| (a) | Not Applicable. |
| (b) | Not Applicable. |
| (c) | Not Applicable. |
| (d) | Exhibits. |
Exhibit No. | Description |
| · | Net interest income increased $482,000 to $16.1 million for the nine months ended March 31, 2013 compared to $15.6 million for the nine months ended March 31, 2012, and increased $142,000 to $5.3 million for the quarter ended March 31, 2013 compared to $5.2 million for the quarter ended March 31, 2012. The increase in average balances of loans and securities, along with a decrease in rates paid on deposit accounts, primarily led to an increase in net interest income when comparing the nine months and quarters ended March 31, 2013 and 2012. |
| · | Net interest rate spread decreased 26 basis points to 3.52% for the nine months ended March 31, 2013 from 3.78% for the nine months ended March 31, 2012, and decreased 34 basis points to 3.40% for the three months ended March 31, 2013 from 3.74% for the three months ended March 31, 2012. Net interest margin decreased 29 basis points to 3.61% for the nine months ended March 31, 2013 from 3.90% for the nine months ended March 31, 2012, and decreased 36 basis points to 3.49% for the quarter ended March 31, 2013 as compared to 3.85% for the quarter ended March 31, 2012. Despite increased net interest income from increased volume of loans and securities and a lower cost of funds, declines in the yields on interest-earning assets resulted in our net interest spread and net interest margin decreasing when comparing the three and nine months ended March 31, 2013 and 2012, respectively. Although the Company has benefited from re-pricing its interest-bearing liabilities in the continuing historically low interest rate environment, the average interest rates earned on our loans and investments have similarly continued to re-price into lower yields. |
| · | The provision for loan losses amounted to $1.3 million and $1.4 million for the nine months ended March 31, 2013 and 2012, respectively. The provision for loan losses amounted to $331,000 and $541,000 for the quarters ended March 31, 2013 and 2012, respectively. The level of allowance for loan losses to total loans receivable increased to 1.94% at March 31, 2013 compared to 1.86% at June 30, 2012. |
| · | Net charge-offs amounted to $571,000 and $539,000 for the nine months ended March 31, 2013 and 2012, respectively, an increase of $32,000. |
| · | Nonperforming loans amounted to $7.0 million at March 31, 2013 and June 30, 2012. Nonperforming loans remain high compared to historical levels as a result of adverse changes in the economy and local unemployment, which have been compounded by the extended length of time required to complete foreclosures in New York State. At March 31, 2013, nonperforming assets were 1.15% of total assets and nonperforming loans were 2.01% of net loans. |
| · | Noninterest income increased $117,000 and decreased $36,000 when comparing the nine months and quarters ended March 31, 2013 and 2012, respectively. Noninterest income amounted to $3.7 million and $1.1 million for the nine months and quarter ended March 31, 2013, respectively. The increase for the nine months ended March 31, 2013 was primarily the result of higher service charges on deposit accounts due to growth in the number of deposit accounts, as well as an increase in fees earned through investment services. |
| · | Noninterest expense increased $218,000 and $225,000 when comparing the nine months and quarters ended March 31, 2013 and 2012, respectively. The increase for the nine months and quarter ended March 31, 2013 was primarily the result of an increase of $207,000 and $78,000, respectively in salaries and employee benefits which was partially due to an increase in medical insurance expenses and also to growth in staffing within the Company’s lending department. During the nine months and quarter ended March 31, 2013, the Company prepaid $6.0 million and $5.0 million, respectively, in long term borrowings and recognized prepayment penalties of $155,000 and $112,000. |
| · | Total assets of the Company were $650.2 million at March 31, 2013 as compared to $590.7 million at June 30, 2012, an increase of $59.5 million, or 10.1%. |
| · | Securities available for sale and held to maturity amounted to $239.0 million, or 36.8% of assets, at March 31, 2013 as compared to $233.9 million, or 39.6% of assets, at June 30, 2012, an increase of $5.1 million or 2.2%. |
| · | Net loans receivable increased to $350.1 million at March 31, 2013 from $326.8 million at June 30, 2012, an increase of $23.3 million, or 7.1%. The loan growth experienced during the nine months primarily consisted of $6.8 million in nonresidential real estate loans, $15.4 million in residential mortgage loans, $859,000 in construction loans, $50,000 in multi-family mortgage loans and $2.5 million in non-mortgage loans, and was partially offset by a $1.6 million decrease in home equity loans and a $745,000 increase in the allowance for loan loss. We believe that the continued low interest rate environment and strong customer satisfaction from personal service continued to enhance loan growth. |
| · | Total deposits increased to $586.7 million at March 31, 2013 from $511.9 million at June 30, 2012, an increase of $74.8 million, or 14.6%. This increase was primarily the result of an increase of $60.8 million in balances at Greene County Commercial Bank due primarily to the annual collection of taxes by several local municipalities. |
| · | Borrowings decreased $17.0 million from $21.0 million at June 30, 2012 to $4.0 million at March 31, 2013. During the quarter and nine months ended March 31, 2013, the Company prepaid $5.0 million and $6.0 million, respectively, in long term borrowings and recognized prepayment penalties of $112,000 and $155,000. |
| · | Total shareholders’ equity increased $3.1 million to $55.8 million at March 31, 2013, or 8.6% of total assets, from $52.7 million at June 30, 2012 primarily resulting from $5.0 million in net income for the nine month period less the payment of $1.8 million in dividends during the period. |
| At or for the Nine | At or for the Three | |||||||||||||||
| Months Ended March 31, | Months Ended March 31, | |||||||||||||||
| 2013 | 2012 | 2013 | 2012 | |||||||||||||
Dollars In thousands, except share and per share data | ||||||||||||||||
| Interest income | $ | 18,223 | $ | 18,362 | $ | 5,985 | $ | 5,999 | ||||||||
| Interest expense | 2,157 | 2,778 | 681 | 837 | ||||||||||||
| Net interest income | 16,066 | 15,584 | 5,304 | 5,162 | ||||||||||||
| Provision for loan losses | 1,316 | 1,437 | 331 | 541 | ||||||||||||
| Noninterest income | 3,716 | 3,599 | 1,141 | 1,177 | ||||||||||||
| Noninterest expense | 11,365 | 11,147 | 3,946 | �� | 3,721 | |||||||||||
| Income before taxes | 7,101 | 6,599 | 2,168 | 2,077 | ||||||||||||
| Tax provision | 2,131 | 2,112 | 631 | 594 | ||||||||||||
| Net Income | $ | 4,970 | $ | 4,487 | $ | 1,537 | $ | 1,483 | ||||||||
| Basic EPS | $ | 1.19 | $ | 1.08 | $ | 0.37 | $ | 0.36 | ||||||||
Weighted average shares outstanding | 4,185,707 | 4,150,978 | 4,187,671 | 4,159,093 | ||||||||||||
| Diluted EPS | $ | 1.18 | $ | 1.07 | $ | 0.36 | $ | 0.35 | ||||||||
Weighted average diluted shares outstanding | 4,224,814 | 4,192,567 | 4,227,166 | 4,197,430 | ||||||||||||
Dividends declared per share 3 | $ | 0.525 | $ | 0.525 | $ | 0.175 | $ | 0.175 | ||||||||
| Selected Financial Ratios | ||||||||||||||||
Return on average assets1 | 1.08 | % | 1.08 | % | 0.98 | % | 1.06 | % | ||||||||
Return on average equity1 | 12.23 | % | 11.99 | % | 11.14 | % | 11.59 | % | ||||||||
Net interest rate spread1 | 3.52 | % | 3.78 | % | 3.40 | % | 3.74 | % | ||||||||
Net interest margin1 | 3.61 | % | 3.90 | % | 3.49 | % | 3.85 | % | ||||||||
Efficiency ratio2 | 57.45 | % | 58.11 | % | 61.23 | % | 58.70 | % | ||||||||
Non-performing assets to total assets | 1.15 | % | 1.25 | % | ||||||||||||
Non-performing loans to net loans | 2.01 | % | 2.19 | % | ||||||||||||
Allowance for loan losses to non-performing loans | 98.31 | % | 87.33 | % | ||||||||||||
Allowance for loan losses to total loans | 1.94 | % | 1.88 | % | ||||||||||||
| Shareholders’ equity to total assets | 8.59 | % | 8.95 | % | ||||||||||||
Dividend payout ratio3 | 44.12 | % | 48.61 | % | ||||||||||||
| Book value per share | $ | 13.32 | $ | 12.42 | ||||||||||||
| As of March 31, 2013 | As of June 30, 2012 | |||||||
| Dollars In thousands | ||||||||
| Assets | ||||||||
| Total cash and cash equivalents | $ | 38,428 | $ | 7,742 | ||||
| Long term certificate of deposit | 250 | --- | ||||||
| Securities- available for sale, at fair value | 76,840 | 87,528 | ||||||
| Securities- held to maturity, at amortized cost | 162,207 | 146,389 | ||||||
| Federal Home Loan Bank stock, at cost | 979 | 1,744 | ||||||
| Gross loans receivable | 356,425 | 332,450 | ||||||
| Less: Allowance for loan losses | (6,922 | ) | (6,177 | ) | ||||
| Unearned origination fees and costs, net | 592 | 478 | ||||||
| Net loans receivable | 350,095 | 326,751 | ||||||
| Premises and equipment | 14,503 | 14,899 | ||||||
| Accrued interest receivable | 2,875 | 2,688 | ||||||
| Foreclosed real estate | 435 | 260 | ||||||
| Prepaid expenses and other assets | 3,565 | 2,655 | ||||||
| Total assets | $ | 650,177 | $ | 590,656 | ||||
| Liabilities and shareholders’ equity | ||||||||
| Noninterest bearing deposits | $ | 52,688 | $ | 52,783 | ||||
| Interest bearing deposits | 534,030 | 459,154 | ||||||
| Total deposits | 586,718 | 511,937 | ||||||
| Borrowings from FHLB, short term | --- | 14,000 | ||||||
| Borrowings from FHLB, long term | 4,000 | 7,000 | ||||||
| Accrued expenses and other liabilities | 3,624 | 5,055 | ||||||
| Total liabilities | 594,342 | 537,992 | ||||||
| Total shareholders’ equity | 55,835 | 52,664 | ||||||
| Total liabilities and shareholders’ equity | $ | 650,177 | $ | 590,656 | ||||
| Common shares outstanding | 4,191,671 | 4,182,671 | ||||||
| Treasury shares | 113,999 | 122,999 | ||||||
