio[302] Item 3. Qualitative and Quantitative Disclosures about Market Risks ConnectOne Bancorp's primary market risk is interest rate risk, which is actively managed through its asset and liability management function. Further details on the management of this risk are provided in the 'Interest Rate Sensitivity Analysis' section of Management's Discussion and Analysis - Interest rate risk management is ConnectOne Bancorp's primary market risk[303] - The Company's management of interest rate risk is discussed in detail under 'Item 2- Management's Discussion and Analysis of Financial Condition and Results of Operations - Interest Rate Sensitivity Analysis'[303] Item 4. Controls and Procedures As of June 30, 2025, ConnectOne Bancorp's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective. There have been no material changes in the Company's internal controls over financial reporting during the most recently completed fiscal quarter - The Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of June 30, 2025[304] - There have been no material changes in the Company's internal controls over financial reporting during the most recently completed fiscal quarter[305] PART II – OTHER INFORMATION This section provides disclosures on legal proceedings, risk factors, equity sales, and other miscellaneous information for ConnectOne Bancorp Item 1. Legal Proceedings ConnectOne Bancorp, as successor to FLIC, is facing a lawsuit filed on January 22, 2025, by a customer claiming approximately $11.1 million in damages due to suspicious wire transfer activity in July 2024. The Company vehemently disagrees with the allegations and intends to vigorously defend these claims - A customer filed a lawsuit on January 22, 2025, against FLIC and The First National Bank of Long Island (now ConnectOne Bancorp and ConnectOne Bank), claiming approximately $11.1 million in damages[308] - The lawsuit stems from suspicious wire transfer activity in July 2024, involving unauthorized access to banking information within the customer's control[307] - The Company vehemently disagrees with the allegations and intends to vigorously defend these claims[308] Item 1a. Risk Factors There have been no material changes to the risk factors inherent in ConnectOne Bancorp's business from those described in its Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes to the risk factors have occurred since the Annual Report on Form 10-K for the year ended December 31, 2024[309] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds ConnectOne Bancorp did not repurchase any shares during the quarter ended June 30, 2025. As of that date, 641,118 shares remained available for repurchase under the existing program - The Company did not repurchase any shares during the quarter ended June 30, 2025[310] - As of June 30, 2025, 641,118 shares remained available for repurchase under the share repurchase program[310] Item 3. Defaults Upon Senior Securities This item is not applicable to ConnectOne Bancorp for the reporting period - Not applicable[311] Item 4. Mine Safety Disclosures This item is not applicable to ConnectOne Bancorp for the reporting period - Not applicable[311] Item 5. Other Information This item is not applicable to ConnectOne Bancorp for the reporting period - Not applicable[311] Item 6. Exhibits This section lists all exhibits filed with the Form 10-Q, including supplemental indentures, certifications from the CEO and CFO (Sarbanes-Oxley Act Sections 302 and 906), and Inline XBRL documents for taxonomy extension and interactive data files - Exhibits include the Third Supplemental Indenture, certifications from the CEO and CFO (Sarbanes-Oxley Act Sections 302 and 906), and various Inline XBRL documents[312] SIGNATURES This section formally attests to the accuracy and completeness of the quarterly report by the Company's principal executive and financial officers - The report was signed by Frank Sorrentino III, Chairman and Chief Executive Officer, and William S. Burns, Senior Executive Vice President and Chief Financial Officer, on August 11, 2025[316]