UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities exchange act of 1934
Date of Report (Date of earliest event reported): January 25, 2024
FLUSHING FINANCIAL CORPORATION | ||
(Exact Name of Registrant as Specified in Charter) |
DELAWARE | 001-33013 | 11-3209278 | ||
(State of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
220 RXR Plaza, Uniondale, New York | 11556 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (718) 961-5400
Check the appropriate box below if the Form 8−K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a−12 under the Exchange Act (17 CFR 240.14a−12) |
☐ | Pre−commencement communications pursuant to Rule 14d−2(b) under the Exchange Act (17 CFR 240.14d−2(b)) |
☐ | Pre−commencement communications pursuant to Rule 13e−4(c) under the Exchange Act (17 CFR 240.13e−4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock, $0.01 par value | FFIC | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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. ☐
Item 2.02. | Results of Operations and Financial Condition. |
On January 25, 2024, Flushing Financial Corporation (the “Company”) issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information appearing below under Item 4.02 is incorporated herein by reference.
Item 4.02. | Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. |
(a)
On January 25, 2024, management and the Audit Committee (the “Audit Committee”) of the Board of Directors of the Company determined that the Company’s consolidated financial statements and ratios for the three month period ended March 31, 2023, the three and six month periods ended June 30, 2023 and the three and nine month periods ended September 30, 2023, require restatement to correct the accounting treatment of employee retention credits (“ERCs”), which were incorrectly recognized as income during such periods. The change will impact net income by a decrease of $1.1 million for the period ended March 31, 2023, an increase of $0.1 million and a decrease of $1.1 million, respectively, for the three and six month periods ended June 30, 2023, and a decrease of $1.6 million and $2.6 million, respectively, for the three and nine month periods ended September 30, 2023. In the course of preparing the Company’s consolidated financial statements for the fiscal year ended December 31, 2023, the Company determined that, notwithstanding reliance on its independent tax credit advisors as described below, it is not able to treat the ultimate realization of the ERCs as “probable” under U.S. generally accepted accounting practices (“U.S. GAAP”), therefore, requiring the restatement of the Company’s previously issued consolidated financial statements for the referenced periods and amendments to the Company’s related previously filed quarterly reports on Form 10-Q.
Although the Company had engaged an independent national tax credit advisory firm that had advised the Company that it qualified for ERCs as previously reported, the Company has determined that it can no longer rely on such advice.
As a result of the foregoing, the Company’s management and the Audit Committee determined that the Company’s previously issued consolidated financial statements for the three month period ended March 31, 2023, the three and six month periods ended June 30, 2023, and the three and nine month periods ended September 30, 2023, as reported in its applicable Forms 10-Q, were filed on May 10, August 9, and November 7, 2023, respectively, should not be relied upon with respect to the matters described herein. The Company intends to file amendments to each such Form 10-Q to correct the accounting treatment of the ERCs and related impacts and disclosures.
The Audit Committee and management of the Company have discussed the matters disclosed in this current report on Form 8-K with the Company’s independent registered public accounting firm, BDO USA, P.C.
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The following tables summarize the effects of the restatements on select consolidated financial statements and ratios as reported as of and for the periods stated and are unaudited:
Consolidated Statements of Financial Condition:
As of March 31, 2023 | ||||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Other assets | $ | 168,259 | $ | 613 | $ | 168,872 | ||||||
Total assets | 8,479,121 | 613 | 8,479,734 | |||||||||
Other liabilities | 138,710 | 1,727 | 140,437 | |||||||||
Total liabilities | 7,805,662 | 1,727 | 7,807,389 | |||||||||
Retained earnings | 545,786 | (1,114 | ) | 544,672 | ||||||||
Total stockholders’ equity | 673,459 | (1,114 | ) | 672,345 | ||||||||
Total liabilities and stockholders’ equity | 8,479,121 | 613 | 8,479,734 |
Consolidated Statements of Income:
For the three months ended March 31, 2023 | ||||||||||||
(In thousands, except per share data) | As Reported | Adjustments | As Restated | |||||||||
Other income | $ | 1,018 | $ | (51 | ) | $ | 967 | |||||
Total non-interest income | 6,908 | (51 | ) | 6,857 | ||||||||
Salaries and employee benefits | 20,887 | 1,675 | 22,562 | |||||||||
Professional services | 2,483 | (222 | ) | 2,261 | ||||||||
Total non-interest expense | 37,703 | 1,453 | 39,156 | |||||||||
Income before income taxes | 6,959 | (1,504 | ) | 5,455 | ||||||||
Federal income tax | 1,367 | (296 | ) | 1,071 | ||||||||
State and local income tax | 434 | (94 | ) | 340 | ||||||||
Total provision for income tax | 1,801 | (390 | ) | 1,411 | ||||||||
Net income | 5,158 | (1,114 | ) | 4,044 | ||||||||
Basic earnings per common share | 0.17 | -0.04 | 0.13 | |||||||||
Diluted earnings per common share | 0.17 | -0.04 | 0.13 |
Consolidated Statements of Comprehensive Income:
For the three months ended March 31, 2023 | ||||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Net income | $ | 5,158 | $ | (1,114 | ) | $ | 4,044 | |||||
Comprehensive net income | 3,862 | (1,114 | ) | 2,748 |
Consolidated Statements of Cash Flows:
Operating Activities: | For the three months March 31, 2023 | |||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Net income | $ | 5,158 | $ | (1,114 | ) | $ | 4,044 | |||||
(Increase) decrease in other assets | (8,420 | ) | (613 | ) | (9,033 | ) | ||||||
(Decrease) increase in other liabilities | (16,889 | ) | 1,727 | (15,162 | ) |
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Capital Ratios:
Holding Company
At March 31, 2023 | ||||||||||||||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||||||||||||||
Amount | Percent of Assets | Amount | Percent of Assets | Amount | Percent of Assets | |||||||||||||||||||
Tier 1 (Leverage) capital | $ | 737,138 | 8.58 | % | $ | (1,114 | ) | -0.02 | % | $ | 736,024 | 8.56 | % | |||||||||||
Common Equity Tier I risk-based capital | 690,846 | 10.37 | % | (1,114 | ) | -0.01 | % | 689,732 | 10.36 | % | ||||||||||||||
Tier I risk-based capital | 737,138 | 11.07 | % | (1,114 | ) | -0.02 | % | 736,024 | 11.05 | % | ||||||||||||||
Total risk-based capital | 965,384 | 14.50 | % | (1,114 | ) | -0.02 | % | 964,270 | 14.48 | % |
Capital Ratios:
Bank
At March 31, 2023 | ||||||||||||||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||||||||||||||
Amount | Percent of Assets | Amount | Percent of Assets | Amount | Percent of Assets | |||||||||||||||||||
Tier 1 (Leverage) capital | $ | 906,437 | 10.55 | % | $ | (1,114 | ) | -0.02 | % | $ | 905,323 | 10.53 | % | |||||||||||
Common Equity Tier I risk-based capital | 906,437 | 13.61 | % | (1,114 | ) | -0.02 | % | 905,323 | 13.59 | % | ||||||||||||||
Tier I risk-based capital | 906,437 | 13.61 | % | (1,114 | ) | -0.02 | % | 905,323 | 13.59 | % | ||||||||||||||
Total risk-based capital | 944,683 | 14.18 | % | (1,114 | ) | -0.02 | % | 943,569 | 14.16 | % |
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Ratios:
For the three months ended March 31, 2023 | ||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||
Dividend Payout Ratio | 129.4 | % | 39.8 | % | 169.2 | % | ||||||
ROAA | 0.24 | % | -0.05 | % | 0.19 | % | ||||||
ROAE | 3.02 | % | -0.65 | % | 2.37 | % | ||||||
Average Balances | ||||||||||||
Total Assets | $ | 8,468,311 | $ | 6 | $ | 8,468,317 | ||||||
Total Liabilities | 7,785,240 | 19 | 7,785,259 | |||||||||
Stockholders' Equity | 683,071 | (13 | ) | 683,058 |
Consolidated Statements of Financial Condition:
As of June 30, 2023 | ||||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Other assets | $ | 191,752 | $ | 969 | $ | 192,721 | ||||||
Total assets | 8,473,883 | 969 | 8,474,852 | |||||||||
Other liabilities | 177,088 | 2,025 | 179,113 | |||||||||
Total liabilities | 7,802,580 | 2,025 | 7,804,605 | |||||||||
Retained earnings | 547,811 | (1,056 | ) | 546,755 | ||||||||
Total stockholders’ equity | 671,303 | (1,056 | ) | 670,247 | ||||||||
Total liabilities and stockholders’ equity | 8,473,883 | 969 | 8,474,852 |
Consolidated Statements of Income:
For the three months ended June 30, 2023 | ||||||||||||
(In thousands, except per share data) | As Reported | Adjustments | As Restated | |||||||||
Other income | $ | 765 | $ | (102 | ) | $ | 663 | |||||
Total non-interest income | 5,122 | (102 | ) | 5,020 | ||||||||
Salaries and employee benefits | 19,493 | 197 | 19,690 | |||||||||
Professional services | 2,657 | (366 | ) | 2,291 | ||||||||
Total non-interest expense | 35,279 | (169 | ) | 35,110 | ||||||||
Income before income taxes | 11,805 | 67 | 11,872 | |||||||||
Federal income tax | 2,194 | 24 | 2,218 | |||||||||
State and local income tax | 983 | (15 | ) | 968 | ||||||||
Total provision for income tax | 3,177 | 9 | 3,186 | |||||||||
Net income | 8,628 | 58 | 8,686 | |||||||||
Basic earnings per common share | 0.29 | - | 0.29 | |||||||||
Diluted earnings per common share | 0.29 | - | 0.29 |
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Consolidated Statements of Comprehensive Income:
For the three months ended June 30, 2023 | ||||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Net income | $ | 8,628 | $ | 58 | $ | 8,686 | ||||||
Comprehensive net income | 10,393 | 58 | 10,451 |
Consolidated Statements of Income:
For the six months ended June 30, 2023 | ||||||||||||
(In thousands, except per share data) | As Reported | Adjustments | As Restated | |||||||||
Other income | $ | 1,783 | $ | (153 | ) | $ | 1,630 | |||||
Total non-interest income | 12,030 | (153 | ) | 11,877 | ||||||||
Salaries and employee benefits | 40,380 | 1,872 | 42,252 | |||||||||
Professional services | 5,140 | (588 | ) | 4,552 | ||||||||
Total non-interest expense | 72,982 | 1,284 | 74,266 | |||||||||
Income before income taxes | 18,764 | (1,437 | ) | 17,327 | ||||||||
Federal income tax | 3,561 | (272 | ) | 3,289 | ||||||||
State and local income tax | 1,417 | (109 | ) | 1,308 | ||||||||
Total provision for income tax | 4,978 | (381 | ) | 4,597 | ||||||||
Net income | 13,786 | (1,056 | ) | 12,730 | ||||||||
Basic earnings per common share | 0.46 | -0.04 | 0.42 | |||||||||
Diluted earnings per common share | 0.46 | -0.04 | 0.42 |
Consolidated Statements of Comprehensive Income:
For the six months ended June 30, 2023 | ||||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Net income | $ | 13,786 | $ | (1,056 | ) | $ | 12,730 | |||||
Comprehensive net income | 14,255 | (1,056 | ) | 13,199 |
Consolidated Statements of Cash Flows:
Operating Activities: | For the six months ended June 30, 2023 | |||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Net income | $ | 13,786 | $ | (1,056 | ) | $ | 12,730 | |||||
(Increase) decrease in other assets | (15,971 | ) | (969 | ) | (16,940 | ) | ||||||
(Decrease) increase in other liabilities | (10,730 | ) | 2,025 | (8,705 | ) |
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Capital Ratios:
Holding Company
At June 30, 2023 | ||||||||||||||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||||||||||||||
Amount | Percent of Assets | Amount | Percent of Assets | Amount | Percent of Assets | |||||||||||||||||||
Tier 1 (Leverage) capital | $ | 735,810 | 8.56 | % | $ | (1,056 | ) | -0.02 | % | $ | 734,754 | 8.54 | % | |||||||||||
Common Equity Tier I risk-based capital | 689,876 | 10.38 | % | (1,056 | ) | -0.02 | % | 688,820 | 10.36 | % | ||||||||||||||
Tier I risk-based capital | 735,810 | 11.07 | % | (1,056 | ) | -0.02 | % | 734,754 | 11.05 | % | ||||||||||||||
Total risk-based capital | 963,840 | 14.50 | % | (1,056 | ) | -0.02 | % | 962,784 | 14.48 | % |
Capital Ratios:
Bank
At June 30, 2023 | ||||||||||||||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||||||||||||||
Amount | Percent of Assets | Amount | Percent of Assets | Amount | Percent of Assets | |||||||||||||||||||
Tier 1 (Leverage) capital | $ | 915,247 | 10.67 | % | $ | (1,056 | ) | -0.01 | % | $ | 914,191 | 10.66 | % | |||||||||||
Common Equity Tier I risk-based capital | 915,247 | 13.76 | % | (1,056 | ) | -0.02 | % | 914,191 | 13.74 | % | ||||||||||||||
Tier I risk-based capital | 915,247 | 13.76 | % | (1,056 | ) | -0.02 | % | 914,191 | 13.74 | % | ||||||||||||||
Total risk-based capital | 953,277 | 14.33 | % | (1,056 | ) | -0.02 | % | 952,221 | 14.31 | % |
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For the three months ended June 30, 2023 | ||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||
Dividend Payout Ratio | 75.9 | % | 0.0 | % | 75.9 | % | ||||||
ROAA | 0.41 | % | 0.00 | % | 0.41 | % | ||||||
ROAE | 5.12 | % | 0.04 | % | 5.16 | % | ||||||
Average Balances | ||||||||||||
Total Assets | $ | 8,461,827 | $ | 615 | $ | 8,462,442 | ||||||
Total Liabilities | 7,787,884 | 1,723 | 7,789,607 | |||||||||
Stockholders' Equity | 673,943 | (1,108 | ) | 672,835 |
For the six months ended June 30, 2023 | ||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||
Dividend Payout Ratio | 95.7 | % | 9.1 | % | 104.8 | % | ||||||
ROAA | 0.33 | % | -0.03 | % | 0.30 | % | ||||||
ROAE | 4.06 | % | -0.30 | % | 3.76 | % | ||||||
Average Balances | ||||||||||||
Total Assets | $ | 8,465,051 | $ | 312 | $ | 8,465,363 | ||||||
Total Liabilities | 7,786,570 | 875 | 7,787,445 | |||||||||
Stockholders' Equity | 678,481 | (563 | ) | 677,918 |
Consolidated Statements of Financial Condition:
As of September 30, 2023 | ||||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Other assets | $ | 206,922 | $ | 2,092 | $ | 209,014 | ||||||
Total assets | 8,577,283 | 2,092 | 8,579,375 | |||||||||
Other liabilities | 182,556 | 4,712 | 187,268 | |||||||||
Total liabilities | 7,908,142 | 4,712 | 7,912,854 | |||||||||
Retained earnings | 550,678 | (2,620 | ) | 548,058 | ||||||||
Total stockholders’ equity | 669,141 | (2,620 | ) | 666,521 | ||||||||
Total liabilities and stockholders’ equity | 8,577,283 | 2,092 | 8,579,375 |
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Consolidated Statements of Income:
For the three months ended September 30, 2023 | ||||||||||||
(In thousands, except per share data) | As Reported | Adjustments | As Restated | |||||||||
Other income | $ | 282 | $ | (167 | ) | $ | 115 | |||||
Total non-interest income | 3,476 | (167 | ) | 3,309 | ||||||||
Salaries and employee benefits | 17,825 | 2,521 | 20,346 | |||||||||
Professional services | 3,042 | (548 | ) | 2,494 | ||||||||
Total non-interest expense | 34,415 | 1,973 | 36,388 | |||||||||
Income before income taxes | 12,892 | (2,140 | ) | 10,752 | ||||||||
Federal income tax | 2,435 | (406 | ) | 2,029 | ||||||||
State and local income tax | 1,058 | (170 | ) | 888 | ||||||||
Total provision for income tax | 3,493 | (576 | ) | 2,917 | ||||||||
Net income | 9,399 | (1,564 | ) | 7,835 | ||||||||
Basic earnings per common share | 0.32 | -0.06 | 0.26 | |||||||||
Diluted earnings per common share | 0.32 | -0.06 | 0.26 |
Consolidated Statements of Comprehensive Income:
For the three months ended September 30, 2023 | ||||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Net income | $ | 9,399 | $ | (1,564 | ) | $ | 7,835 | |||||
Comprehensive net income | 4,487 | (1,564 | ) | 2,923 |
Consolidated Statements of Income:
For the nine months ended September 30, 2023 | ||||||||||||
(In thousands, except per share data) | As Reported | Adjustments | As Restated | |||||||||
Other income | $ | 2,065 | $ | (320 | ) | $ | 1,745 | |||||
Total non-interest income | 15,506 | (320 | ) | 15,186 | ||||||||
Salaries and employee benefits | 58,205 | 4,393 | 62,598 | |||||||||
Professional services | 8,182 | (1,136 | ) | 7,046 | ||||||||
Total non-interest expense | 107,397 | 3,257 | 110,654 | |||||||||
Income before income taxes | 31,656 | (3,577 | ) | 28,079 | ||||||||
Federal income tax | 5,996 | (678 | ) | 5,318 | ||||||||
State and local income tax | 2,475 | (279 | ) | 2,196 | ||||||||
Total provision for income tax | 8,471 | (957 | ) | 7,514 | ||||||||
Net income | 23,185 | (2,620 | ) | 20,565 | ||||||||
Basic earnings per common share | 0.77 | -0.08 | 0.69 | |||||||||
Diluted earnings per common share | 0.77 | -0.08 | 0.69 |
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Consolidated Statements of Comprehensive Income:
For the nine months ended September 30, 2023 | ||||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Net income | $ | 23,185 | $ | (2,620 | ) | $ | 20,565 | |||||
Comprehensive net income | 18,742 | (2,620 | ) | 16,122 |
Consolidated Statements of Cash Flows:
Operating Activities: | For the nine months ended September 30, 2023 | |||||||||||
(In thousands) | As Reported | Adjustments | As Restated | |||||||||
Net income | $ | 23,185 | $ | (2,620 | ) | $ | 20,565 | |||||
(Increase) decrease in other assets | (16,619 | ) | (2,092 | ) | (18,711 | ) | ||||||
(Decrease) Increase in other liabilities | (11,505 | ) | 4,712 | (6,793 | ) |
Capital Ratios:
Holding Company
At September 30, 2023 | ||||||||||||||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||||||||||||||
Amount | Percent of Assets | Amount | Percent of Assets | Amount | Percent of Assets | |||||||||||||||||||
Tier 1 (Leverage) capital | $ | 739,364 | 8.54 | % | $ | (2,620 | ) | -0.03 | % | $ | 736,744 | 8.51 | % | |||||||||||
Common Equity Tier I risk-based capital | 692,914 | 10.19 | % | (2,620 | ) | -0.05 | % | 690,294 | 10.14 | % | ||||||||||||||
Tier I risk-based capital | 739,364 | 10.87 | % | (2,620 | ) | -0.04 | % | 736,744 | 10.83 | % | ||||||||||||||
Total risk-based capital | 968,152 | 14.23 | % | (2,620 | ) | -0.04 | % | 965,532 | 14.19 | % |
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Capital Ratios:
Bank
At September 30, 2023 | ||||||||||||||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||||||||||||||
Amount | Percent of Assets | Amount | Percent of Assets | Amount | Percent of Assets | |||||||||||||||||||
Tier 1 (Leverage) capital | $ | 918,167 | 10.61 | % | $ | (2,620 | ) | -0.03 | % | $ | 915,547 | 10.58 | % | |||||||||||
Common Equity Tier I risk-based capital | 918,167 | 13.49 | % | (2,620 | ) | -0.04 | % | 915,547 | 13.45 | % | ||||||||||||||
Tier I risk-based capital | 918,167 | 13.49 | % | (2,620 | ) | -0.04 | % | 915,547 | 13.45 | % | ||||||||||||||
Total risk-based capital | 956,955 | 14.06 | % | (2,620 | ) | -0.04 | % | 954,335 | 14.02 | % |
For the three months ended September 30, 2023 | ||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||
Dividend Payout Ratio | 68.8 | % | 15.8 | % | 84.6 | % | ||||||
ROAA | 0.44 | % | -0.07 | % | 0.37 | % | ||||||
ROAE | 5.57 | % | -0.93 | % | 4.64 | % | ||||||
Average Balances | ||||||||||||
Total Assets | $ | 8,504,364 | $ | 982 | $ | 8,505,346 | ||||||
Total Liabilities | 7,828,851 | 1,454 | 7,830,305 | |||||||||
Stockholders' Equity | 675,513 | (472 | ) | 675,041 |
11
For the nine months ended September 30, 2023 | ||||||||||||
(Dollars in thousands) | As Reported | Adjustments | As Restated | |||||||||
Dividend Payout Ratio | 85.7 | % | 10.0 | % | 95.7 | % | ||||||
ROAA | 0.36 | % | -0.04 | % | 0.32 | % | ||||||
ROAE | 4.56 | % | -0.51 | % | 4.05 | % | ||||||
Average Balances | ||||||||||||
Total Assets | $ | 8,478,299 | $ | 538 | $ | 8,478,837 | ||||||
Total Liabilities | 7,800,818 | 1,071 | 7,801,889 | |||||||||
Stockholders' Equity | 677,481 | (533 | ) | 676,948 |
Item 8.01. | Other Events. |
In connection with its evaluation of the restatements described in Item 4.02 above, management of the Company has concluded that a material weakness in the Company’s internal control over financial reporting existed as of March 31, June 30, and September 30, 2023. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. Specifically, the Company did not maintain effective controls over the probability assessment associated with the recognition of income related to the ERCs.
The Company’s management is taking steps to remediate the material weakness in its internal control over financial reporting relating to the probability assessment associated with the recognition of income related to ERCs. These steps will include the preparation of a technical accounting memorandum for any material unusual transactions including careful evaluation of any probability assessments or other areas of judgement involved, such as the ERCs, to determine the correct accounting treatment for such transactions. Management believes the additional control procedures designed, when implemented, will fully remediate the material weakness.
Item 9.01. | Financial Statements and Exhibits. |
Press release dated January 25, 2024. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 25, 2024 | FLUSHING FINANCIAL CORPORATION | |
By: | /s/ Susan K. Cullen |
Name: | Susan K. Cullen | |
Title: | Chief Financial Officer |
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