Our Management's Discussion and Analysis of Financial Condition and Results of Operations is presented in sections as follows:



  •   Overview and Strategy


• Comparison of Financial Condition at December 31, 2022 and December 31, 2021

• Comparison of Operating Results for the Years Ended December 31, 2022 and


          2021



  •   Rate/Volume Analysis



  •   Liquidity, Commitments and Capital Resources



  •   Off-Balance Sheet Arrangements



  •   Impact of Inflation



  •   Exposure to changes in Interest Rates



  •   Critical Accounting Policies and Estimates



  •   Recently Issued Accounting Standards

Overview and Strategy



We remain focused on establishing and retaining customer relationships by
offering a broad range of traditional financial services and products,
competitively priced and delivered in a responsive manner to small businesses,
to professionals and individuals in our market area. As a community bank, we
seek to provide superior customer service that is highly personalized, efficient
and responsive to local needs. To better serve our customers, we endeavor to
provide state-of-the-art delivery systems with ATMs, current operating software,
timely reporting, online bill pay and other similar up-to-date products and
services. We seek to deliver these products and services with the care and
professionalism expected of a community bank and with a special dedication to
personalized customer service.

Our primary business objectives are:



            •    to provide local businesses, professionals and 

individuals with


                 banking services responsive to and determined by their needs and
                 local market conditions;



            •    to attract deposits and loans through competitive pricing,
                 responsiveness and service; and



  •   to provide a reasonable return to stockholders on capital invested.


We strive to serve the financial needs of our customers while providing an
appropriate return to our stockholders, consistent with safe and sound banking
practices. We expect that a financial strategy that utilizes variable rates and
matching assets and liabilities will enable us to increase our net interest
margin, while managing interest rate risk. We also seek to generate fee income
from various sources, subject to our desire to maintain competitive pricing
within our market area.

Our recognition of, and commitment to, the needs of the local community, combined with highly personalized and responsive customer service, differentiates us from our competition. We continue to capitalize upon the personal contacts and relationships of our organizers, directors, stockholders and officers to establish and grow our customer base.

Comparison of Financial Condition at December 31, 2022 and December 31, 2021



General. Total assets were $1.60 billion at December 31, 2022, a decrease of
$85.9 million, or 5.1% when compared to $1.69 billion at the end of 2021. The
primary reason for the decrease in total assets was a decrease in cash and cash
equivalents of approximately $105.4 million, partially offset by an increase of
$35.2 million in net loans. The increase in loans receivable primarily consisted
of a $102.5 million increase in commercial real estate loans and a $13.9 million
increase in construction loans, partially offset by a $77.3 million decrease in
PPP loans during the twelve-month period covered.

Total liabilities decreased by $88.9 million to $1.38 billion at December 31,
2022 from $1.47 billion at December 31, 2021. Total deposits at December 31,
2022 decreased by $98.4 million, or 6.8%, when compared to December 31, 2021,
primarily due decreases of $89.4 million in money market deposits, $34.9 million
in savings and $21.2 million in non-interest checking, partially offset by a
$42.4 million increase in time deposits over $250,000. The Bank had $ 10 million
in borrowings at December 31, 2022 and no outstanding borrowings at December 31,
2021.

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Total stockholders' equity at December 31, 2022 increased $3.0 million or 1.4%
when compared to the end of 2021. This increase was primarily due to the
$26.5 million of earnings recorded during the twelve months of 2022, offset by
the $9.4 million of common stock repurchased, the $6.5 million of cash dividends
paid during the period, and the $9.1 million decrease in the accumulated other
comprehensive income on the available-for-sale investment portfolio related to
an increase in the interest rate yield curve. The Bank completed its 2022 stock
buyback program during the fourth quarter and in total repurchased 324,017
shares of common stock at a total cost of $9.4 million and a weighted average
cost of $29.07 per share. The ratio of equity to total assets at December 31,
2022 and at December 31, 2021, was 13.7% and 12.8%, respectively.

We manage our balance sheet based on a number of interrelated criteria, such as
changes in interest rates, fluctuations in certain asset and liability
categories whose changes are not totally controlled by us, swings in deposit
account balances driven by depositors' needs, prepayments and issuer call
options exercised on securities available for sale, early payoffs on loans,
investment opportunities presented by market conditions, lending originations,
capital provided by earnings, and active management of our overall liquidity
positions. The management of these dynamic and interrelated elements of our
balance sheet results in fluctuations in balance sheet items throughout the
year.

Comparison of Operating Results for the Years Ended December 31, 2022 and 2021

General.



Net income for the year ended December 31, 2022 was $26.5 million, an increase
of approximately $4.0 million, or 17.8%, as compared to the year ended
December 31, 2021. This increase over 2021's results was primarily due to a
$5.5 million increase in net-interest income, a $3.2 million decrease in the
provision for loan losses and a $196,000 increase in non-interest income,
partially offset by a $4.0 million increase in non-interest expenses and an
$856,000 increase in income tax expense.

Net interest income.



Net interest income for the twelve-month period ended December 31, 2022 was
$68.1 million, an increase of $5.5 million, or 8.8%, over 2021. This increase
was due to a $4.8 million increase in interest earned on earning assets and a
$674,000 decline in interest expense. For the twelve-month period ended
December 31, 2022, the average outstanding balance of earning assets decreased
by $13.8 million and average outstanding interest-bearing liabilities decreased
$17.0 million. The total interest rate on average interest-earning assets for
the twelve-month periods ended December 31, 2022 and 2021 was 4.80% and 4.45%,
respectively. The net interest margin increased 39 basis points from 4.02% for
the year ended December 31, 2021 to 4.41% for the year ended December31, 2022.

Total interest and dividend income.



Total interest and dividend income increased $4.8 million, or 6.9%, to
$74.1 million for the year ended December 31, 2022, compared to $69.3 million
for the prior year. The improvement in interest income resulted from an increase
in the yield on earning assets of 35 basis points to 4.80% for the twelve-month
period ended December 31, 2022.

Interest income and fees on loans increased $3.6 million, or 5.4%, to
$71.0 million for the year ended December 31, 2022, compared to $67.3 million
for the prior year. The increase was attributable to a 29 basis point increase
in the year-over-year average yield on loans to 5.16%, due to the rising
interest rates over the period.

Interest income on securities increased approximately $434,000, or 25.1%, for
the year ended December 31, 2022 compared to the prior year. This decrease was
attributable to an $9.8 million increase in average balances and a 25 basis
point increase in the yield earned on the securities portfolio.

Other interest and dividends increased $726,000, or 368.5%, to $923,000 for the
year ended December 31, 2022, compared to $197,000 for the prior year due to an
increase in federal funds sold. This increase was due to a 94 basis point
increase in the yield and a $32.2 million increase in average balances of
federal funds sold.

Interest Expense.

Total interest expense decreased $674,000, or 10.1%, for the year ended December 31, 2022 compared to the prior year. This decrease was the result of a 5 basis point decrease in the cost of interest-bearing liabilities and a decrease of $17.0 million in average interest-bearing liabilities.

Interest expense on borrowings was not meaningful for either period presented.


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Provision for Loan Losses.



The provision for credit losses for the twelve months ended December 31, 2022
was $400,000 compared with a provision of $3.6 million for the 2021 period. The
decrease in the provision was due to a reduction in net charge-offs from
$3.0 million during 2021 to $559,000 during 2022. Therefore, there was less
provision needed to fund the allowance for loan losses in 2022. As of
December 31, 2022 and 2021, the Bank did not apply any qualitative factors to
the loans originated from PPP, based on the U.S government's guarantee and the
CARES Act requirement to classify these loans at 0% in determining risk-based
capital ratio. The rate of allowance for credit losses to period end loans was
1.20% at December 31, 2022, compared to 1.24% at December 31, 2021, which
reflects management's assessment of the credit quality in the loan portfolio.
See the section above titled "Analysis of Allowance for Loan Losses" for a
discussion of our allowance for loan losses methodology, including additional
information regarding the determination of the provision for loan losses.

Non-Interest Income.



Total non-interest income for the twelve-month period ended December 31, 2022
increased $196 thousand, or 4.2%, from the 2021 twelve-month period, primarily
due to a $282,000 recovery of a prior year loss on a Small Business Investment
Company ("SBIC") fund.

Non-Interest Expense.

For the twelve-month period ended December 31, 2022, non-interest expense was
$38.5 million, compared to $34.5 million for the same period in 2021. This
increase was primarily due to an increase in salaries and employee benefits as
well as data processing and communications costs to enhance services provided to
customers. These increases resulted from inflation pressure on these expenses.

Income Tax Expense.



For the year ended December 31, 2022, the Bank recorded income tax expense of
$7.6 million resulting in an effective tax rate of 22.2%, compared to a
$6.7 million expense resulting in an effective tax rate of 23.0% for the same
period in 2021. The current effective tax rate was impacted by a refund related
to a prior tax period and the impact of legislation enacted by the Governor of
the State of New York establishing an economic nexus threshold of $1.0 million
in New York City ("NYC") receipts for purposes of the NYC business corporation
tax for tax years beginning on or after January 1, 2022, partially offset by the
diminished impact of tax-exempt income resulting from an increase in earnings.

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Average Balance Sheets. The following table sets forth average balance sheets,
yields and costs, and certain other information for the years indicated. The
average yields and costs of funds shown are derived by dividing income or
expense by the daily average balance of assets or liabilities, respectively, for
the periods presented. Net loan fees of $5.2 million and $9.2 million were
recorded for twelve months ended December 31, 2022 and 2021, respectively.
Nonaccrual loans are included in the average balance of loans receivable, net
for all periods presented. No tax-equivalent adjustments have been made.

                                                            2022                                     2021                        Change 2022 vs 2021
                                               Average       Income/      Yield         Average       Income/      Yield         Average         Yield
                                              Balances       Expense      Rates        Balances       Expense      Rates        Balances         Rates

                                                                                       (Dollars in thousands)
Interest-earning assets:
Loans receivable                             $ 1,375,501     $ 70,996       5.16 %    $ 1,381,626     $ 67,348       4.87 %    $    (6,125 )       0.29 %
Securities
Taxable available-for-sale                        47,358          986       2.08 %         33,805          547       1.62 %         13,553         0.46 %
Tax exempt available-for-sale                     43,549        1,167       2.68 %         47,294        1,172       2.48 %         (3,745 )       0.20 %
Held-to-maturity                                     204           11       5.39 %            212           11       5.19 %             (8 )       0.20 %
Federal funds sold                                66,292          797       1.20 %         43,402           50       0.11 %         22,890         1.09 %
Other interest earning-assets                     10,612          126       1.19 %         50,995          147       0.29 %        (40,383 )       0.90 %

Total interest-earning assets                  1,543,516     $ 74,083       4.80 %      1,557,334     $ 69,275       4.45 %        (13,818 )       0.35 %

Other non-earnings assets                        101,940                                  101,479                                      461

Total assets                                 $ 1,645,456                              $ 1,658,813                              $   (13,357 )

Interest-bearing liabilities
Demand                                       $   261,951     $    823       0.31 %    $   263,715     $    716       0.27 %    $    (1,764 )       0.04 %
Savings                                          220,222          714       0.32 %        205,788          512       0.25 %         14,434         0.08 %
Money markets                                    353,224        1,565       0.44 %        339,903        1,004       0.30 %         13,321         0.15 %
Certificates of deposit                          293,627        2,893       0.99 %        336,488        4,441       1.32 %        (42,861 )      -0.33 %

Total deposit                                  1,129,024        5,995       0.42 %      1,145,894        6,673       0.58 %        (16,870 )      -0.16 %
Borrowings                                           153            5       3.37 %            270            1       0.37 %           (117 )       3.00 %

Total interest-bearing liabilities             1,129,177     $  6,000       0.53 %      1,146,164     $  6,674       0.58 %        (16,987 )      -0.05 %

Non-interest-bearing deposits                    280,729                                  273,260                                    7,469
Other liabilities                                 20,755                                   25,470                                   (4,715 )

Total liabilities                              1,430,661                                1,444,894                                  (14,233 )
Stockholders' equity                             214,795                                  213,919                                      876

Total liabilities and stockholder's equity   $ 1,645,456                              $ 1,658,813                              $   (13,357 )

Net interest-earnings assets                 $   414,339                              $   411,170                              $     3,169
Net interest income; interest rate spread                                   4.27 %                                   3.87 %                        0.39 %

Net interest margin                                          $ 68,083       4.41 %                    $ 62,601       4.02 %    $     5,482         0.39 %

Net interest margin FTE1                                                    4.47 %                                   4.08 %                        0.39 %


1 Includes federal and state tax effect of tax exempt securities and loans.


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Rate/Volume Analysis



The following table reflects the sensitivity of our interest income and interest
expense to changes in volume and in yields on interest-earning assets and costs
of interest-bearing liabilities during the periods indicated.

                                                       Twelve Months Ended
                                                           December 31,
                                                          2022 vs. 2021
                                                    Increase (Decrease) Due to
                                                 Rate         Volume         Net

                                                      (Dollars in thousands)
Interest and dividend income:
Loans receivable, including fees               $   3,964      $  (316 )    $  3,648
Investment securities
Available-for-sale                                   212          222           434
Other interest-earning assets                        935         (209 )         726

Total interest-earning assets                  $   5,111      $  (303 )    $  4,808

Interest expense:
Interest-bearing demand and savings deposits   $     268      $    41      $    309
Money market                                         502           59           561
Certificates of deposit                           (1,126 )       (422 )      (1,548 )
Borrowings                                             8           (4 )           4

Total interest expense                         $    (348 )    $  (326 )    $   (674 )

Change in net interest income                  $   5,459      $    23      $  5,482

Liquidity, Commitments and Capital Resources



Liquidity. Our liquidity, represented by cash and due from banks, is a product
of our operating, investing and financing activities. Our primary sources of
funds are deposits, principal repayments of securities and outstanding loans,
and funds provided from operations. In addition, we invest excess funds in
short-term interest-earnings assets such as overnight deposits or U.S. agency
securities, which provide liquidity to meet lending requirements. While
scheduled payments from the amortization of loans and securities and short-term
investments are relatively predictable sources of funds, general interest rates,
economic conditions and competition greatly influence deposit flows and
repayments on loans and mortgage-backed securities.

We strive to maintain sufficient liquidity to fund operations, loan demand and
to satisfy fluctuations in deposit levels. We are required to have enough
investments that qualify as liquid assets in order to maintain sufficient
liquidity to ensure safe and sound banking operations. Liquidity may increase or
decrease depending upon the availability of funds and comparative yields on
investments in relation to the return on loans. We attempt to maintain adequate
but not excessive liquidity, and liquidity management is both a daily and
long-term function of our business management. We manage our liquidity in
accordance with a board of directors-approved asset-liability policy, which is
administered by our asset-liability committee ("ALCO"). ALCO reports interest
rate sensitivity, liquidity, capital and investment-related matters on a
quarterly basis to our board of directors.

We review cash flow projections regularly and update them in order to maintain
liquid assets at levels believed to meet the requirements of normal operations,
including loan commitments and potential deposit outflows from maturing
certificates of deposit and savings withdrawals.

While deposits are our primary source of funds, when needed we are also able to
generate cash through borrowings from the FHLB-NY. At December 31, 2022, we had
remaining available capacity with FHLB-NY, subject to certain collateral
restrictions, of $165.0 million.

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Additionally, we are a shareholder of Atlantic Community Bancshares, Inc., and
as such, as of December 31, 2022, we had available capacity with its subsidiary,
Atlantic Community Bankers Bank of $10.0 million to provide short-term liquidity
generally for a period of not more than fourteen days.

Contractual Obligations. We have non-cancelable operating leases for branch offices and our operations center. The following table is a schedule of future payments under operating leases with initial terms longer than 12 months at December 31, 2022:



                              Amount
Years Ended December 31   (in thousands)
2023                      $         2,298
2024                                2,065
2025                                2,048
2026                                1,854
2027                                1,559
Thereafter                         10,371

Total                     $        20,195

The following table summarizes our contractual cash obligations relating to certificates of deposits:



                               Amount
Years Ended December 31    (in thousands)
2023                      $        158,658
2024                               120,028
2025                                36,246
2026                                21,786
2027 and thereafter                  1,859

Total                     $        338,577



Capital Resources. Consistent with our goals to operate as a sound and
profitable financial institution, we actively seek to maintain our status as a
well-capitalized institution in accordance with regulatory standards. As of
December 31, 2022, we met the capital requirements to be considered "well
capitalized." See Note 16 - "Regulatory Matters" in the Notes to Consolidated
Financial Statements included within this Form 10-K for more information
regarding our capital resources.

Off-Balance Sheet Arrangements



We are a party to financial instruments with off-balance sheet risk in the
normal course of our business of investing in loans and securities as well as in
the normal course of maintaining and improving our facilities. These financial
instruments include significant purchase commitments, such as commitments
related to capital expenditure plans and commitments to purchase investment
securities or mortgage-backed securities, and commitments to extend credit to
meet the financial needs of our customers.

Commitments to extend credit are agreements to lend to a customer as long as
there is no violation of any condition established in the loan contract.
Commitments generally have fixed expiration dates or other termination clauses
and may require payment of a fee by our customers. Our exposure to credit loss
in the event of non-performance by the counterparty to the financial instrument
for commitments to extend credit is represented by the contractual notional
amount of those instruments. We use the same credit policies in making
commitments and conditional obligations as we do for on-balance-sheet
instruments. Since many of the commitments are expected to expire without being
drawn upon, the total commitment amounts do not necessarily represent future
cash requirements.

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We had the following off-balance sheet financial instruments whose contract amounts represent credit risk at December 31:



                                               2022          2021

                                                 (in thousands)

Performance and standby letters of credit $ 1,420 $ 486 Undisbursed construction loans-in-process 140,538 239,156 Commitments to fund loans

                       41,753        41,816

Unfunded commitments under lines of credit 5,800 4,573



Total                                        $ 189,511     $ 286,031

For additional information regarding our outstanding lending commitments at December 31, 2022, see Note 8 - "Commitments and Contingencies" in the Notes to Consolidated Financial Statements contained in this Annual Report on Form 10-K.

Impact of Inflation



The financial statements included in this document have been prepared in
accordance with accounting principles generally accepted in the United States of
America. These principles require the measurement of financial position and
results of operations in terms of historical dollars, without considering
changes in the relative purchasing power of money, over time, due to inflation.
Our primary assets and liabilities are monetary in nature. As a result, interest
rates have a more significant impact on our performance than the effects of
general levels of inflation. Interest rates, however, do not necessarily move in
the same direction or with the same magnitude as the price of goods and
services, since such prices are affected by inflation.

Exposure to Changes in Interest Rates



Gap Analysis. The matching of assets and liabilities may be analyzed by
examining the extent to which such assets and liabilities are "interest rate
sensitive" and by monitoring the Bank's interest rate sensitivity "gap." An
asset or liability is said to be interest rate sensitive within a specific time
period if it will mature or reprice within that time period. The interest rate
sensitivity gap is defined as the difference between the amount of
interest-earning assets maturing or repricing within a specific time period and
the amount of interest-bearing liabilities maturing or repricing within that
same time period. A gap is considered positive when the amount of interest rate
sensitive assets exceeds the amount of interest rate-sensitive liabilities. A
gap is considered negative when the amount of interest rate sensitive
liabilities exceeds the amount of interest rate sensitive assets. During a
period of rising interest rates, a negative gap would tend to affect adversely
net interest income while a positive gap would tend to result in an increase in
net interest income. Conversely, during a period of falling interest rates, a
negative gap would tend to result in an increase in net interest income while a
positive gap would tend to affect adversely net interest income.

The table on the next page sets forth the amounts of our interest-earning assets
and interest-bearing liabilities outstanding at December 31, 2022, which we
expect, based upon certain assumptions, to reprice or mature in each of the
future time periods shown (the "GAP Table"). Except as stated below, the amounts
of assets and liabilities shown which reprice or mature during a particular
period were determined in accordance with the earlier of term to repricing or
the contractual maturity of the asset or liability. The table sets forth an
approximation of the projected repricing of assets and liabilities at
December 31, 2022, on the basis of contractual maturities, anticipated
prepayments, and scheduled rate adjustments period and subsequent selected time
intervals. The loan amounts in the table reflect principal balances expected to
be redeployed and/or repriced as a result of contractual amortization and
anticipated prepayments of adjustable-rate loans and fixed-rate loans, and as a
result of contractual rate adjustments on adjustable-rate loans.

Certain shortcomings are inherent in the method of analysis presented in the
foregoing table. For example, although certain assets and liabilities may have
similar maturities or periods to repricing, they may react in different degrees
to changes in market interest rates. Also, the interest rates on certain types
of assets and liabilities may fluctuate in advance of changes in market interest
rates, while interest rates on other types may lag behind changes in market
rates. Additionally, certain assets, such as adjustable-rate loans, have
features which restrict changes in interest rates both on a short-term basis and
over the life of the asset. Further, in the event of a change in interest rates,
prepayment and early withdrawal levels would likely deviate significantly from
those assumed in calculating the table. Finally, the ability of many borrowers
to service their adjustable-rate loans may decrease in the event of an interest
rate increase.

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                                                                   More than 3        More than 1        More than 3
                                                3 Months or        Months to 1         Year to 3         Years to 5         More than 5        Non-Rate
                                                   less               Year               Years              Years              Years          Sensitive        Total Amount
(Dollars in thousands)
Interest-earning assets: (1)
Investment securities                          $       8,147      $       4,457      $       6,971      $       8,338      $      69,151      $  (13,461 )    $       83,603
Loans receivable                                     470,378            172,613            349,256            294,296             85,880         (18,516 )         1,353,907
Other interest-earnings assets (2)                    42,932                 -                  -                  -                  -           12,161              55,093
Other non-interest assets                                 -                  -                  -                  -                  -          109,176             109,176

Total interest-earning assets                  $     521,457      $     

177,070 $ 356,227 $ 302,634 $ 155,031 $ (19,816 ) $ 1,601,779



Interest-bearing liabilities:
Checking and savings accounts                  $      11,889      $     448,533      $          -       $          -       $          -       $       -       $      460,422
Money market accounts                                 15,391            268,261                 -                  -                  -               -              283,652
Certificate accounts                                  27,209            131,359            157,039             22,971                 -               -              338,578

Total interest-bearing liabilities             $      54,489      $     848,153      $     157,039      $      22,971      $          -       $       -       $    1,082,652

Interest-earning assets less
interest-bearing liabilities                   $     466,968      $    (671,083 )    $     199,188      $     279,663      $     155,031      $  (19,816 )    $      519,127

Cumulative interest-rate sensitivity gap (3) $ 466,968 $ (204,115 ) $ (4,927 ) $ 274,736 $ 429,767



Cumulative interest-rate gap as a percentage
of total assets at December 31, 2022                   29.15 %           -12.74 %            -0.31 %            17.15 %            26.83 %

Cumulative interest-earning assets as a
percentage of cumulative interest-bearing
liabilities at December 31, 2022                      956.99 %            77.39 %            99.54 %           125.38 %           139.70 %





(1) Interest-earnings assets are included in the period in which the balances are

expected to be redeployed and/or repriced as a result of anticipated

prepayments, scheduled rate adjustments and contractual maturities.

(2) Includes interest-bearing bank balances, FHLB Stock and Federal Funds Sold

(3) Interest-rate sensitivity gap represents the difference between total

interest-earning assets and total interest-bearing liabilities.




Net Portfolio Value Analysis. Our interest rate sensitivity also is monitored by
management through the use of a model which generates estimates of the changes
in our net portfolio value ("NPV") over a range of interest rate scenarios. NPV
is the present value of expected cash flows from assets, liabilities and
off-balance sheet contracts. The NPV ratio, under any interest rate scenario, is
defined as the NPV in that scenario divided by the market value of assets in the
same scenario. The following table sets forth our NPV as of December 31, 2022
and reflects the changes to NPV as a result of immediate and sustained changes
in interest rates as indicated.

Change in                                                        NPV as % of Portfolio
Interest Rates              Net Portfolio Value                     Value of Assets
In Basis Points
(Rate Shock)       Amounts      $ Change        % Change       NPV Ratio          Change

                                          (Dollars in thousands)
300               $ 331,335     $  (1,509 )         -0.45 %         -7.10 %         -5.85 %
200               $ 341,112     $   8,268            2.48 %         -4.89 %         -3.64 %
100               $ 340,044     $   7,200            2.16 %         -3.00 %         -1.76 %
Static            $ 332,844     $      -                            -1.25 %
(100)             $ 332,718     $    (126 )         -0.04 %          0.26 %          1.51 %



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As is the case with the GAP Table, certain shortcomings are inherent in the
methodology used in the above interest rate risk measurements. Modeling changes
in NPV require the making of certain assumptions which may or may not reflect
the manner in which actual yields and costs respond to changes in market
interest rates. In this regard, the models presented assume that the composition
of our interest sensitive assets and liabilities existing at the beginning of a
period remains constant over the period being measured and also assumes that a
particular change in interest rates is reflected uniformly across the yield
curve regardless of the duration to maturity or repricing of specific assets and
liabilities. Accordingly, although the NPV model provides an indication of
interest rate risk exposure at a particular point in time, such model is not
intended to and does not provide a precise forecast of the effect of changes in
market interest rates on net interest income and will differ from actual
results.

Critical Accounting Policies and Estimates



In the preparation of our financial statements, we have adopted various
accounting policies that govern the application of accounting principles
generally accepted in the United States and in accordance with general practices
within the banking industry. Our significant accounting policies are described
in our financial statements under Note 1- "Summary of Significant Accounting
Policies." While all these policies are important to understanding the financial
statements, certain accounting policies described below involve significant
judgment and assumptions by management that have a material impact on the
carrying value of certain assets and liabilities. We consider these accounting
estimates to be critical accounting policies. The judgments and assumptions we
use are based on historical experience and other factors, which we believe to be
reasonable under the circumstances. Because of the nature of the judgments and
assumptions we make, actual results could differ from these judgments and
assumptions that could have a material impact on the carrying values of our
assets and liabilities and our results of operations.

Allowance for Credit Losses. The allowance for credit losses consists of the
allowance for loan losses and the reserve for unfunded lending commitments. The
allowance for loan losses represents our estimate of losses inherent in the loan
portfolio as of the balance sheet date and is recorded as a reduction to
loans. The reserve for unfunded lending commitments represents our estimate of
losses inherent in our unfunded loan commitments and is recorded in other
liabilities on the balance sheet. The allowance for loan losses is increased by
the provision for loan losses and recoveries, and decreased by
charge-offs. Generally, loans deemed to be uncollectible are charged-off against
the allowance for loan losses, and subsequent recoveries, if any, are credited
to the allowance for loan losses. All, or part, of the principal balance of
loans receivable are charged-off to the allowance for loan losses when it is
determined that the repayment of all, or part, of the principal balance is
highly unlikely. For a more detailed discussion of our allowance for loan loss
methodology and the allowance for loan losses see the section titled "Analysis
of Allowance for Loan Losses" in this "Management's Discussion and Analysis of
Financial Condition and Results of Operations."

Other-Than-Temporary Impairment. Management evaluates securities for
other-than-temporary-impairment ("OTTI") quarterly, and more frequently when
economic or market conditions warrant such an evaluation. In determining OTTI
under FASB Accounting Standards Codification ("ASC") Topic 320, Investments -
Debt and Equity Securities, management considers many factors, including:
(1) the length of time and the extent to which the fair value has been less than
amortized cost; (2) the financial condition and near term prospects of the
issuer; (3) whether the market decline was affected by macroeconomic conditions;
and (4) whether the entity has the intent to sell the debt security or more
likely than not will be required to sell the debt security before its
anticipated recovery. The assessment of whether an OTTI decline exists involves
a high degree of subjectivity and judgment and is based on information available
to management at a point in time. OTTI is deemed to have occurred if there has
been an adverse change in the remaining expected future cash flows.

When an OTTI of debt securities occurs, the amount of the OTTI recognized in
earnings depends on whether the Bank intends to sell the security or more likely
than not will be required to sell the security before recovery of its amortized
cost basis. If the Bank intends to sell or more likely than not will be
required to sell the security before recovery of its amortized cost basis, the
OTTI shall be recognized in earnings at an amount equal to the difference
between the securities' amortized cost basis and its fair value at the balance
sheet date. If the Bank does not intend to sell the security and it is not more
likely that the Bank will be required to sell the security before recovery of
its amortized cost basis, the OTTI shall be separated into the amount
representing the credit loss and the amount related to all other factors. The
amount of the total OTTI related to the credit loss is determined based on the
present value of cash flows expected to be collected and is recognized in
earnings. The amount of the total OTTI related to other factors shall be
recognized in other comprehensive income, net of applicable tax benefit. The
previous amortized cost basis less the OTTI recognized in earnings shall become
the new amortized cost basis of the investment.

Goodwill and Core Deposit Intangible. Both goodwill and the core deposit
intangible asset are reviewed for impairment annually or when events and
circumstances indicate that an impairment may have occurred. At May 31, 2022,
the Bank in reviewing whether its goodwill was impaired looked at applicable
accounting guidance requires an annual review of the fair value of a Reporting
Unit that has goodwill in order to determine if it is more likely than not (that
is, a likelihood of more than 50%) that the fair value of a Reporting Unit is
less than its carrying amount, including goodwill. A qualitative factor test can
be performed to determine whether it is necessary to perform a quantitative
goodwill impairment test. If this qualitative test determines it is not more
likely than not (less than 50% probability) the fair value of the Reporting Unit
exceed the Carrying Value, then the Bank does not have to perform a quantitative
test and goodwill can be considered not impaired. After performing the
qualitative factor test the result was the Bank was more than 50% probable the
fair value of the Reporting Unit exceeds the than the Carrying Value, therefore
a quantitative test was not required as of May 31, 2022.

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Income Taxes. We account for income taxes in accordance with income tax
accounting guidance contained in FASB ASC Topic 740, Income Taxes. This includes
guidance related to accounting for uncertainties in income taxes, which sets out
a consistent framework to determine the appropriate level of tax reserves to
maintain for uncertain tax positions. We had no material unrecognized tax
benefits or accrued interest and penalties as of December 31, 2022 and 2021. Our
policy is to account for interest and penalties as a component of other expense.

We have provided for federal and state income taxes on the basis of reported
income. The amounts reflected on our tax returns differ from these provisions
due principally to temporary differences in the reporting of certain items for
financial reporting and income tax reporting purposes. The tax effect of these
temporary differences is accounted for as deferred taxes applicable to future
periods.

Deferred income tax expense or benefit is determined by recognizing deferred tax
liabilities and assets, respectively, for the estimated future tax consequences
attributable to differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases. Deferred tax
assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to
be recovered or settled. The effect on deferred assets and liabilities of a
change in tax rates is recognized in earnings in the period that includes the
enactment date. The realization of deferred tax assets is assessed and a
valuation allowance provided for the full amount which is not
more-likely-than-not to be realized.

On September 29, 2020, New Jersey Governor Phil Murphy signed into law A.4721,
extending through December 31, 2023, the 2.5% surtax currently imposed on
Corporation Business Tax (CBT) filers with allocated taxable net income over
$1 million. As originally enacted, the surtax rate was scheduled to decrease
from 2.5% to 1.5% for privilege periods beginning on or after January 1, 2020
through December 31, 2021 and expire for privilege periods beginning on or after
January 1, 2022. The change made by A.4721 took effect immediately and applied
retroactively to privilege periods beginning on or after January 1, 2020. The
Bank recorded an additional $63,000 in income tax expense related to the
adjusted surtax during 2020. Effective in 2019, New Jersey has adopted combined
income tax reporting for certain members of a commonly-controlled unitary
business group.

Recently Issued Accounting Standards



See Note 1- "Summary of Significant Accounting Policies" in the Notes to the
Consolidated Financial Statements contained in this Annual Report on Form 10-K
for a discussion of recently issued accounting standards.

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