BCB BANCORP INC - Quarter Report: 2022 September (Form 10-Q)

bcbp-20220930x10q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number: 0-50275

BCB Bancorp, Inc.

(Exact name of registrant as specified in its charter)

New Jersey		26-0065262
(State or other jurisdiction of incorporation or organization)		(IRS Employer I.D. No.)

104-110 Avenue C Bayonne, New Jersey		07002
(Address of principal executive offices)		(Zip Code)

(201) 823-0700

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year if changed since last report)

Securities registered pursuant to section 12(b) of the Securities and Exchange Act of 1934:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	BCBP	The Nasdaq Stock Market, LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. T Yes o No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). x Yes o No

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large Accelerated Filer	o	Accelerated Filer	x

Non-Accelerated Filer	o	Smaller Reporting Company	x

		Emerging Growth Company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act). o Yes T No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of November 1, 2022, BCB Bancorp, Inc., had 16,891,520 shares of common stock, no par value, outstanding.

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BCB BANCORP INC. AND SUBSIDIARIES

INDEX



	Page
PART I. CONSOLIDATED FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Statements of Financial Condition as of September 30, 2022 (unaudited) and December 31, 2021 (unaudited)		1
Consolidated Statements of Income for the three and nine months ended September 30, 2022 and 2021 (unaudited)		2
Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2022 and 2021 (unaudited)		3
Consolidated Statement of Changes in Stockholders’ Equity for the three and nine months ended September 30, 2022 and 2021 (unaudited)		4
Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021 (unaudited)		6
Notes to Unaudited Consolidated Financial Statements		7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		26
Item 3. Quantitative and Qualitative Disclosures about Market Risk		32
Item 4. Controls and Procedures		32

PART II. OTHER INFORMATION		33
Item 1. Legal Proceedings		33
Item 1A. Risk Factors		33
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		33
Item 3. Defaults Upon Senior Securities		33
Item 4. Mine Safety Disclosures		33
Item 5. Other Information		33
Item 6. Exhibits		34

PART I. CONSOLIDATED FINANCIAL INFORMATION

ITEM I. CONSOLIDATED FINANCIAL STATEMENTS

BCB BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Financial Condition

(In thousands, Except Share and Per Share Data, Unaudited)



	September 30,		December 31,
	2022		2021

ASSETS
Cash and amounts due from depository institutions	$	11,192	$	9,606
Interest-earning deposits		209,832		402,023
Total cash and cash equivalents		221,024		411,629

Interest-earning time deposits		735		735
Debt securities available for sale		92,751		85,186
Equity investments		18,408		25,187
Loans held for sale		-		952
Loans receivable, net of allowance for loan losses
of $33,195 and $37,119 respectively		2,787,015		2,304,942
Federal Home Loan Bank of New York stock, at cost		12,388		6,084
Premises and equipment, net		10,723		12,237
Accrued interest receivable		11,093		9,183
Other real estate owned		75		75
Deferred income taxes		15,863		12,959
Goodwill and other intangibles		5,394		5,431
Operating lease right-of-use assets		11,785		12,457
Bank-owned life insurance ("BOLI")		71,072		72,485
Other assets		7,286		7,986
Total Assets	$	3,265,612	$	2,967,528

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
Non-interest -bearing deposits	$	610,425	$	588,207
Interest bearing deposits		2,102,521		1,973,195
Total deposits		2,712,946		2,561,402
FHLB advances		212,123		71,711
Subordinated debentures		37,450		37,275
Operating lease liability		12,102		12,752
Other liabilities		8,309		10,364
Total Liabilities		2,982,930		2,693,504

STOCKHOLDERS' EQUITY
Preferred stock: $0.01 par value, 10,000,000 shares authorized; issued and outstanding 2,123 shares of Series H 3.5% and Series I 3.0%, (liquidation value $10,000 per share) noncumulative perpetual preferred stock at September 30, 2022 and 2,916 shares of Series D 4.5%, Series G 6%, Series H 3.5% and Series I 3% (liquidation value $10,000 per share) noncumulative perpetual preferred stock at December 31, 2021		-		-
Additional paid-in capital preferred stock		21,003		28,923
Common stock: no par value; 40,000,000 shares authorized; issued 19,858,738 and 19,708,375 at September 30, 2022 and December 31, 2021, respectively, outstanding 16,973,870 and 16,940,133, at September 30, 2022 and December 31, 2021, respectively		-		-
Additional paid-in capital common stock		195,057		193,927
Retained earnings		105,894		81,171
Accumulated other comprehensive loss		(6,149)		1,128
Treasury stock, at cost, 2,884,868 and 2,768,242 shares at September 30, 2022 and December 31, 2021, respectively		(33,123)		(31,125)
Total Stockholders' Equity		282,682		274,024
Total Liabilities and Stockholders' Equity	$	3,265,612	$	2,967,528

See accompanying notes to unaudited consolidated financial statements.

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BCB BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Income

(In thousands, Except for Per Share Amounts, Unaudited)


	Three Months Ended September 30,			Nine Months Ended September 30,
	2022		2021	2022		2021
Interest and dividend income:
Loans, including fees	$	32,302	26,922	$	87,404	$	80,673
Mortgage-backed securities		173	159		379		532
Other investment securities		1,103	814		2,990		2,345
FHLB stock and other interest earning assets		822	249		1,812		673
Total interest income		34,400	28,144		92,585		84,223

Interest expense:
Deposits:
Demand		1,169	1,059		2,873		3,407
Savings and club		113	131		331		376
Certificates of deposit		1,087	1,344		2,916		4,975
		2,369	2,534		6,120		8,758
Borrowings		1,080	997		2,701		3,226
Total interest expense		3,449	3,531		8,821		11,984

Net interest income		30,951	24,613		83,764		72,239
(Credit) provision for loan losses		-	680		(2,575)		4,840

Net interest income after (credit) provision for loan losses		30,951	23,933		86,339		67,399

Non-interest income:
Fees and service charges		1,251	713		3,678		2,853
BOLI income		646	765		2,087		2,195
Gain on sales of loans		18	83		126		575
Loss on bulk sale of impaired loans held in portfolio		-	-		-		(64)
Gain on sales of other real estate owned		-	11		-		11
Gain on sale of premises		-	-		-		371
Realized and unrealized (losses) on equity investments		(559)	(307)		(5,546)		(4)
Other		90	52		188		150
Total non-interest income		1,446	1,317		533		6,087

Non-interest expense:
Salaries and employee benefits		6,944	6,511		20,395		19,568
Occupancy and equipment		2,608	2,983		7,976		8,604
Data processing and communications		1,520	1,511		4,454		4,493
Professional fees		614	543		1,597		1,446
Director fees		375	233		992		790
Regulatory assessments		264	303		812		993
Advertising and promotional		286	200		681		392
Other real estate owned, net		1	(11)		6		12
Loss from extinguishment of debt		-	337		-		1,071
Other		841	918		2,555		2,899
Total non-interest expense		13,453	13,528		39,468		40,268

Income before income tax provision		18,944	11,722		47,404		33,218
Income tax provision		5,552	3,400		13,897		9,729

Net Income	$	13,392	8,322	$	33,507	$	23,489
Preferred stock dividends		174	286		624		852
Net Income available to common stockholders	$	13,218	8,036	$	32,883	$	22,637

Net Income per common share-basic and diluted
Basic	$	0.78	0.47	$	1.94	$	1.33
Diluted	$	0.76	0.47	$	1.89	$	1.31

Weighted average number of common shares outstanding
Basic		16,982	17,019		16,986		17,085
Diluted		17,356	17,222		17,369		17,242

See accompanying notes to unaudited consolidated financial statements.

BCB BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

(In thousands, Unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021


Net Income	$	13,392	$	8,322	$	33,507	$	23,489
Other comprehensive loss, net of tax:
Unrealized (losses) gains on available-for-sale debt securities:
Unrealized holding (losses) gains arising during the period		(4,191)		(161)		(9,675)		(12)
Tax Effect		1,039		40		2,398		3
Other comprehensive loss		(3,152)		(121)		(7,277)		(9)
Comprehensive income	$	10,240	$	8,201	$	26,230	$	23,480

See accompanying notes to unaudited consolidated financial statements.

BCB BANCORP INC. AND SUBSIDIARIES

Consolidated Statement of Changes in Stockholders’ Equity

(In thousands, Except Share and Per Share Data, Unaudited)


	Preferred ‎Stock		Common ‎Stock		Additional ‎Paid-In ‎Capital		Retained ‎Earnings		Treasury ‎Stock		Accumulated ‎Other ‎Comprehensive ‎Income ‎(Loss)		Total

Balance at January 1, 2022	$	-	$	-	$	222,850	$	81,171	$	(31,125)	$	1,128	$	274,024
Net income		-		-		-		33,507		-		-		33,507
Other comprehensive income		-		-		-		-		-		(7,277)		(7,277)
Stock-based compensation expense		-		-		458		-		-		-		458
Exercise of stock options (111,950 shares)		-		-		3		-		-		-		3
Treasury stock purchases (71,513 shares)		-		-		-		-		(1,998)		-		(1,998)
Dividends payable on Series D 4.5%, Series G 6%, Series H 3.5%, and Series I 3.0% noncumulative perpetual preferred stock		-		-		-		(624)		-		-		(624)
Redemption of Series D and Series G Preferred Stock		-		-		(14,730)		-		-		-		(14,730)
Issuance of Series I Preferred Stock		-		-		6,809		-		-		-		6,809
Cash dividends on common stock ($0.48 per share declared)		-		-				(7,809)		-		-		(7,809)
Dividend reinvestment plan		-		-		351		(351)		-		-		-
Stock purchase plan		-		-		319		-		-		-		319
Balance at September 30, 2022	$	-	$	-	$	216,060	$	105,894	$	(33,123)	$	(6,149)	$	282,682

	Preferred ‎Stock		Common ‎Stock		Additional ‎Paid-In ‎Capital		Retained ‎Earnings		Treasury ‎Stock		Accumulated ‎Other ‎Comprehensive ‎Income (Loss)		Total

Balance at July 1, 2022	$	-	$	-	$	211,130	$	95,393	$	(31,889)	$	(2,997)	$	271,637
Net income		-		-		-		13,392		-		-		13,392
Other comprehensive income		-		-		-		-		-		(3,152)		(3,152)
Stock-based compensation expense		-		-		267		-		-		-		267
Exercise stock option expense (111,750 shares)		-		-		3		-		-		-		3
Treasury stock purchases (116,626 shares)		-		-		-		-		(1,234)		-		(1,234)
Dividends payable on Series H 3.5%, and Series I 3.0% noncumulative perpetual preferred stock		-		-		-		(174)		-		-		(174)
Issuance of Series I preferred stock		-		-		4,439		-		-		-		4,439
Cash dividends on common stock ($0.16 per share declared)		-		-		-		(2,596)		-		-		(2,596)
Dividend reinvestment plan		-		-		121		(121)		-		-		-
Stock purchase plan		-		-		100		-		-		-		100
Balance at September 30, 2022	$	-	$	-	$	216,060	$	105,894	$	(33,123)	$	(6,149)	$	282,682

See accompanying notes to unaudited consolidated financial statements.

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BCB BANCORP INC. AND SUBSIDIARIES

Consolidated Statement of Changes in Stockholders’ Equity

(In thousands, Except Share and Per Share Data, Unaudited)


	Preferred ‎Stock		Common ‎Stock		Additional ‎Paid-In ‎Capital		Retained ‎Earnings		Treasury ‎Stock		Accumulated ‎Other ‎Comprehensive ‎Income ‎(Loss)		Total

Balance at January 1, 2021	$	-	$	-	$	217,999	$	58,335	$	(26,918)	$	(205)	$	249,211
Net income		-		-		-		23,489		-		-		23,489
Other comprehensive income		-		-		-		-		-		(9)		(9)
Stock-based compensation expense		-		-		337		-		-		-		337
Exercise of stock options (31,000 shares)						281								281
Treasury stock purchases (189,366 shares)		-		-		-		-		(2,511)		-		(2,511)
Dividends payable on Series D 4.5%, and Series G 6%, and Series H 3.5% noncumulative perpetual preferred stock		-		-		-		(852)		-		-		(852)
Cash dividends on common stock ($0.14 per share declared for the first two quarters ended June 30, 2021 and $0.16 per share for the quarter ended September 30, 2021		-		-		-		(7,241)		-		-		(7,241)
Dividend reinvestment plan		-		-		343		(343)		-		-		-
Stock purchase plan		-		-		376		-		-		-		376
Balance at September 30, 2021	$	-	$	-	$	219,336	$	73,388	$	(29,429)	$	(214)	$	263,081

	Preferred ‎Stock		Common ‎Stock		Additional ‎Paid-In ‎Capital		Retained ‎Earnings		Treasury ‎Stock		Accumulated ‎Other ‎Comprehensive ‎Income ‎(Loss)		Total

Balance at July 1, 2021	$	-	$	-	$	218,691	$	68,123	$	(28,197)	$	(93)	$	258,524
Net income		-		-		-		8,322		-		-		8,322
Other comprehensive income		-		-		-		-		-		(121)		(121)
Stock-based compensation expense		-		-		86		-		-		-		86
Exercise Stock Options Expense (31,000 shares)		-		-		281		-		-		-		281
Treasury stock purchases (91,491 shares)		-		-		-		-		(1,232)		-		(1,232)
Dividends payable on Series D 4.5%, Series G 6%, and Series H 3.5% noncumulative perpetual preferred stock		-		-		-		(286)		-		-		(286)
Cash dividends on common stock ($0.16 per share declared)		-		-		-		(2,647)		-		-		(2,647)
Dividend reinvestment plan		-		-		124		(124)		-		-		-
Stock purchase plan		-		-		154		-		-		-		154
Balance at September 30, 2021	$	-	$	-	$	219,336	$	73,388	$	(29,429)	$	(214)	$	263,081

See accompanying notes to unaudited consolidated financial statements.
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BCB BANCORP INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(In thousands, Unaudited)


	Nine Months Ended September 30,
	2022		2021
Cash Flows from Operating Activities:
Net Income	$	33,507	$	23,489
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of premises and equipment		1,735		2,156
Amortization and accretion, net		(1,005)		(406)
(Credit) provision for loan losses		(2,575)		4,840
Deferred income tax expense (benefit)		(505)		(938)
Loans originated for sale		(5,733)		(21,927)
Proceeds from sales of loans		6,811		25,119
Gain on sales of loans originated for sale		(126)		(575)
Gain on sale of premises		-		(371)
Realized and unrealized losses on equity investments		5,546		4
Gain on sales of other real estate owned		-		(11)
Loss on bulk sale of impaired loans held in portfolio		-		64
Stock-based compensation expense		458		337
BOLI Income		(2,087)		(2,195)
(Increase) decrease in interest receivable		(1,910)		2,536
(Increase) decrease in other assets		700		1,313
Decrease in accrued interest payable		(214)		(803)
(Decrease) increase in other liabilities		(1,841)		454
Net Cash Provided by Operating Activities		32,761		33,086
Cash flows from investing activities:
Proceeds from repayments, calls, and maturities on securities available for sale		9,310		29,245
Purchases of securities		(26,968)		(18,345)
Proceeds from bulk sale of impaired loans		-		3,442
Proceeds from sales of securities		1,232		-
Purchase of loans		-		-
Net increase in loans receivable		(477,429)		(1,671)
Purchases of BOLI		-		(8,500)
Proceeds from BOLI		3,500		-
Proceeds from sales of other real estate owned		-		425
Additions to premises and equipment		(221)		(254)
Proceeds from the sale of fixed assets and premises		-		742
Redemption of Federal Home Loan Bank of New York stock		(6,304)		3,131
Net Cash Used In Investing Activities		(496,880)		8,215
Cash flows from financing activities:
Net increase in deposits		151,544		223,355
Proceeds from Federal Home Loan Bank of New York Advances		140,000		10,000
Repayments of Federal Home Loan Bank of New York Advances		-		(83,000)
Purchases of treasury stock		(1,998)		(2,511)
Cash dividends paid on common stock		(7,809)		(7,241)
Cash dividends paid on preferred stock		(624)		(852)
Net proceeds from issuance of common stock		319		376
Net proceeds from issuance of preferred stock		6,809		-
Net payment for redemption of preferred stock		(14,730)		-
Proceeds from exercise of stock options		3		281
Net Cash Provided by Financing Activities		273,514		140,408

Net Increase (Decrease) Increase in Cash and Cash Equivalents		(190,605)		181,709
Cash and Cash Equivalents-Beginning		411,629		261,229

Cash and Cash Equivalents-Ending	$	221,024	$	442,938

Supplementary Cash Flow Information:
Cash paid during the period for:
Income taxes	$	16,532	$	10,150
Interest		9,036		12,787

See accompanying notes to unaudited consolidated financial statements.

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BCB Bancorp Inc. and Subsidiaries

Notes to Unaudited Consolidated Financial Statements

Note 1 – Basis of Presentation

The accompanying unaudited consolidated financial statements include the accounts of BCB Bancorp, Inc. (the “Company”) and the Company’s wholly owned subsidiaries, BCB Community Bank (the “Bank”), BCB Holding Company Investment Corporation, Special Asset REO I, LLC., and Special Asset REO II, LLC. The Company’s business is conducted principally through the Bank. All significant intercompany accounts and transactions have been eliminated in consolidation.

The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Regulation S-X and, therefore, do not necessarily include all information that would be included in audited consolidated financial statements. The information furnished reflects all adjustments that are, in the opinion of management, necessary for a fair presentation of consolidated financial condition and results of operations. All such adjustments are of a normal recurring nature. These results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, or any other future period. The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated statement of financial condition and revenues and expenses for the periods then ended. Actual results could differ significantly from those estimates.

These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes for the year ended December 31, 2021, which are included in the Company’s Annual Report on Form 10-K as filed with the Securities and Exchange Commission. In preparing these consolidated financial statements, the Company evaluated the events and transactions that occurred between December 31, 2021 and the date these consolidated financial statements were issued.

Risks and Uncertainties - We are subject to risks and uncertainties as a result of the COVID-19 pandemic. The full fallout from the pandemic and its long-term impact on economies, markets, industries and financial institutions is not known at this time, and it may take years to fully determine COVID-19’s economic impact.

The occurrence of events which adversely affect the global, national and regional economies may have a negative impact on our business. Like other financial institutions, our business relies upon the ability and willingness of our customers to transact business with us, including banking, borrowing and other financial transactions. A strong and stable economy at each of the local, federal and global levels is often a critical component of consumer confidence and typically correlates positively with our customers’ ability and willingness to transact certain types of business with us. Local and global events outside of our control which disrupt the New Jersey, New York, United States and/or global economy may therefore negatively impact our business and financial condition. A public health crisis such as the COVID-19 pandemic is no exception, and its adverse health and economic effects may adversely impact our business and financial condition. As of the date of issuance of the condensed consolidated financial statements, the extent to which the COVID-19 pandemic may impact the Company’s financial condition, liquidity, or results of operations is uncertain.

Note 2 - Recent Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses ASU 2016-13, and related guidance, requires entities to report “expected” credit losses on financial instruments and other commitments to extend credit rather than the current “incurred loss” model. These expected credit losses for financial assets held at the reporting date are to be based on historical experience, current conditions, and reasonable and supportable forecasts. This ASU will also require enhanced disclosures to help investors and other financial statement users better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an entity’s portfolio. These disclosures include qualitative and quantitative requirements that provide additional information about the amounts recorded in the consolidated financial statements. The amendments are effective for the Company in 2023. The Company has begun evaluating the impact the adoption of ASU 2016-13 will have on its consolidated financial statements and results of operations. The effect of this change cannot be ascertained at this point, and will depend upon factors including asset components, asset quality and market conditions at the adoption date. The Company has created a Current Expected Credit Loss (“CECL”) task group comprised of members of its finance, credit administration, lending, internal audit, loan operations, compliance, and information systems units. The CECL task group has become familiar with the provisions of ASU 2016-13 and is in the process of implementing the new guidance, which includes, but is not limited to: (1) identifying segments and sub-segments within the loan portfolio that have similar risk characteristics; (2) determining the appropriate methodology for each segment; (3) implementing changes that are necessary to its core operating system and interfaces to be able to capture appropriate data requirements; and (4) evaluating qualitative and economic factors to develop appropriate forecasts for integration into the model. The Company is currently evaluating the effect this guidance may have on its operating results and/or financial position, including assessing any potential impact on its capital.

Note 3 – Reclassification

Certain amounts as of December 31, 2021 and for the nine month period ended September 30, 2021 have been reclassified to conform to the current period’s presentation. These changes had no effect on the Company’s results of operations or financial position.

Note 4 – Equity Incentive Plans

Equity Incentive Plans

The Company, under the plan approved by its shareholders on April 28, 2011 (“2011 Stock Plan”), authorized the issuance of up to 900,000 shares of common stock of the Company pursuant to grants of stock options. Employees and directors of the Company and the Bank were eligible to participate in the 2011 Stock Plan. All stock options were granted in the form of either "incentive" stock options or "non-qualified" stock options. Incentive stock options have certain tax advantages that must comply with the requirements of Section 422 of the Internal Revenue Code. Only employees were permitted to receive incentive stock options. No awards were permitted to be granted under this Plan after April 26, 2021 pursuant to the terms of the 2011 Equity Incentive Plan (defined below).

The Company, under the plan approved by its shareholders on April 26, 2018 (“2018 Equity Incentive Plan”), authorized the issuance of up to 1,000,000 shares of common stock of the Company pursuant to grants of stock options, restricted stock awards, restricted stock units, and performance awards. Employees and directors of the Company and the Bank are eligible to participate in the 2018 Equity Incentive Plan. All stock options will be granted in the form of either "incentive" stock options or "non-qualified" stock options. Incentive stock options have certain tax advantages that must comply with the requirements of Section 422 of the Internal Revenue Code. Only employees are permitted to receive incentive stock options.

Under the 2018 Equity Incentive Plan, on February 10, 2021, grants of 66,000 options, in aggregate, were declared for members of the Board of Directors of the Bank and the Company which vest over a 5-year period, commencing on the first anniversary of the grant date. The exercise price was recorded as of close of business on February 10, 2021. On February 10, 2021, awards of 26,400 shares of restricted stock, in aggregate, were declared for members of the Board of Directors of the Bank and the Company, which vest over a 4-year period, commencing on the anniversary of the award date. On February 19, 2021, an award of 300 shares of restricted stock was declared for an officer of the Bank and the Company, which vests over a 2-year period, commencing on the anniversary of the award date.

Further, on April 26, 2021, grants of 6,800 options, in aggregate, were declared for certain officers of the Bank and the Company, which vest over a 5-year period commencing on the first anniversary of the grant date. The exercise price was recorded as of close of business on April 26, 2021.

On January 12, 2022, awards of 33,000 shares of restricted stock, in aggregate, were declared for members of the Board of Directors of the Bank and the Company, which vest over a 4-year period, commencing on the anniversary of the award date.

‎

Note 4 – Equity Incentive Plans (Continued)

The following table presents a summary of the status of the Company’s restricted shares as of September 30, 2022 and 2021.


	Number of Shares Awarded		Weighted Average Grant Date Fair Value
Non-vested at January 1, 2022	26,700	$	12.89
Granted	69,000		17.05
Vested	(9,150)		13.91
Forfeited	-		-
Non-vested at September 30, 2022	86,550	$	16.19

Restricted stock expense for the nine months ended September 30, 2022 and September 30, 2021 was $278,000 and $162,000, respectively. Expected future expenses relating to the non-vested restricted shares outstanding as of September 30, 2022 was approximately $1.1 million over a weighted average period of 1.65 years.

The following table presents a summary of the status of the Company’s outstanding stock option awards as of September 30, 2022.


	Number of Option Shares		Range of Exercise Prices		Weighted Average Exercise Price

Outstanding at January 1, 2022	1,194,425	$	9.02-13.68	$	11.64

Options granted	-		-		-
Options exercised	(111,950)		9.02-13.68		11.52
Options forfeited	-		-		-
Options expired	-		-		-

Outstanding at September 30, 2022	1,082,475	$	9.02-13.68	$	11.65

As of September 30, 2022, stock options which were granted and were exercisable totaled 844,035. It is Company policy to issue new shares upon share option exercise.

Compensation expense for the nine months ended September 30, 2022 and September 30, 2021 was $180,000 and $175,000, respectively. Expected future compensation expense relating to the 238,440 shares of unvested options outstanding as of September 30, 2022 was $418,000 over a weighted average period of 3.91 years.

‎

Note 5 – Net Income per Common Share

Basic net income per common share is computed by dividing net income less dividends on preferred stock by the weighted average number of shares of common stock outstanding. The diluted net income per common share is computed by adjusting the weighted average number of shares of common stock outstanding to include the effects of outstanding stock options, if dilutive, using the treasury stock method. Dilution is not applicable in periods of net loss. For the three months ended September 30, 2022 and 2021, the difference in the weighted average number of basic and diluted common shares was due solely to the effects of outstanding stock options. No adjustments to net income were necessary in calculating basic and diluted net income per share. For the three months ended September 30, 2022 and 2021, the weighted average number of outstanding options considered to be anti-dilutive were 0 and 0, respectively. For the nine months ended September 30, 2022 and 2021, the weighted average number of outstanding options considered to be anti-dilutive were 0 and 7,015, respectively.

The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations:



	For the Three Months Ended September 30,
	2022					2021
		Income	Shares		Per Share		Income	Shares		Per Share
		(Numerator)	(Denominator)		Amount		(Numerator)	(Denominator)		Amount
	(In Thousands, except per share data)

Basic earnings per share:
Income available to common stockholders	$	13,218	16,982	$	0.78	$	8,036	17,019	$	0.47

Effect of dilutive securities:		-	-				-	-
Stock options		-	374				-	203

Diluted earnings per share:
Income available to common stockholders	$	13,218	17,356	$	0.76	$	8,036	17,222	$	0.47


	For the Nine Months Ended September 30,
	2022					2021
		Income	Shares		Per Share		Income	Shares		Per Share
		(Numerator)	(Denominator)		Amount		(Numerator)	(Denominator)		Amount
	(In Thousands, except per share data)

Basic earnings per share:
Income available to common stockholders	$	32,883	16,986	$	1.94	$	22,637	17,085	$	1.33

Effect of dilutive securities:
Stock options		-	383				-	157

Diluted earnings per share:
Income available to common stockholders	$	32,883	17,369	$	1.89	$	22,637	17,242	$	1.31

Note 6 - Securities

Equity Securities

Equity securities are defined to include (a) preferred, common and other ownership interests in entities including partnerships, joint ventures and limited liability companies and (b) rights to acquire or dispose of ownership interest in entities at fixed or determinable prices.

The following is a summary of unrealized and realized gains and losses recognized in net income on equity securities during the three and nine months ended September 30, 2022 and 2021:


	For the three months ended September 30,				For the nine months ended September 30,
(In Thousands)	2022		2021		2022		2021
Net (losses) gains recognized during the period on equity securities held at the reporting date	$	(559)	$	(307)	$	(5,487)	$	(4)
Net losses recognized during the period on equity securities sold during the period		-		-		(59)		-
Realized and unrealized losses on equity investments during the reporting period	$	(559)	$	(307)	$	(5,546)	$	(4)

‎

Note 6 - Securities (continued)

Debt Securities Available for Sale

The following tables present by maturity the amortized cost, gross unrealized gains and losses on, and fair value of, securities available for sale as of September 30, 2022 and December 31, 2021:




	September 30, 2022
			Gross		Gross
	Amortized		Unrealized		Unrealized
	Cost		Gains		Losses		Fair Value
	(In Thousands)
Residential Mortgage-backed securities:
Less than one year	$	-	$	-	$	-	$	-
More than one to five years		-		-		-		-
More than five to ten years		5,754		-		401		5,353
More than ten years		23,708		-		3,620		20,088
Sub-total:		29,462		-		4,021		25,441

Corporate Debt securities:
More than five to ten years		66,499		-		3,199		63,300
Sub-total:		66,499		-		3,199		63,300

Municipal obligations:
More than ten years		4,025		-		15		4,010
Sub-total:		4,025		-		15		4,010

Total securities	$	99,986	$	-	$	7,235	$	92,751



	December 31, 2021
			Gross		Gross
	Amortized		Unrealized		Unrealized
	Cost		Gains		Losses		Fair Value
	(In Thousands)
Residential Mortgage-backed securities:
Due within one year	$	2,952	$	-	$	114	$	2,838
More than one to five years		53		-		-		53
More than five to ten years		6,317		165		27		6,455
More than ten years		21,555		298		287		21,566
Sub-total:		30,877		463		428		30,912

Corporate Debt securities:
More than five to ten years		47,765		2,465		159		50,071
Sub-total:		47,765		2,465		159		50,071

Municipal obligations:
Due after ten years		4,104		99		-		4,203
Sub-total:		4,104		99		-		4,203

Total Debt Securities Available	$	82,746	$	3,027	$	587	$	85,186

‎

Note 6 - Securities (continued)

The unrealized losses, categorized by the length of time of continuous loss position, and fair value of related securities available for sale were as follows:



	12 Months or Less				More than 12 Months				Total
	Fair		Unrealized		Fair		Unrealized		Fair		Unrealized
	Value		Losses		Value		Losses		Value		Losses
	(In Thousands)
September 30, 2022
Residential mortgage-backed securities	$	19,430	$	2,441	$	6,012	$	1,580	$	25,442	$	4,021
Corporate Debt securities		56,521		3,079		5,978		120		62,499		3,199
Municipal bond		4,010		15						4,010		15
	$	79,961	$	5,535	$	11,990	$	1,700	$	91,951	$	7,235

December 31, 2021
Residential mortgage-backed securities	$	7,801	$	159	$	4,681	$	269	$	12,482	$	428
Corporate Debt Securities		12,324		159		-		-		12,324		159
	$	20,125	$	318	$	4,681	$	269	$	24,806	$	587

Management evaluates securities for other-than-temporary impairment (“OTTI”) at least on a quarterly basis, and more frequently when economic or market conditions warrant such evaluation. Consideration is given to (1) the length of time and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer, and (3) whether the Company intends to sell the security or more likely than not will be required to sell the security before its anticipated recovery. At September 30, 2022 and December 31, 2021, management performed an assessment for possible OTTI of the Company’s residential mortgage-backed securities and corporate debt on an issue-by-issue basis, relying on information obtained from various sources, including publicly available financial data, ratings by external agencies, brokers and other sources. The extent of individual analysis applied to each security depends on the size of the Company’s investment, as well as management’s perception of the credit risk associated with each security. Based on the results of the assessment, management believes impairment of these securities, at September 30, 2022 and December 31, 2021, to be temporary.

Note 7 - Loans Receivable and Allowance for Loan Losses

The following tables present the recorded investment in loans receivable as of September 30, 2022 and December 31, 2021 by segment and class:



	September 30, 2022		December 31, 2021
		(In Thousands)
Residential one-to-four family	$	242,238	$	224,534
Commercial and multi-family		2,164,320		1,720,174
Construction		153,103		153,904
Commercial business⁽¹⁾		205,661		191,139
Home equity⁽²⁾		56,064		50,469
Consumer		2,545		3,717
		2,823,931		2,343,937

Less:
Deferred loan fees, net		(3,721)		(1,876)
Allowance for loan losses		(33,195)		(37,119)

Total Loans, net	$	2,787,015	$	2,304,942
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

‎

Note 7 – Loans Receivable and Allowance for Loan Losses (Continued)

Allowance for Loan Losses

The allowance for loan loss is evaluated regularly by management and reflects consideration of all significant factors that affect the collectability of the loan portfolio. The Company’s methodology for assessing the adequacy of the allowance for loan losses consists of several key elements. These elements include a general allocated reserve for performing loans, a specific reserve for impaired loans and an unallocated portion.

The Company consistently applies the following comprehensive methodology. During the quarterly review of the allowance for loan losses, the Company considers a variety of qualitative factors that include:

Lending policies and procedures;

Personnel responsible for the particular portfolio - relative to experience and ability of staff;

Trend for past due, criticized and classified loans;

Relevant economic factors;

Quality of the loan review system;

Value of collateral for collateral dependent loans;

The effect of any concentrations of credit and the changes in the level of such concentrations; and

Other external factors.

The methodology includes the segregation of the loan portfolio into two divisions: performing loans and loans determined to be impaired. Loans which are performing are evaluated homogeneously by loan class or loan type. The allowance for performing loans is evaluated based on historical loan loss experience with an adjustment for the qualitative factors listed above. Impaired loans can be loans which are more than 90 days delinquent, troubled debt restructurings, in the process of foreclosure, or a forced bankruptcy plan. These loans are individually evaluated for loan loss either by current appraisal, or net present value of expected cash flows. Management reviews the overall estimate for feasibility and bases the loan loss provision accordingly. During 2022 and 2021, additional stress tests were performed to model a potential collateral deficiency on those loans that are in sectors that have demonstrated a weakness in the current COVID environment.

The Bank also maintains an unallocated allowance to cover uncertainties that could affect management’s estimate of probable losses. The unallocated component of the allowance reflects the margin of imprecision inherent in the underlying assumptions used in the methodologies for estimating allocated and general reserves in the portfolio. Management must make estimates using assumptions and information that is often subjective and subject to change.

The loan portfolio is segmented into the following loan segments, where the risk level for each class is analyzed when determining the allowance for loan losses:

Residential one-to-four family real estate loans involve certain risks such as interest rate risk and risk of non-repayment. Adjustable-rate residential real estate loans decrease the interest rate risk to the Bank that is associated with changes in interest rates but involve other risks, primarily because as interest rates rise, the payment by the borrower rises to the extent permitted by the terms of the loan, thereby increasing the potential for default. At the same time, the marketability of the underlying properties may be adversely affected by higher interest rates. Repayment risk may be affected by a number of factors including, but not necessarily limited to, job loss, divorce, illness and personal bankruptcy of the borrower.

Commercial and multi-family real estate lending entails additional risks as compared with residential family property lending. Such loans typically involve large loan balances to single borrowers or groups of related borrowers. The payment experience on such loans is typically dependent on the successful operation of the real estate project. The success of such projects is sensitive to changes in supply and demand conditions in the market for commercial real estate as well as general economic conditions.

Construction lending is generally considered to involve a high risk due to the concentration of principal in a limited number of loans and borrowers and the effects of the general economic conditions on developers and builders. Moreover, a construction loan can involve additional risks because of the inherent difficulty in estimating both a property’s value at completion of the project and the estimated cost (including interest) of the project. The nature of these loans is such that they are generally difficult to evaluate and monitor. In addition, speculative construction loans to a builder are not necessarily pre-sold and thus pose a greater potential risk to the Bank than construction loans to individuals on their personal residence.

Commercial business lending, including lines of credit, is generally considered higher risk due to the concentration of principal in a limited number of loans and borrowers and the effects of general economic conditions on the business. Commercial business loans are primarily secured by inventories and other business assets. In many cases, any repossessed collateral for a defaulted commercial business loans will not provide an adequate source of repayment of the outstanding loan balance.

Home equity lending entails certain risks such as interest rate risk and risk of non-repayment. The marketability of the underlying property may be adversely affected by higher interest rates, decreasing the collateral value securing the loan. Repayment risk can be affected by job loss, divorce, illness and personal bankruptcy of the borrower. Home equity line of credit lending entails securing an equity interest in the borrower’s home. In many cases, the Bank’s position in these loans is as a junior lien holder to another institution’s superior lien. This type of lending is often priced on an adjustable rate basis with the rate set at or above a predefined index. Adjustable-rate loans decrease the interest rate risk to the Bank that is associated with changes in interest rates but involve other risks, primarily because as interest rates rise, the payment by the borrower rises to the extent permitted by the terms of the loan, thereby increasing the potential for default.

Other consumer loans generally have more credit risk because of the type and nature of the collateral and, in certain cases, the absence of collateral. Consumer loans generally have shorter terms and higher interest rates than other lending. In addition, consumer lending collections are dependent on the borrower’s continuing financial

stability, and thus are more likely to be adversely affected by job loss, divorce, illness and personal bankruptcy. In many cases, any repossessed collateral for a defaulted consumer loan will not provide an adequate source of repayment of the outstanding loan.

‎

Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)

The following table sets forth the activity in the Company’s allowance for loan losses for the three and nine months ended September 30, 2022, and the related portion of the allowances for loan losses that is allocated to each loan class, as of September 30, 2022 (in thousands):


	Residential			Commercial & Multi-family	Construction		Commercial Business ⁽¹⁾		Home Equity ⁽²⁾		Consumer		Unallocated		Total
Allowance for loan losses:
Beginning Balance, July 1, 2022	$	2,565	$	21,157	$	2,348	$	7,639	$	387	$	17		-	$	34,113

Charge-offs:		-		-		-		(931)				-		-		(931)
Recoveries:		7		-		-		2		4		-		-		13
(Credit) Provisions:		(374)		390		96		(993)		75		3		803		-
Ending Balance, September 30, 2022		2,198		21,547		2,444		5,717		466		20		803		33,195

Ending Balance attributable to loans:
Individually evaluated for impairment		204		-		519		3,509		6		-		-		4,238
Collectively evaluated for impairment		1,994		21,547		1,925		2,208		460		20		803		28,957
Ending Balance, September 30, 2022		2,198		21,547		2,444		5,717		466		20		803		33,195

Loans Receivables:
Individually evaluated for impairment		4,914		27,090		3,180		4,607		733		-		-		40,524
Collectively evaluated for impairment		237,324		2,137,230		149,923		201,054		55,331		2,545		-		2,783,407
Total Gross Loans:	$	242,238	$	2,164,320	$	153,103	$	205,661	$	56,064	$	2,545	$	-	$	2,823,931
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.


	Residential			Commercial & Multi-family	Construction		Commercial Business ⁽¹⁾			Home Equity⁽²⁾	Consumer		Unallocated		Total
Allowance for loan losses:
Beginning Balance, January 1, 2022	$	4,094	$	22,065	$	2,231	$	8,000	$	533	$	14	$	182	$	37,119

Charge-offs:		-		-		-		(1,703)		-		-		-		(1,703)
Recoveries:		9		-		-		138		9		198		-		354
(Credit) Provisions:		(1,905)		(518)		213		(718)		(76)		(192)		621		(2,575)
Ending Balance, September 30, 2022	$	2,198	$	21,547	$	2,444	$	5,717	$	466	$	20	$	803	$	33,195
_____________________________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

‎

Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)

The following table sets forth the activity in the Company’s allowance for loan losses for the three and nine months ended September 30, 2021, and the related portion of the allowances for loan losses that is allocated to each loan class, as of September 30, 2021 (in thousands):



	Residential			Commercial & Multi-family	Construction		Commercial Business ⁽¹⁾		Home Equity ⁽²⁾			Consumer		Unallocated		Total
Allowance for loan losses:
Beginning Balance, July 1, 2021	$	2,911	$	24,438	$	2,341	$	6,852	$	294	-	$	3	$	633	$	37,472

Charge-offs:		-		-		-		-		-			-		-		-
Recovery:		-		-		-		1		3			-		-		4
(Credit) Provisions:		(75)		370		(307)		879		19			20		(226)		680
Ending Balance September 30, 2021	$	2,836	$	24,808	$	2,034	$	7,732	$	316		$	23	$	407	$	38,156

Ending Balance attributable to loans:
Individually evaluated for impairment	$	276	$	1,469	$	150	$	5,770	$	16		$	-	$	-	$	7,681
Collectively evaluated for impairment		2,560		23,339		1,884		1,962		300			23		407		30,475
Ending Balance September 30, 2021	$	2,836	$	24,808	$	2,034	$	7,732	$	316		$	23	$	407	$	38,156

Loans Receivables:
Individually evaluated for impairment	$	5,104	$	39,356	$	2,787	$	10,343	$	1,273		$	-	$	-	$	58,863
Collectively evaluated for impairment		219,226		1,700,620		146,289		151,073		50,836			2,730		-		2,270,774
Total Gross Loans:	$	224,330	$	1,739,976	$	149,076	$	161,416	$	52,109		$	2,730	$	-	$	2,329,637
_____________________________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.


	Residential			Commercial & Multi-family	Construction		Commercial Business ⁽¹⁾			Home Equity ⁽²⁾	Consumer		Unallocated		Total
Allowance for loan losses:
Beginning Balance, January 1, 2021	$	3,293	$	21,772	$	1,977	$	6,306	$	286	$	-	$	5	$	33,639

Charge-offs:		(60)		-		-		(103)		-		(198)		-		(361)
Recovery:		27		-		-		2		-		9		-		38
(Credit) Provisions:		(424)		3,036		57		1,527		30		212		402		4,840
Ending Balance, September 30, 2021	$	2,836	$	24,808	$	2,034	$	7,732	$	316	$	23	$	407	$	38,156
_____________________________
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

The following table sets forth the amount recorded in loans receivable at December 31, 2021. The table also details the amount of total loans receivable that are evaluated individually, and collectively, for impairment and the related portion of the allowance for loan losses that is allocated to each loan class (in thousands):


		Residential		Commercial & Multi-family		Construction		Commercial Business ⁽¹⁾		Home Equity ⁽²⁾		Consumer		Unallocated		Total
Allowance for credit losses:
Ending Balance attributable to loans:
Individually evaluated for impairment	$	265	$	1,690	$	210	$	5,650	$	13	$	-	$	-	$	7,828
Collectively evaluated for impairment		3,829		20,375		2,021		2,350		520		14		182		29,291
Ending Balance, December 31, 2021	$	4,094	$	22,065	$	2,231	$	8,000	$	533	$	14	$	182	$	37,119

Loans Receivables:
Individually evaluated for impairment	$	4,961	$	31,745	$	2,847	$	8,746	$	1,083	$	-	$	-	$	49,382
Collectively evaluated for impairment		219,573		1,688,429		151,057		182,393		49,386		3,717		-		2,294,555
Total Gross Loans:	$	224,534	$	1,720,174	$	153,904	$	191,139	$	50,469	$	3,717	$	-	$	2,343,937
(1) Includes business lines of credit.
(2) Includes home equity lines of credit.

‎

Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)

The following table summarizes the average recorded investment and interest income recognized on impaired loans with no related allowance recorded by portfolio class for the three and nine months ended September 30, 2022 and 2021 (in thousands):


		Three Months Ended September 30,								Nine Months Ended September 30,
		2022		2022		2021		2021		2022		2022		2021		2021

	Average		Interest		Average		Interest		Average		Interest		Average		Interest
	Recorded		Income		Recorded		Income		Recorded		Income		Recorded		Income
	Investment		Recognized		Investment		Recognized		Investment		Recognized		Investment		Recognized
Loans with no related allowance recorded:
Residential one-to-four family	$	2,862	$	36	$	3,050	$	37	$	2,881	$	109	$	2,973	$	108
Commercial and Multi-family		27,360		315		29,742		271		25,415		901		30,614		830
Construction		-		-		-		-		-		-		929		36
Commercial business⁽¹⁾		828		3		2,465		65		1,149		73		3,143		104
Home equity⁽²⁾		488		7		938		12		474		17		1,048		35
Consumer		-		-		-		-		-		-		-		-
Total Impaired Loans with no allowance recorded:	$	31,538	$	361	$	36,195	$	385	$	29,919	$	1,100	$	38,707	$	1,113
				-								-
Loans with an allowance recorded:
Residential one-to-four family	$	1,989		24	$	2,110	$	66	$	1,964	$	61	$	2,302	$	165
Commercial and Multi-family				-		10,942		100		1,125		266		11,204		331
Construction		3,112		-		2,787		3		3,059		22		1,858		6
Commercial business⁽¹⁾		4,567		-		8,197		24		4,953		65		8,388		141
Home equity⁽²⁾		264		-		340		-		276		5		368		2
Consumer		-		-		-		-		-		-		-		-
Total Impaired Loans with an allowance recorded:	$	9,932	$	24	$	24,376	$	193	$	11,377	$	419	$	24,120	$	645
				-								-
Total Impaired Loans:	$	41,470	$	385	$	60,571	$	578	$	41,296	$	1,519	$	62,827	$	1,758

__________

(1)Includes business lines of credit.

(2)Includes home equity lines of credit.

The following table summarizes the recorded investment by portfolio class at September 30, 2022 and December 31, 2021. (in thousands):



		As of September 30, 2022						As of December 31, 2021
		Recorded		Unpaid Principal		Related		Recorded		Unpaid Principal		Related
		Investment		Balance		Allowance		Investment		Balance		Allowance
Loans with no related allowance recorded:
Residential one-to-four family	$	2,845	$	3,209	$	-	$	2,950	$	3,300	$	-
Commercial and multi-family		27,090		28,266		-		20,915		22,100		-
Construction		-		-		-		-		-		-
Commercial business⁽¹⁾		947		4,910		-		2,114		6,905		-
Home equity⁽²⁾		504		504		-		779		780		-
Total Impaired Loans with no related allowance recorded:	$	31,386	$	36,889	$	-	$	26,758	$	33,085	$	-

Loans with an allowance recorded:
Residential one-to-four family	$	2,069	$	2,090	$	204	$	2,011	$	2,032	$	265
Commercial and Multi-family		-		-		-		10,830		14,494		1,690
Construction		3,180		3,180		519		2,847		2,847		210
Commercial business⁽¹⁾		3,660		8,519		3,509		6,632		17,514		5,650
Home equity⁽²⁾		229		229		6		304		304		13
Total Impaired Loans with an allowance recorded:	$	9,138	$	14,018	$	4,238	$	22,624	$	37,191	$	7,828

Total Impaired Loans:	$	40,524	$	50,907	$	4,238	$	49,382	$	70,276	$	7,828

__________

(1) Includes business lines of credit.
‎(2) Includes home equity lines of credit.

‎

Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)

A troubled debt restructured loan (“TDR”) is a loan that has been modified whereby the Company has agreed to make certain concessions to a borrower to meet the needs of both the borrower and the Company to maximize the ultimate recovery of a loan. A TDR occurs when a borrower is experiencing, or is expected to experience, financial difficulties and the loan is modified using a concession that would otherwise not be granted to the borrower. All TDRs were considered impaired and therefore were individually evaluated for impairment in the calculation of the allowance for loan losses. Prior to their classification as TDRs, certain of these loans had been collectively evaluated for impairment in the calculation of the allowance for loan losses.


		At September 30, 2022		At December 31, 2021
		(In thousands)
Recorded investment in TDRs:
Accrual status	$	10,503	$	12,402
Non-accrual status		483		3,570
Total recorded investment in TDRs	$	10,986	$	15,972

The Company granted one TDR loan of $180,078 and one TDR loan of $168,102 for the three months ended September 30, 2022 and September 30, 2021, respectively.

For the three months ended September 30, 2022 and September 30, 2021, TDRs, for which there was a payment default within twelve months of restructuring, totaled $0 and $232,072 for one loan, respectively.

The following table sets forth the delinquency status of total loans receivable as of September 30, 2022:



													Loans Receivable
	30-59 Days		60-90 Days		Greater Than		Total Past				Total Loans		>90 Days
	Past Due		Past Due		90 Days		Due		Current		Receivable		and Accruing
		(In Thousands)

Residential one-to-four family	$	615	$	187	$	230	$	1,032	$	241,206	$	242,238	$	230
Commercial and multi-family		2,245		356		757		3,358		2,160,962		2,164,320		-
Construction		-		-		3,180		3,180		149,923		153,103		-
Commercial business⁽¹⁾		885		47		1,578		2,510		203,151		205,661		-
Home equity⁽²⁾		199		-		-		199		55,865		56,064		-
Consumer				-		-		-		2,545		2,545		-
Total	$	3,944	$	590	$	5,745	$	10,279	$	2,813,652	$	2,823,931	$	230

_________

(1) Includes business lines of credit.

(2) Includes home equity lines of credit.

The following table sets forth the delinquency status of total loans receivable at December 31, 2021:



													Loans Receivable
	30-59 Days		60-90 Days		Greater Than		Total Past				Total Loans		>90 Days
	Past Due		Past Due		90 Days		Due		Current		Receivable		and Accruing
		(In Thousands)

Residential one-to-four family	$	1,063	$	-	$	86	$	1,149	$	223,385	$	224,534	$	-
Commercial and multi-family		1,181		-		5,167		6,348		1,713,826		1,720,174		-
Construction		2,899		-		2,847		5,746		148,158		153,904		-
Commercial business⁽¹⁾		405		166		6,775		7,346		183,793		191,139		3,124
Home equity⁽²⁾		190		-		27		217		50,252		50,469		-
Consumer		-		-		-		-		3,717		3,717		-

Total	$	5,738	$	166	$	14,902	$	20,806	$	2,323,131	$	2,343,937	$	3,124

(1) Includes business lines of credit.

(2) Includes home equity lines of credit.

Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)

The table below sets forth the amounts and types of non-accrual loans in the Bank’s loan portfolio at September 30, 2022 and December 31, 2021, respectively. Loans are placed on non-accrual status when they become more than 90 days delinquent, or when the collection of principal and/or interest become doubtful. As of September 30, 2022, and December 31, 2021, non-accrual loans differed from the amount of total loans past due greater than 90 days due to troubled debt restructuring of loans, loans 90 days past due and still accruing, or loans that were previously 90 days past due which are maintained on non-accrual status for a minimum of six months until the borrower has demonstrated its ability to satisfy the terms of the loan. There were $230,000 at September 30, 2022 and $3.8 million at December 31, 2021 in nonaccrual loans that were less than ninety days past due. Nonaccrual loans do not include loans acquired with deteriorated credit quality which were recorded at their fair value at acquisition and totaled $0 at September 30, 2022 and $670,000 at December 31, 2021.



		As of September 30, 2022		As of December 31, 2021
		(In Thousands)		(In Thousands)
Non-Accruing Loans:

Residential one-to-four family	$	263	$	282
Commercial and multi-family		757		8,601
Construction		3,180		2,847
Commercial business⁽¹⁾		4,305		3,132
Home equity⁽²⁾		-		27

Total	$	8,505	$	14,889

_________

(1) Includes business lines of credit.

(2) Includes home equity lines of credit.

Had non-accrual loans been performing in accordance with their original terms, the interest income recognized for the nine months ended September 30, 2022 and the twelve months ended December 31, 2021 would have been approximately $842,000 and $1.3 million, respectively.

‎

Note 7 - Loans Receivable and Allowance for Loan Losses (Continued)

Criticized and Classified Assets

Company policies provide for a classification system for problem assets. Under this classification system, problem assets are classified as “substandard,” “doubtful,” or “loss.”

When the Company classifies problem assets, the Company may establish general allowances for loan losses in an amount deemed prudent by management. General allowances represent loss allowances which have been established to recognize the inherent risk associated with lending activities, but which, unlike specific allowances, have not been allocated to particular problem assets. A portion of general loss allowances established to cover possible losses related to assets classified as substandard or doubtful may be included in determining the Company’s regulatory capital. Specific valuation allowances for loan losses generally do not qualify as regulatory capital. The loans classified as substandard are secured either by residential real estate, commercial real estate or heavy equipment. The loans that have been classified substandard were classified as such primarily due to payment status, because updated financial information has not been timely provided, or the collateral underlying the loan is in the process of being revalued.

The Company’s internal credit risk grades are based on the definitions currently utilized by the banking regulatory agencies. The grades assigned and definitions are as follows, and loans graded excellent, above average, good and watch list (risk ratings 1-5) are treated as “pass” for grading purposes. The “criticized” risk rating (6) and the “classified” risk ratings (7-9) are detailed below:

6 – Special Mention- Loans currently performing but with potential weaknesses including adverse trends in borrower’s operations, credit quality, financial strength, or possible collateral deficiency.

7 – Substandard- Loans that are inadequately protected by current sound worth, paying capacity, and collateral support. Loans on “nonaccrual” status. The loan needs special and corrective attention.

8 – Doubtful- Weaknesses in credit quality and collateral support make full collection improbable, but pending reasonable factors remain sufficient to defer the loss status.

9 – Loss- Continuance as a bankable asset is not warranted. However, this does not preclude future attempts at partial recovery.

The following table presents the loan portfolio types summarized by the aggregate pass rating and the classified ratings of special mention and substandard within the Company’s internal risk rating system as of September 30, 2022 (in thousands). As of September 30, 2022, the Company had no loans with the classified rating of doubtful or loss.


	Pass		Special Mention		Substandard		Total

Residential one-to-four family	$	241,324	$	485	$	429	$	242,238
Commercial and multi-family		2,122,215		20,064		22,041		2,164,320
Construction		149,923		-		3,180		153,103
Commercial business⁽¹⁾		196,583		4,760		4,318		205,661
Home equity⁽²⁾		55,803		49		212		56,064
Consumer		2,545		-		-		2,545

Total Gross Loans	$	2,768,393	$	25,358	$	30,180	$	2,823,931

_________

(1) Includes business lines of credit.

(2) Includes home equity lines of credit.

The following table presents the loan portfolio types summarized by the aggregate pass rating and the classified ratings of special mention and substandard within the Company’s internal risk rating system as of December 31, 2021 (in thousands). As of December 31, 2021, the Company had no loans with the classified rating of doubtful or loss.



	Pass		Special Mention		Substandard		Total

Residential one-to-four family	$	223,660	$	505	$	369	$	224,534
Commercial and multi-family		1,647,701		45,087		27,386		1,720,174
Construction		151,057		-		2,847		153,904
Commercial business⁽¹⁾		178,056		4,767		8,316		191,139
Home equity⁽²⁾		50,230		-		239		50,469
Consumer		3,717		-		-		3,717

Total Gross Loans	$	2,254,421	$	50,359	$	39,157	$	2,343,937

________

(1) Includes business lines of credit.

(2) Includes home equity lines of credit.

‎

Note 8 – Stockholders’ Equity

On September 23, 2022, the company closed a round of private placement of Series I Noncumulative Perpetual Stock, par value $0.01 per share (the “Series I Preferred Stock”), resulting in gross proceeds of $4,440,000 for 444 shares.

On May 1, 2022, the Company redeemed all 940 outstanding shares of it’s Series D 4.5% Noncumulative Perpetual Preferred Stock, at their face value of $10,000 per share, for a total redemption amount of $9.4 million.

On March 24, 2022, BCB Bancorp, Inc. (the “Company”) closed a round of private placement of Series I Noncumulative Perpetual Stock, par value $0.01 per share (the “Series I Preferred Stock”), resulting in gross proceeds of $2,620,000 for 260 shares.

On February 4, 2022, the Company redeemed all 533 outstanding shares of its Series G 6.0% Noncumulative Perpetual Preferred Stock, at their face value of $10,000 per share, for a total redemption amount of $5.3 million.

On December 21, 2021, BCB Bancorp, Inc. (the “Company”) closed a round of private placement of Series I Noncumulative Perpetual Stock, par value $0.01 per share (the “Series I Preferred Stock”), resulting in gross proceeds of $3,200,000 for 320 shares.

Note 9 – Bank Owned Life Insurance

The Bank purchased an additional $8.5 million of bank owned life insurance (“BOLI”) in January, 2021. BOLI involves life insurance purchased by the Bank on a chosen group of employees, and the Bank is owner and beneficiary of the policies. At September 30, 2022 the Bank had $71.1 million in BOLI. BOLI is accounted for using the cash surrender value method and is recorded at its net realizable value.

Note 10 – Goodwill and Other Intangible Assets

The Company’s intangible assets consist of goodwill and core deposit intangibles in connection with the acquisition of IA Bancorp, Inc. as of April 17, 2018. The initial recording of goodwill and other intangible assets requires subjective judgments concerning estimates of the fair value of the acquired assets and assumed liabilities. Goodwill is not amortized but is subject to annual tests for impairment or more often if events or circumstances indicate it may be impaired.

The Company’s core deposit intangibles are amortized on an accelerated basis using an estimated life of 10 years and in accordance with U.S. GAAP are evaluated annually for impairment. An impairment loss will be recognized if the carrying amount of the intangible asset is not recoverable and exceeds fair value. The carrying amount of the intangible asset is not considered recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of the asset.

The Company believes that the fair values of its goodwill and other intangible assets were in excess of their carrying amounts and there was no impairment at September 30, 2022.

Amortization expense of the core deposit intangibles was $12,000 and $37,000 for the three and nine months ended September 30, 2022, respectively, and $14,000 and $43,000 for the three and nine months ended September 30, 2021. The unamortized balance of the core deposit intangibles and the amount of goodwill at September 30, 2022 was $141,000 and $5.2 million, respectively. The unamortized balance of the core deposits intangibles and the amount of goodwill at September 30, 2021 was $191,000 and $5.3 million, respectively.

‎

Note 11 – Fair Values of Financial Instruments

Guidance on fair value measurements establishes a fair value hierarchy that prioritizes the inputs to valuation methods used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2: Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability.

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported with little or no market activity).

An asset or liability’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

Assets that the Company measured at fair value on a recurring basis were as follows (In thousands):


			(Level 1)		(Level 2)
			Quoted Prices in		Significant		(Level 3)
			Active Markets		Other		Significant
			for Identical		Observable		Unobservable
Description	Total		Assets		Inputs		Inputs
As of September 30, 2022:
Securities
Debt Securities Available for Sale	$	92,751	$	-	$	92,751	$	-
Marketable Equities	$	18,408	$	18,408	$	-	$	-
Total Securities	$	111,159	$	18,408	$	92,751	$	-

As of December 31, 2021:
Securities
Debt Securities Available for Sale	$	85,186	$	-	$	85,186	$	-
Marketable Equities	$	25,187	$	25,187	$	-	$	-
Total Securities	$	110,373	$	25,187	$	85,186	$	-

The Company’s policy is to recognize transfers between levels as of the actual date of the event or change in circumstances that caused the transfer. There were no transfers of assets or liabilities into or out of Level 1, Level 2, or Level 3 of the fair value hierarchy during the three months ended September 30, 2022 and 2021.
‎
‎There were no liabilities measured at fair value on a recurring basis at September 30, 2022 or December 31, 2021.

Assets that the Company measured at fair value on a nonrecurring basis were as follows. (In thousands):




			(Level 1)		(Level 2)
			Quoted Prices in		Significant		(Level 3)
			Active Markets		Other		Significant
			for Identical		Observable		Unobservable
Description	Total		Assets		Inputs		Inputs
As of September 30, 2022
Impaired Loans	$	4,900	$	-	$	-	$	4,900
Other real estate owned	$	75	$	-	$	-	$	75

As of December 31, 2021:
Impaired Loans	$	14,796	$	-	$	-	$	14,796
Other real estate owned	$	75	$	-	$	-	$	75

‎There were no liabilities measured at fair value on a recurring basis at September 30, 2022 or December 31, 2021.
‎

Note 11 – Fair Values of Financial Instruments (Continued)

The following tables present additional quantitative information as of September 30, 2022 and December 31, 2021 about assets measured at fair value on a nonrecurring basis and for which the Company has utilized adjusted Level 3 inputs to determine fair value. (Dollars in thousands):


Quantitative Information about Level 3 Fair Value Measurements
		Fair Value	Valuation	Unobservable
		Estimate	Techniques	Input	Range
September 30, 2022:
Impaired Loans	$	4,900	Appraisal of collateral (1)	Appraisal adjustments (2)	0%-10%
Other real estate owned	$	75	Appraisal of collateral (1)	Appraisal adjustments (2)	0%-10%


		Fair Value	Valuation	Unobservable
		Estimate	Techniques	Input	Range
December 31, 2021:
Impaired Loans	$	14,796	Appraisal of collateral (1)	Appraisal adjustments (2)	0%-10%
Other real estate owned	$	75	Appraisal of collateral (1)	Appraisal adjustments (2)	0%-10%

(1)Fair value is generally determined through independent appraisals of the underlying collateral, which generally include various level 3 inputs which are not objectively determinable.

(2)Appraisals may be adjusted by management for qualitative factors such as economic conditions and estimated liquidation expenses. The range of liquidation expenses and other appraisal adjustments are presented as a percent of the appraisal.

The following information should not be interpreted as an estimate of the fair value of the entire Company since a fair value calculation is only provided for a limited portion of the Company’s assets and liabilities. Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful. The following methods and assumptions were used to estimate the fair values of the Company’s financial instruments as of September 30, 2022 and December 31, 2021.

Cash and Cash Equivalents and Interest-Earning Time Deposits (Carried at Cost)

The carrying amounts reported in the consolidated statements of financial condition for cash and short-term instruments approximate fair values.

Securities (Carried at Fair Value)

The fair value of securities is determined by obtaining quoted market prices on nationally recognized security exchanges (Level 1) or, by matrix pricing (Level 2), which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted market prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted prices.

Loans Held for Sale (Carried at Cost)

The fair value of loans held for sale is determined, when possible, using quoted secondary-market prices. If no such quoted prices exist, the fair value of a loan is determined using quoted prices for a similar loan or loans, adjusted for specific attributes of that loan. Loans held for sale are carried at the lower of cost or fair value.

Loans Receivable (Carried at Cost)

The fair values of loans, except for certain impaired loans, are estimated using discounted cash flow analyses, using market rates at the date of the Statement of Financial Condition that reflect the credit and interest rate-risk inherent in the loans. Projected future cash flows are calculated based upon contractual maturity or call dates, projected repayments and prepayments of principal. Generally, for variable rate loans that reprice frequently and with no significant change in credit risk, fair values are based on carrying values.

‎

Note 11 – Fair Values of Financial Instruments (Continued)

Impaired Loans (Generally Carried at Fair Value)

Impaired loans are those for which the Company has measured and recorded an impairment generally based on the fair value of the loan’s collateral, less estimated costs to sell. Fair value is generally determined based upon independent third-party appraisals of the properties, or discounted cash flows based upon the expected proceeds. These assets are included as Level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements. The fair value at September 30, 2022 and December 31, 2021 consisted of the loan balances of $9.1 million net of a valuation allowance of $4.2 million and $22.6 million net of a valuation of loan allowance of $7.8 million, respectively.

Other Real Estate Owned (Generally Carried at Lower of Cost or Fair Value)

Real Estate Owned is generally carried at fair value less estimated costs to sell which is determined based upon independent third-party appraisals of the properties or based upon the expected proceeds from a pending sale. These assets are included as Level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements.

FHLB of New York Stock (Carried at Cost)

The carrying amount of restricted investment in bank stock approximates fair value and considers the limited marketability of such securities.

Accrued Interest Receivable and Payable (Carried at Cost)

The carrying amount of accrued interest receivable and accrued interest payable approximates its fair value.

Deposits (Carried at Cost)

The fair values disclosed for demand deposits (e.g., interest and non-interest checking, passbook savings and money market accounts1) are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). Fair values for fixed-rate certificates of deposit are estimated using a discounted cash flow calculation that applies interest rates currently being offered in the market on certificates to a schedule of aggregated expected monthly maturities on time deposits.

Debt Including Subordinated Debentures (Carried at Cost)

Fair values of debt are estimated using discounted cash flow analysis, based on quoted prices for new long-term debt with similar credit risk characteristics, terms and remaining maturity. Prices obtained from this active market represent a market value that is deemed to represent the transfer price if the liability were assumed by a third party.

Off-Balance Sheet Financial Instruments (Disclosed at Cost)

Fair values for the Company’s off-balance sheet financial instruments (lending commitments and unused lines of credit) are based on fees currently charged in the market to enter into similar agreements, taking into account, the remaining terms of the agreements and the counterparties’ credit standing. The fair value of these commitments was deemed immaterial and is not presented in the accompanying table.

‎

Note 11 – Fair Values of Financial Instruments (Continued)

The carrying values and estimated fair values of financial instruments were as follows as of September 30, 2022 and December 31, 2021:


		As of September 30, 2022

					Quoted Prices in Active		Significant		Significant
	Carrying				Markets for Identical Assets		Other Observable Inputs		Unobservable Inputs
	Value		Fair Value		(Level 1)		(Level 2)		(Level 3)

	(In Thousands)
Financial assets:
Cash and cash equivalents	$	221,024	$	221,024	$	221,024	$	-	$	-
Interest-earning time deposits		735		735		-		735		-
Debt securities available for sale		92,751		92,751		-		92,751		-
Equity investments		18,408		18,408		18,408		-		-
Loans held for sale		-		-		-		-		-
Loans receivable, net		2,787,015		2,604,820		-		-		2,604,820
FHLB of New York stock, at cost		12,388		12,388		-		12,388		-
Accrued interest receivable		11,093		11,093		-		11,093		-

Financial liabilities:
Deposits		2,712,946		2,400,813		1,749,373		651,440		-
Borrowings		212,123		206,426		-		206,426		-
Subordinated debentures		37,450		40,502		-		40,502		-
Accrued interest payable		837		837		-		837		-


		As of December 31, 2021

					Quoted Prices in Active		Significant		Significant
	Carrying				Markets for Identical Assets		Other Observable Inputs		Unobservable Inputs
	Value		Fair Value		(Level 1)		(Level 2)		(Level 3)

	(In Thousands)
Financial assets:
Cash and cash equivalents	$	411,629	$	411,629	$	411,629	$	-	$	-
Interest-earning time deposits		735		735		-		735		-
Debt securities available for sale		85,186		85,186		-		85,186		-
Equity investments		25,187		25,187		25,187		-		-
Loans held for sale		952		952		-		952		-
Loans receivable, net		2,304,942		2,313,204		-		-		2,313,204
FHLB of New York stock, at cost		6,084		6,084		-		6,084		-
Accrued interest receivable		9,183		9,183		-		9,183		-

Financial liabilities:
Deposits		2,561,402		2,520,191		1,881,121		639,070		-
Debt		71,711		71,214		-		71,214		-
Subordinated debentures		37,275		45,020		-		45,020		-
Accrued interest payable		1,051		1,051		-		1,051		-

‎

Note 12 – Subordinated debt

On July 30, 2018, the Company issued $33.5 million of fixed-to-floating rate subordinated debentures (the “Notes”) in a private placement. The Notes have a 10-year term and bear interest at a fixed annual rate of 5.625% for the first five years of the term (the "Fixed Interest Rate Period"). From and including August 1, 2023, the interest rate will adjust to a floating rate based on the three-month LIBOR plus 2.72% until redemption or maturity (the "Floating Interest Rate Period"). The Notes are scheduled to mature on August 1, 2028. Subject to limited exceptions, the Company cannot redeem the Notes for the first five years of the term. The Company will pay interest in arrears semi-annually during the Fixed Interest Rate Period and quarterly during the Floating Interest Rate Period during the term of the Notes. The Notes constitute an unsecured and subordinated obligation of the Company and rank junior in right of payment to any senior indebtedness and obligations to general and secured creditors. The Notes qualify as Tier 2 capital for the Company for regulatory purposes, when applicable, and the portion that the Company contributes to the Bank will qualify as Tier 1 capital for the Bank. The additional capital is used for general corporate purposes including organic growth initiatives. Subordinated debt includes associated deferred costs of $174,000 and $349,000 at September 30, 2022 and December 31, 2021, respectively.

The Company also has $4,124,000 of mandatory redeemable trust preferred securities. The interest rate on these floating rate junior subordinated debentures adjusts quarterly, equal to the three-month LIBOR plus 2.65%.

As it is anticipated that LIBOR will not be supported in its current form after June 30, 2023, the Company is reviewing the agreements for the above debentures to determine alternative reference rates and does not anticipate there will be a significant financial statement impact.

Note 13 – Lease Obligations

The Company leases 28 of its offices under various operating lease agreements. The leases have remaining terms of one year to 10 years. The leases contain provisions for the payment by the Company of its pro-rata share of real estate taxes, insurance, common area maintenance and other variable expenses. The Company will allocate payments made under such leases between lease and non-lease components. Some leases contain renewal options and options to purchase the assets.

The Company has elected not to recognize a lease liability and a right of use asset for leases with a lease term of 12 or fewer months.

The following tables present certain information related to the Company’s leases (in thousands):


		Three Months Ended September 30, 2022		Three Months Ended September 30, 2021		Nine Months Ended September 30, 2022		Nine Months Ended September 30, 2021
Operating lease expense	$	964	$	917	$	2,804	$	2,801
Variable lease expense-operating leases	$	258	$	236	$	734	$	726


		At September 30, 2022		At December 31, 2021
Supplemental balance sheet information related to leases:
Operating Leases
Operating lease right-of-use assets	$	11,785	$	12,457

Current liabilities	$	3,033	$	3,296
Operating lease liabilities (noncurrent portion)		9,963		10,529
Imputed Interest		(894)		(1,073)
Total operating lease liabilities	$	12,102	$	12,752

The weighted average remaining lease term for operating leases at September 30, 2022 and December 31, 2021 was 5.63 years and 5.99 years, respectively. The weighted average discount rate for operating leases at September 30, 2022 and December 31, 2021 was 2.39 percent and 2.60 percent, respectively.

The following table summarizes the Company’s maturity of lease obligations for operating leases at September 30, 2022 and December 31, 2021 (in thousands):


Maturities of lease liabilities:
		At September 30, 2022		At December 31, 2021
		Operating Leases		Operating Leases
One year or less	$	3,033	$	3,296
Over one year through three years		4,544		4,455
Over three years through five years		3,082		3,012
Over five years		2,337		3,062
Gross Operating Lease Liabilities	$	12,996	$	13,825
Imputed Interest		(894)		(1,073)
Total Operating Lease Liabilities	$	12,102	$	12,752

Note 14 – Subsequent Events

On October 11, 2022, the Board of Directors of the Company declared a cash dividend of $0.16 per share to shareholders of record of its common stock on November 1, 2022 with a payment date of November 15, 2022.

ITEM 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

This report on Form 10-Q contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, or the PSLRA. Such forward-looking statements, in addition to historical information, involve risk and uncertainties, and are based on the beliefs, assumptions and expectations of our management team. Words such as “expects,” “believes,” “should,” “plans,” “anticipates,” “will,” “potential,” “could,” “intend,” “may,” “outlook,” “predict,” “project,” “would,” “estimated,” “assumes,” “likely,” and variation of such similar expressions are intended to identify such forward-looking statements. Forward-looking statements speak only as of the date they are made. Because forward-looking statements are subject to assumptions and uncertainties, actual results or future events could differ, possibly materially, from those that we anticipated in our forward-looking statements and future results could differ materially from historical performance.

Factors that could cause future results to vary from current management expectations as reflected in our forward-looking statements include, but are not limited to:

unfavorable economic conditions in the United States generally and particularly in our primary market area;

the effects of declines in housing markets and real estate values that may adversely impact the collateral underlying our loans;

increase in unemployment levels and slowdowns in economic growth;

our level of non-performing assets and the costs associated with resolving any problem loans including litigation and other costs;

the impact of changes in interest rates and the credit quality and strength of underlying collateral and the effect of such changes on the market value of our loan and investment securities portfolios;

the credit risk associated with our loan portfolio;

changes in the quality and composition of the Bank’s loan and investment portfolios;

changes in our ability to access cost-effective funding;

deposit flows;

legislative and regulatory changes, including increases in Federal Deposit Insurance Corporation, or FDIC, insurance rates;

monetary and fiscal policies of the federal and state governments;

changes in tax policies, rates and regulations of federal, state and local tax authorities;

inflation;

demands for our loan products;

demand for financial services;

competition;

changes in the securities or secondary mortgage markets;

changes in management’s business strategies;

our ability to enter new markets successfully;

our ability to successfully integrate acquired businesses;

changes in consumer spending;

our ability to retain key employees;

the effects of any reputational, credit, interest rate, market, operational, legal, liquidity, or regulatory risk;

expanding regulatory requirements which could adversely affect operating results;

civil unrest in the communities that we serve;

the global spread of the Coronavirus Disease 2019 (“COVID-19”) and the impact that it is having on the United States, in general, and New Jersey and New York, in particular (see Item 1.A. Risk Factors in the Company’s Annual Report on Form 10-K); and

other factors discussed elsewhere in this report, and in other reports we filed with the SEC, including under “Risk Factors” in Part I, Item 1A of our annual Report on Form 10-K, in Part II, Item 1A of our quarterly reports on Form 10-Q, and our other periodic reports that we file with the SEC.

You should not place undue reliance on these forward-looking statements, which reflect our expectations only as of the date of this Form 10-Q. We do not assume any obligation to revise forward-looking statements except as may be required by law.

Overview

BCB Bancorp, Inc. is a New Jersey corporation, and is the holding company parent of BCB Community Bank, or the Bank. The Company has not engaged in any significant business activity other than owning all of the outstanding common stock of BCB Community Bank. Our executive office is located at 104-110 Avenue C, Bayonne, New Jersey 07002. At September 30, 2022, we had approximately $3.266 billion in consolidated assets, $2.713 billion in deposits and $282.7 million in consolidated stockholders’ equity.

BCB Community Bank opened for business on November 1, 2000 as Bayonne Community Bank, a New Jersey chartered commercial bank. The Bank changed its name from Bayonne Community Bank to BCB Community Bank in April 2007. At September 30, 2022, the Bank operated through 28 branches in Bayonne, Carteret, Edison, Jersey City, Hoboken, Fairfield, Holmdel, Lyndhurst, Maplewood, Monroe Township, Newark, Parsippany, Plainsboro, River Edge, Rutherford, South Orange, Union, and Woodbridge, New Jersey, as well as three branches in Hicksville and Staten Island, NY, and through executive offices located at 104-110 Avenue C and an administrative office located at 591-595 Avenue C, Bayonne, New Jersey 07002. The Bank’s deposit accounts are insured by the FDIC, and the Bank is a member of the Federal Home Loan Bank System.

We are a community-oriented financial institution. Our business is to offer FDIC-insured deposit products and to invest funds held in deposit accounts at the Bank, together with funds generated from operations, in loans and investment securities. We offer our customers:

loans, including commercial and multi-family real estate loans, one- to four-family mortgage loans, home equity loans, construction loans, consumer loans and commercial business loans. In recent years the primary growth in our loan portfolio has been in loans secured by commercial real estate and multi-family properties;

FDIC-insured deposit products, including savings and club accounts, interest and non-interest bearing demand accounts, money market accounts, certificates of deposit and individual retirement accounts; and

retail and commercial banking services including wire transfers, money orders, safe deposit boxes, a night depository, debit cards, online banking, mobile banking, gift cards, fraud detection (positive pay), and automated teller services.

Critical Accounting Estimates

Estimates and assumptions are necessary in the application of certain accounting policies and can be susceptible to significant change. Critical accounting estimates are defined as those that involve a significant level of estimation uncertainty and have had, or could have, a material impact on the Company’s financial conditions or results of operation. At September 30, 2022, the Company considers the allowance for credit losses to be its critical accounting estimate.

See further discussion of this critical accounting estimate in our Annual Report on Form 10-K for the year ended December 31, 2021.

Financial Condition

Total assets increased by $298.1 million, or 10.0 percent, to $3.266 billion at September 30, 2022, from $2.968 billion at December 31, 2021. The increase in total assets was mainly related to increases in total loans partially offset by decreases in cash and cash equivalents.

Total cash and cash equivalents decreased by $190.6 million, or 46.3 percent, to $221.0 million at September 30, 2022, from $411.6 million at December 31, 2021. This decrease was primarily due to an increase in loans, partly offset by an increase in deposits.

Loans receivable, gross, increased by $479.9 million, or 20.5 percent, to $2.824 billion at September 30, 2022, from $2.344 billion at December 31, 2021. Total loan increases for the first nine months of 2022 included increases of $444.1 million in commercial real estate and multi-family loans, $17.7 million in residential one-to-four family loans, $14.5 million in commercial business loans, and $5.6 million in home equity loans, partly offset by decreases of $1.2 million in consumer loans, and $801,000 in construction loans. The allowance for loan losses decreased $3.9 million to $33.2 million, or 390.3 percent of non-accruing loans and 1.18 percent of gross loans, at September 30, 2022, as compared to an allowance for loan losses of $37.1 million, or 249.3 percent of non-accruing loans and 1.58 percent of gross loans, at December 31, 2021.

Total investment securities increased by $786,000, or 0.7 percent, to $111.2 million at September 30, 2022, from $110.4 million at December 31, 2021, due to purchases of $26.9 million, partly offset by sales of $1.2 million and repayments, calls and maturities.

Deposit liabilities increased by $151.5 million, or 5.9 percent, to $2.713 billion at September 30, 2022, from $2.561 billion at December 31, 2021. Total increases for the nine months ended September 30, 2022, included $57.7 million in NOW deposit accounts, $33.2 million in money market checking accounts, $29.2 million in certificates of deposit, including listing service and brokered deposit accounts, $22.2 million in non-interest-bearing deposit accounts, and $9.1 million in savings and club accounts. The weighted average interest rate of certificates of deposit was 0.70 percent at September 30, 2022 and 0.72 percent at December 31, 2021.

Debt obligations increased by $140.6 million to $249.6 million at September 30, 2022, from $109.0 million at December 31, 2021, and consisted of both Federal Home Loan Bank (“FHLB”) borrowings and subordinated debt balances. The increase in debt obligations related to short-term FHLB borrowings. The weighted average interest rate of FHLB advances was 2.63 percent at September 30, 2022, and 1.39 percent at December 31, 2021. The fixed interest rate of our subordinated debt balances was 5.625 percent at September 30, 2022, and at December 31, 2021.

Stockholders’ equity increased by $8.7 million, or 3.2 percent, to $282.7 million at September 30, 2022, from $274.0 million at December 31, 2021. The increase was primarily attributable to an increase in retained earnings of $24.7 million, or 30.5 percent, to $105.9 million at September 30, 2022, from $81.2 million at December 31, 2021, related to the net effect of net income less dividends paid for the nine months ended September 30, 2022. The increase was partly offset by a decrease of $7.9 million in additional paid-in-capital for preferred stock, an increase in accumulated other comprehensive losses of $7.3 million, and an increase in treasury stock of $2.0 million. The decrease in additional paid-in-capital for preferred stock was primarily related to the redemption of $9.4 million of the Company’s then-outstanding Series D 4.5 percent preferred stock and $5.3 million of the Company’s then-outstanding Series G 6.0 percent preferred stock, partially offset by the issuance of $6.8 million of Series I 3.0 percent preferred stock. The decrease in accumulated other comprehensive income over the prior year was based upon the increase in market rates generally compared to the yield on the Company’s available-for-sale debt securities.

‎

Net Interest Income Analysis

Net interest income represents the difference between income earned on our interest-earning assets and the expense incurred on our interest-bearing liabilities, and is analyzed and monitored by the Company on a regular basis. The following tables set forth average balance sheets, yields, and costs. The yields include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or expense.


		Three Months Ended September 30,
		2022					2021
		Average Balance		Interest Earned/Paid	Average Yield/Rate (3)		Average Balance		Interest Earned/Paid	Average Yield/Rate (3)
		(Dollars in thousands)
Interest-earning assets:
Loans receivable ^{(4) (5)}	$	2,699,093	$	32,302	4.79%	$	2,340,690	$	26,922	4.60%
Investment securities⁽⁶⁾		112,172		1,276	4.55%		105,595		973	3.69%
FHLB Stock and other interest earning assets		153,705		822	2.14%		402,618		249	0.25%
Total interest-earning assets		2,964,970		34,400	4.64%		2,848,903		28,144	3.95%
Non-interest-earning assets		106,750					105,399
Total assets	$	3,071,720				$	2,954,302
Interest-bearing liabilities:
Interest-bearing demand accounts	$	774,871	$	707	0.36%	$	638,812	$	648	0.41%
Money market accounts		353,821		462	0.52%		344,142		411	0.48%
Savings accounts		343,515		113	0.13%		321,783		131	0.16%
Certificates of Deposit		545,293		1,087	0.80%		674,558		1,344	0.80%
Total interest-bearing deposits		2,017,500		2,369	0.47%		1,979,295		2,534	0.51%
Borrowed funds		138,314		1,080	3.12%		163,814		997	2.43%
Total interest-bearing liabilities		2,155,814		3,449	0.64%		2,143,109		3,531	0.66%
Non-interest-bearing liabilities		640,102					551,938
Total liabilities		2,795,916					2,695,047
Stockholders' equity		275,804					259,255
Total liabilities and stockholders' equity	$	3,071,720				$	2,954,302
Net interest income			$	30,951				$	24,613
Net interest rate spread⁽¹⁾					4.00%					3.29%
Net interest margin⁽²⁾					4.18%					3.46%

(1)Net interest rate spread represents the difference between the average yield on average interest-earning assets and the average cost of average interest-bearing liabilities.

(2)Net interest margin represents net interest income divided by average total interest-earning assets.

(3)Annualized.

(4)Excludes allowance for loan losses.

(5)Includes non-accrual loans which are immaterial to the yield.

(6)Includes Federal Home Loan Bank of New York Stock

‎


		Nine Months Ended September 30,
		2022					2021
		Average Balance		Interest Earned/Paid	Average Yield/Rate (3)		Average Balance		Interest Earned/Paid	Average Yield/Rate (3)
		(Dollars in thousands)
Interest-earning assets:
Loans receivable ^{(4) (5)}	$	2,521,375	$	87,404	4.62%	$	2,336,950	$	80,673	4.60%
Investment securities⁽⁶⁾		109,422		3,369	4.11%		108,492		2,877	3.54%
FHLB Stock and other interest earning assets		314,024		1,812	0.77%		330,500		673	0.27%
Total Interest-earning assets		2,944,821		92,585	4.19%		2,775,942		84,223	4.05%
Non-interest-earning assets		105,368					107,319
Total assets	$	3,050,189				$	2,883,261
Interest-bearing liabilities:
Interest-bearing demand accounts	$	759,307	$	1,674	0.29%	$	627,193	$	2,108	0.47%
Money market accounts		351,846		1,199	0.45%		332,489		1,299	0.54%
Savings accounts		342,199		331	0.13%		313,315		376	0.16%
Certificates of Deposit		573,951		2,916	0.68%		677,868		4,975	1.07%
Total interest-bearing deposits		2,027,303		6,120	0.40%		1,950,865		8,758	0.64%
Borrowed funds		119,059		2,701	3.02%		179,913		3,226	2.39%
Total interest-bearing liabilities		2,146,362		8,821	0.55%		2,130,778		11,984	0.75%
Non-interest-bearing liabilities		631,097					497,358
Total liabilities		2,777,459					2,628,136
Stockholders' equity		272,730					255,125
Total liabilities and stockholders' equity	$	3,050,189				$	2,883,261
Net interest income			$	83,764				$	72,239
Net interest rate spread⁽¹⁾					3.64%					3.30%
Net interest margin⁽²⁾					3.79%					3.47%

(1)Net interest rate spread represents the difference between the average yield on average interest-earning assets and the average cost of average interest-bearing liabilities.

(2)Net interest margin represents net interest income divided by average total interest-earning assets.

(3)Annualized.

(4)Excludes allowance for loan losses.

(5)Includes non-accrual loans which are immaterial to the yield.

(6)Includes Federal Home Loan Bank of New York Stock

Results of Operations comparison for the Three Months September 30, 2022 and 2021

Net interest income increased by $6.3 million, or 25.8 percent, to $30.9 million for the third quarter of 2022, from $24.6 million for the third quarter of 2021. The increase in net interest income resulted from a $6.3 million increase in interest income as well as a decrease of $82,000 in interest expense.

Interest income increased by $6.3 million, or 22.2 percent, to $34.4 million for the third quarter of 2022, from $28.1 million for the third quarter of 2021. The average balance of interest-earning assets increased $116.1 million, or 4.1 percent, to $2.965 billion for the third quarter of 2022, from $2.849 billion for the third quarter of 2021, while the average yield increased 69 basis points to 4.64 percent for the third quarter of 2022, from 3.95 percent for the third quarter of 2021. The increase in the average balance of interest-earning assets mainly related to an increase in the Company’s level of average loans receivable for the third quarter of 2022, as compared to the third quarter of 2021.

The increase in interest income mainly related to an increase in the average balance of loans receivable of $358.4 million to $2.699 billion for the third quarter of 2022, from $2.341 billion for the third quarter of 2021. The increase in the average balance of loans receivable was the result of the strength of the Company’s loan pipeline. Interest income on loans also included $314,000 of amortization of purchase credit fair value adjustments for the third quarter of 2022 related to a prior acquisition, which added approximately four basis points to the average yield on interest earning assets.

Interest expense decreased by $82,000, or 2.3 percent, to $3.4 million for the third quarter of 2022, from $3.5 million for the third quarter of 2021. This decrease resulted primarily from a decrease in the average rate on interest-bearing liabilities of 2 basis points to 0.64 percent for the third quarter of 2022, from 0.66 percent for the third quarter of 2021, partly offset by an increase in the average balance of interest-bearing liabilities of $12.7 million, or 0.6 percent, to $2.156 billion for the third quarter of 2022, from $2.143 billion for the third quarter of 2021. The decrease in the average cost of funds primarily resulted from the Company’s focus on managing funding costs.

Net interest margin was 4.18 percent for the third quarter of 2022, compared to 3.46 percent for the third quarter of 2021. The increase in the net interest margin was largely the result of an increase in the average volume and average yield on loans receivable. and to a much lesser extent to a decrease in funding costs, partly offset by an increase in the average balance of interest-bearing liabilities.

The Company’s overall asset quality is trending favorably with continued reduction in non-accrual loans. A review of the existing level of loan loss reserves and the asset quality resulted in no provision for loan losses for the third quarter of 2022. This compared to a $680,000 provision for loan losses during the third quarter of 2021. During the third quarter of 2022, the Company experienced $918,000 in net charge-offs compared to net recoveries of $4,000 for the third quarter of 2021. The Bank had non-accrual loans totaling $8.5 million, or 0.30 percent of gross loans at September 30, 2022, as compared to $20.7 million, or 0.89 percent of gross loans at September 30, 2021. The allowance for loan losses was $33.2 million, or 1.18 percent of gross loans at September 30, 2022, and $38.2 million, or 1.64 percent of gross loans at September 30, 2021.

Noninterest income increased by $129,000, or 9.8 percent, to $1.4 million for the third quarter of 2022, from $1.3 million in income for the third quarter of 2021. The increase in total noninterest income was mainly related to an increase in fees and service charges and other non-interest income, partly offset by an increase in the losses on equity securities, a decrease in BOLI income, and a decrease in the gain on the sale of loans. Fees and service charge income increased by $538,000, or 75.5 percent, to $1.3 million for the third quarter of 2022, compared to $713,000 for the third quarter of 2021. Fees and service charge income include revenue from loan servicing fees, ATM fees, and other customer account fees. The losses on equity securities for the third quarter of 2022 was $559,000 compared to $307,000 for the third quarter 2021. The increase in losses on equity securities was due to the rising rate environment.

Noninterest expense decreased by $75,000, or 0.6 percent, to $13.5 million for the third quarter of 2022, from $13.5 million for the third quarter of 2021. The decrease was mainly related to a decrease in occupancy and debt extinguishment expenses, as well as other non-interest expense. The Company recognized an expense of $337,000 for a loss on extinguishment of debt related to the prepayment of higher-cost FHLB borrowings in the third quarter of 2021. There was no comparable expense in the third quarter of 2022. The decrease in other non-interest expense mainly related to a decrease in loan-related legal expenses. Salaries and employee benefits expense increased by $433,000, or 6.7 percent, to $6.9 million for the third quarter of 2022, from $6.5 million for the third quarter of 2021. The increase mainly related to an increase in the number of fulltime equivalent employees to 301 for the third quarter of 2022, compared to 291 for the same period in 2021.

The income tax provision increased by $2.2 million, or 63.3 percent, to $5.6 million for the third quarter of 2022, from $3.4 million for the third quarter of 2021. The increase in the income tax provision was a result of higher taxable income for the third quarter of 2022, as compared with that same period for 2021. The consolidated effective tax rate for the third quarter of 2022 was 29.3 percent compared to 29.0 percent for the third quarter of 2021.

Results of Operations comparison for the Nine Months Ended September 30, 2022 and 2021

Net interest income increased by $11.5 million, or 16.0 percent, to $83.8 million for the first nine months of 2022, from $72.2 million for the first nine months of 2021. The increase in net interest income resulted from an increase of $8.4 million in total interest income as well as a decrease of $3.2 million in total interest expense.

‎Interest income increased by $8.4 million, or 9.9 percent, to $92.6 million for the first nine months of 2022, from $84.2 million for the first nine months of 2021. The average balance of interest-earning assets increased $168.9 million, or 6.1 percent, to $2.945 billion for the first nine months of 2022, from $2.776 billion for the first nine months of 2021, while the average yield increased 14 basis points to 4.19 percent for the first nine months of 2022, from 4.05 percent for the first nine months of 2021. The increase in the average balance of interest-earning assets mainly related to an increase in the Company’s level of average loans receivable for the first nine months of 2022, as compared to the first nine months of 2021.

‎The increase in interest income mainly related to an increase in the average balance of loans receivable of $184.4 million to $2.521 billion for the first nine months of 2022, from $2.337 billion for the first nine months of 2021. The increase in the average balance of loans receivable was the result of the strength of the Company’s loan pipeline. Interest income on loans for the first nine months of 2022 also included $622,000 of amortization of purchase credit fair value adjustments related to a prior acquisition, which added approximately three basis points to the average yield on interest earning assets.

‎Interest expense decreased by $3.2 million, or 26.4 percent, to $8.8 million for the first nine months of 2022, from $12.0 million for the first nine months of 2021. This decrease resulted primarily from a decrease in the average rate on interest-bearing liabilities of 4 basis points to 0.71 percent for the first nine months of 2022, from 0.75 percent for the first nine months of 2021, partly offset by an increase in the average balance of interest-bearing liabilities of $15.6 million, or 0.7 percent, to $2.146 billion for the first nine months of 2022, from $2.131 billion for the first nine months of 2021. The decrease in the average cost of funds primarily resulted the Company’s focus on managing funding costs.

‎Net interest margin was 3.79 percent for the first nine months of 2022, compared to 3.47 percent for the first nine months of 2021. The increase in the net interest margin compared to the first nine months of 2021 was the result of an increase in the average volume of loans receivable as well as a decrease in funding costs.

‎The Company recorded a credit to the provision for loan losses of $2.6 million for the first nine months of 2022, compared to a $4.8 million provision for loan losses for the first nine months of 2021. During the first nine months of 2022, the Company recorded $1.3 million in net charge offs compared to $323,000 in net charge offs for the first nine months of 2021.

‎Noninterest income decreased by $5.6 million, or 91.2 percent, to $533,000 for the first nine months of 2022, from $6.1 million for the first nine months of 2021. The decrease in total noninterest income was mainly related to an increase in the losses on equity securities, a lower gain on sales of loans, and a decrease in gains on the sale of premises, partly offset by an increase in fees and service charges. The losses on equity securities increased to $5.5 million for the first nine months of 2022, from losses of $4,000 for the first nine months of 2021. The losses on equity securities are due to market rate conditions. Gains on sales of loans decreased by $449,000, or 78.1 percent, to $126,000 for the first nine months of 2022, from $575,000 for the first nine months of 2021. Factors considered when deciding to sell loans include market conditions, demand, and the overall loan portfolio strategy. Gains on the sale of premises sold were $371,000 for the first nine months of 2021 with no comparable gain or loss for the first nine months of 2022. These decreases were partly offset by an $825,000 increase in fees and service charge income resulting from loan servicing income, ATM fees, and other customer account fees.

‎Noninterest expense decreased by $800,000, or 2.0 percent, to $39.5 million for the first nine months of 2022, from $40.3 million for the first nine months of 2021. The decrease was mainly related to a decrease in debt extinguishment expense and other non-interest expense. The Company recognized an expense of $1.1 million for a loss on extinguishment of debt related to the prepayment of higher-cost FHLB borrowings in the first nine months of 2021. There was no comparable expense in the first nine months of 2022. Salaries and employee benefits expense increased by $827,000, or 4.2 percent, to $20.4 million for the first nine months of 2022, from $19.6 million for the first nine months of 2021. The increase mainly related to payments made to the estate of a former officer of the Company who passed away in 2022, pursuant to the terms of his employment agreement, and normal compensation increases. The number of full-time equivalent employees for the first nine months of 2022 was 302 compared to 297 for the same period of 2021.

‎The income tax provision increased by $4.2 million, or 42.8 percent, to $13.9 million for the first nine months of 2022, from $9.7 million for the first nine months of 2021. The increase in the income tax provision was a result of higher taxable income for the first nine months of 2022, as compared with that same period for 2021. The consolidated effective tax rate for the first nine months of 2022 and 2021 was 29.3 percent.

Liquidity and Capital Resources

Liquidity

The overall objective of our liquidity management practices is to ensure the availability of sufficient funds to meet financial commitments and to take advantage of lending and investment opportunities. The Company manages liquidity in order to meet deposit withdrawals on demand or at contractual maturity, to repay borrowings and other obligations as they mature, and to fund loan and investment portfolio opportunities as they arise.

The Company’s primary sources of funds to satisfy its objectives are net growth in deposits (primarily retail), principal and interest payments on loans and investment securities, proceeds from the sale of originated loans and FHLB and other borrowings. The scheduled amortization of loans is a predictable source of funds. Deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition. The Company has other sources of liquidity if a need for additional funds arises, including unsecured overnight lines of credit and other collateralized borrowings from the FHLB and certain correspondent banks.

At September 30, 2022 and December 31, 2021, the Company had $40.0 million and $0 in overnight borrowings outstanding with the FHLB. The Company utilizes overnight borrowings from time to time to fund short-term liquidity needs. The Company had total FHLB borrowings of $212.1 million at September 30, 2022 and $71.7 million at December 31, 2021. The average rate of FHLB advances was 2.63 percent at September 30, 2022 and 1.39 percent at December 31, 2021.

The Company had the ability at September 30, 2022 to obtain additional funding from the FHLB of up to $507.5 million, utilizing unencumbered loan collateral. The Company expects to have sufficient funds available to meet current loan commitments in the normal course of business through typical sources of liquidity. Time deposits scheduled to mature in one year or less totaled $621.8 million at September 30, 2022. Based upon historical experience, management estimates that a significant portion of such deposits will remain with the Company.

The Company was well positioned with adequate levels of cash and liquid assets as of September 30, 2022, as well as wholesale borrowing capacity of over $800 million.

Subordinated Debentures

The Company has subordinated debentures outstanding, whose aggregate principal totaled $33.3 million at September 30, 2022, which includes $174,000 remaining unamortized debt issuance costs. The debt issuance costs are being amortized over the expected life of the issue. The subordinated debentures have a ten-year term and bear interest at a fixed annual rate of 5.625% for the first five years of the term. From and including August 1, 2023, the interest rate will adjust to a floating rate based on the LIBOR plus 2.72% until redemption or maturity. The Notes are scheduled to mature on August 1, 2028.

The Company also has $4.1 million of mandatory redeemable Trust Preferred securities. The interest rate on these floating rate junior subordinated debentures adjusts quarterly based on the three-month LIBOR plus 2.650 percent. The rate paid as of September 30, 2022 and 2021 was 6.177 percent and 2.770 percent, respectively. The trust preferred debenture became callable, at the Company’s option, on June 17, 2009, and quarterly thereafter.

Capital Resources

The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet the minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures of the Bank’s assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Bank’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk-weightings and other factors.

On September 17, 2019, the FDIC passed a final rule providing qualifying community banking organizations the ability to opt-in to a new community bank leverage ratio (tier 1 capital to average consolidated assets) (“CBLR”) framework, with a minimum requirement of 9% for institutions under $10 billion in assets. Such institutions meeting that requirement may elect to utilize the CBLR in lieu of the general applicable risk-based capital requirements under Basel III. Such institutions that meet the CBLR and certain other qualifying criteria will automatically be deemed to be well-capitalized. The Bank decided to opt-in to the new CBLR, effective for the quarter ended March 31, 2020. Pursuant to the CARES Act, the federal banking regulators in April 2020 issued interim final rules to set the CBLR at 8.0% beginning in the second quarter of 2020 through the end of 2020. Beginning in 2021, the CBLR increased to 8.5% for the calendar year. At January 1, 2022, the CBLR requirement returned to 9%.

At September 30, 2022 and December 31, 2021, BCB Community Bank exceeded all of its regulatory capital requirements to which it was subject. The following table sets forth the regulatory capital ratios for BCB Community Bank as well as regulatory capital requirements for the periods presented.


		Actual				For Capital Adequacy Purposes				For Well Capitalized Under Prompt Corrective Action
	Dollars in Thousands
As of September 30, 2022:
Bank
Community Bank Leverage Ratio	$	316,604	10.33	%	$	245,268	8.00	%		275,927	9.00	%

As of December 31, 2021:
Bank
Community Bank Leverage Ratio	$	299,247	9.92	%	$	211,177	7.00	%	$	256,429	8.50	%

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ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

Not required for smaller reporting companies.

ITEM 4. Controls and Procedures

Under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Interim Chief Financial Officer, the Company has evaluated the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this quarterly report. Based upon that evaluation, the Chief Executive Officer and Interim Chief Financial Officer concluded that, as of the end of the period covered by this quarterly report, the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports that the Company files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

There has been no change in the Company’s internal control over financial reporting during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are involved, from time to time, as plaintiff or defendant in various legal actions arising in the normal course of business. As of September 30, 2022, we were not involved in any material legal proceedings the outcome of which, if determined in a manner adverse to the Company, would have a material adverse effect on our financial condition or results of operations.

ITEM 1.A. RISK FACTORS

There have been no material changes to the risk factors set forth under the Item 1.A. Risk Factors as set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table provides certain information related to shares repurchased by the Company during the three months ended September 30, 2022:


Period	Total Number of Shares Purchased		Average Price Paid per Share	Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs
July 1 - July 31, 2022	19,113		16.99	19,113	134,750
August 1 - August 31, 2022	-		-	-	-
September 1 - September 30, 2022	52,400		17.31	52,400	82,350
Total	71,513	$	17.23	71,513

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. MINE SAFTEY DISCLOSURES

Not applicable

ITEM 5. OTHER INFORMATION

None.

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ITEM 6. EXHIBITS

Exhibit 10.1	Employment Agreement between BCB Bancorp, Inc., BCB Community Bank and Thomas Coughlin, effective September 1, 2022 (Incorporated by reference to Exhibit 10.1 to registrant’s Current Report on Form 8-K filed on September 29, 2022)
Exhibit 10.2	Amended and restated Employment Agreement between BCB Bancorp, Inc. and BCB Community Bank and Jawad Chaudhry, dated October 11, 2022

Exhibit 31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Exhibit 31.2	Certification of Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Exhibit 32	Officers’ Certification filed pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 101.INS	XBRL Instance Document
Exhibit 101.SCH	XBRL Taxonomy Extension Schema
Exhibit 101.CAL	XBRL Taxonomy Extension Calculation LinkBase
Exhibit 101.DEF	XBRL Taxonomy Extension Definition LinkBase
Exhibit 101.LAB	XBRL Taxonomy Extension Label LinkBase
Exhibit 101.PRE	XBRL Taxonomy Extension Presentation LinkBase
Exhibit 104	Cover page Interactive Data File (embedded within the Inline XBRL document)

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Signatures

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.



	BCB BANCORP, INC.

Date: November 3, 2022	By:	/s/ Thomas Coughlin
		Thomas Coughlin
		President and Chief Executive Officer (Principal Executive Officer)

Date: November 3, 2022	By:	/s/ Jawad Chaudhry
		Jawad Chaudhry Chief Financial Officer
		(Principal Accounting and Financial Officer)