DCOMP Dime Community Bancshares Inc

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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): July 23, 2024

DIME COMMUNITY BANCSHARES, INC.

(Exact name of the registrant as specified in its charter)

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(631) 537-1000

(Registrant’s telephone number)

N/A

(Former name or former address, if changed since last report)

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 (See General Instruction A.2. below):

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Securities registered pursuant to Section 12(b) of the Act:

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ¨

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Item 2.02      Results of Operations and Financial Condition.

On July 23, 2024, Dime Community Bancshares, Inc. (the “Company”) issued a press release announcing its earnings for the quarter ended June 30, 2024. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference. The information contained in this Item 2.02, including the related information set forth in the Press Release attached hereto and incorporated by reference herein, is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.  

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Item 9.01      Financial Statements and Exhibits.

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*     Furnished electronically as an exhibit to this Current Report on Form 8-K. This exhibit is being “furnished” and not “filed” with this Current Report on Form 8-K.

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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.

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Exhibit 99.1

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Dime Community Bancshares, Inc. Reports Second Quarter 2024 Results With Earnings Per Share Increasing By 5% Versus the Prior Quarter

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Strong Core Deposit Growth Drives 20 Basis Points of Net Interest Margin Expansion

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Deposit and Business Loan Growth Driven by Execution of Growth Plan;

Successfully Onboarded Eight New Deposit Groups in the Second Quarter

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Subordinated Debt Offering Bolsters Total Capital Ratio to 14.5%

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Hauppauge, NY, July 23, 2024 (GLOBE NEWSWIRE) -- Dime Community Bancshares, Inc. (NASDAQ: DCOM) (the “Company” or “Dime”), the parent company of Dime Community Bank (the “Bank”), today reported net income available to common stockholders of $16.7 million for the quarter ended June 30, 2024, or $0.43 per diluted common share, compared to $15.9 million, or $0.41 per diluted common share, for the quarter ended March 31, 2024, and $25.7 million, or $0.66 per diluted common share for the quarter ended June 30, 2023.

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Stuart H. Lubow, President and Chief Executive Officer (“CEO”) of the Company, stated, “We continue to execute on our growth plan, which prioritizes core deposit growth and diversifying our balance sheet. The deposit-gathering Groups in our Private and Commercial Bank have grown their portfolio to approximately $1 billion. The growth in low-cost core deposits drove a significant expansion in our Net Interest Margin for the second quarter. In addition, the investments and hires we have made over the last two years in our Middle Market C&I lending operations are beginning to pay dividends as evidenced by the strong growth in our Business Loan portfolio. Finally, with the successful completion of our Subordinated Debt offering, Dime’s Total Risk Based Capital Ratio is now best-in-class when compared to other community and regional banks in our footprint with over $10 billion of assets. With a Total Risk Based Capital Ratio of 14.5%, we are well positioned to take advantage of growth opportunities in the future.”  

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Highlights for the Second Quarter of 2024 Included:

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Management’s Discussion of Quarterly Operating Results

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Net Interest Income

Net interest income for the second quarter of 2024 was $75.5 million compared to $71.5 million for the first quarter of 2024 and $80.2 million for the second quarter of 2023.

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The table below provides a reconciliation of the reported net interest margin (“NIM”) and adjusted NIM excluding the impact of purchase accounting accretion on the loan portfolio.  

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During the quarter ended June 30, 2024, there was a recovery of interest income from a loan that was previously on non-accrual status in the amount of $1.3 million. This recovery of interest income had a 4 basis point favorable impact on the second quarter NIM.

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Loan Portfolio

The ending weighted average rate (“WAR”) on the total loan portfolio was 5.39% at June 30, 2024, a 5 basis point increase compared to the ending WAR of 5.34% on the total loan portfolio at March 31, 2024.

Outlined below are loan balances and WARs for the quarter ended as indicated.

⁽¹⁾    Weighted average rate is calculated by aggregating interest based on the current loan rate from each loan in the category, adjusted for non-accrual loans, divided by the total balance of loans in the category.

⁽²⁾    Business loans include commercial and industrial loans and owner-occupied commercial real estate loans.

⁽³⁾    Includes loans underlying multifamily cooperatives.

⁽⁴⁾    While the loans within this category are often considered "commercial real estate" in nature, multifamily and loans underlying cooperatives are here reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant component of the total loan portfolio.

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Outlined below are the loan originations, for the quarter ended as indicated.

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Deposits and Borrowed Funds

Period end total deposits (including mortgage escrow deposits) at June 30, 2024 were $11.03 billion, compared to $10.90 billion at March 31, 2024 and $10.53 billion at December 31, 2023.

On June 28, 2024, the Company raised $65.0 million of gross proceeds from a registered public offering of its 9.000% fixed-to-floating rate subordinated notes due 2034 (the “Notes”). Subsequently, on July 9, 2024, the Company issued and sold an additional $9.8 million of Notes, pursuant to an overallotment option granted to the underwriters of the offering. Including the overallotment option, the total gross proceeds from the offering were $74.8 million, before discounts and estimated offering expenses.

Total Federal Home Loan Bank advances were $633.0 million at June 30, 2024 compared to $773.0 million at March 31, 2024 and $1.31 billion at December 31, 2023. Mr. Lubow commented, “During the second quarter of 2024, we continued our strategy of utilizing core deposit growth to reduce our wholesale funding position.”

Non-Interest Income

Non-interest income was $11.8 million during the second quarter of 2024, $10.5 million during the first quarter of 2024, and $10.4 million during the second quarter of 2023. Included in non-interest income for the second and the first quarter of 2024, was income related to the sale of premises of approximately $3.7 million and $3.0 million, respectively.

Non-Interest Expense

Total non-interest expense was $55.7 million during the second quarter of 2024, $52.5 million during the first quarter of 2024, and $52.2 million during the second quarter of 2023. Excluding the impact of the loss on extinguishment of debt, amortization of other intangible assets and severance expense, adjusted non-interest expense was $55.4 million during the second quarter of 2024, $51.7 million during the first quarter of 2024, and $51.4 million during the second quarter of 2023 (see “Non-GAAP Reconciliation” tables at the end of this news release).

Mr. Lubow commented, “The increase in non-interest expense on a year-over-year basis has been due to the significant investments and hires the Company has made in its Private and Commercial Bank, including the hiring and onboarding of 15 deposit-gathering Groups, and its Middle Market C&I Lending operations, including a new Healthcare vertical and a Not-for Profit vertical. The new bankers we have hired have a long runway ahead of them and over time we expect them to contribute meaningfully to the revenue growth of the Company.”

The ratio of non-interest expense to average assets was 1.66% during the second quarter of 2024, compared to 1.52% during the linked quarter and 1.53% for the second quarter of 2023. Excluding the impact of the loss on extinguishment of debt, amortization of other intangible assets and severance expense, the ratio of adjusted non-interest expense to average assets was 1.65% during the second quarter of 2024, compared to 1.50% during the linked quarter and 1.51% for the second quarter of 2023 (see “Non-GAAP Reconciliation” tables at the end of this news release).

The efficiency ratio was 63.8% during the second quarter of 2024, compared to 64.0% during the linked quarter and 57.6% during the second quarter of 2023. Excluding the impact of net (gain) loss on sale of securities and other assets, fair value change in equity securities and loans held for sale, severance expense, loss on extinguishment of debt and amortization of other intangible assets the adjusted efficiency ratio was 65.9% during the second quarter of 2024, compared to 64.7% during the linked quarter and 56.2% during the second quarter of 2023 (see “Non-GAAP Reconciliation” tables at the end of this news release).

Income Tax Expense

The reported effective tax rate for the second quarter of 2024 was 29.0% compared to 27.1% for the first quarter of 2024, and 26.8% for the second quarter of 2023. The effective tax rate for the third quarter of 2024 is expected to be approximately 27%.

Credit Quality

Non-performing loans decreased 29% on a linked quarter basis to $24.8 million at June 30, 2024.

A credit loss provision of $5.6 million was recorded during the second quarter of 2024, compared to a credit loss provision of $5.2 million during the first quarter of 2024, and a credit loss provision of $892 thousand during the second quarter of 2023.

Capital Management

The Company’s and the Bank’s regulatory capital ratios continued to be in excess of all applicable regulatory requirements as of June 30, 2024. All risk-based regulatory capital ratios increased in the second quarter of 2024. Mr. Lubow commented, “Having fortified our capital base with the issuance of subordinated debt, we are well positioned to support all of our customers’ needs and capitalize on the significant disruption in our marketplace caused by various bank failures and mergers.”

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Dividends per common share were $0.25 during the second and first quarters of 2024, respectively.

Book value per common share was $28.97 at June 30, 2024 compared to $28.84 at March 31, 2024.

Tangible common book value per share (which represents common equity less goodwill and other intangible assets, divided by the number of shares outstanding) was $24.87 at June 30, 2024 compared to $24.72 at March 31, 2024 (see “Non-GAAP Reconciliation” tables at the end of this news release).

Earnings Call Information

The Company will conduct a conference call at 9:00 a.m. (ET) on Tuesday, July 23, 2024, during which CEO Lubow will discuss the Company’s second quarter 2024 financial performance, with a question-and-answer session to follow.

Participants may access the conference call via webcast using this link: https://edge.media-server.com/mmc/p/vesm9tv4. To participate via telephone, please register in advance using this link: https://register.vevent.com/register/BIed4082edb56740ce983e3a3e5c43d5e5. Upon registration, all telephone participants will receive a one-time confirmation email detailing how to join the conference call, including the dial-in number along with a unique PIN that can be used to access the call. All participants are encouraged to dial-in 10 minutes prior to the start time.

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A replay of the conference call and webcast will be available on-demand for 12 months at https://edge.media-server.com/mmc/p/vesm9tv4.

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ABOUT DIME COMMUNITY BANCSHARES, INC.

Dime Community Bancshares, Inc. is the holding company for Dime Community Bank, a New York State-chartered trust company with over $13.5 billion in assets and the number one deposit market share among community banks on Greater Long Island⁽¹⁾.

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⁽¹⁾ Aggregate deposit market share for Kings, Queens, Nassau & Suffolk counties for community banks with less than $20 billion in assets.

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This news release contains a number of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These statements may be identified by use of words such as “annualized," “anticipate," "believe," “continue,” "could," "estimate," "expect," "intend," “likely,” "may," "outlook," "plan," "potential," "predict," "project," "should," "will," "would" and similar terms and phrases, including references to assumptions.

Forward-looking statements are based upon various assumptions and analyses made by the Company in light of management's experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate under the circumstances. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors (many of which are beyond the Company's control) that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Accordingly, you should not place undue reliance on such statements. Factors that could affect our results include, without limitation, the following: the timing and occurrence or non-occurrence of events may be subject to circumstances beyond the Company’s control; there may be increases in competitive pressure among financial institutions or from non-financial institutions; changes in the interest rate environment may affect demand for our products and reduce interest margins and the value of our investments; changes in deposit flows, the cost of funds, loan demand or real estate values may adversely affect the business of the Company; changes in the quality and composition of the Company’s loan or investment portfolios or unanticipated or significant increases in loan losses may negatively affect the Company’s financial condition or results of operations; changes in accounting principles, policies or guidelines may cause the Company’s financial condition to be perceived differently; changes in corporate and/or individual income tax laws may adversely affect the Company's financial condition or results of operations; general socio-economic conditions, public health emergencies, international conflict, inflation, and recessionary pressures, either nationally or locally in some or all areas in which the Company conducts business, or conditions in the securities markets or the banking industry may be less favorable than the Company currently anticipates and may adversely affect our customers, our financial results and our operations; legislation or regulatory changes may adversely affect the Company’s business; technological changes may be more difficult or expensive than the Company anticipates; there may be failures or breaches of information technology security systems; success or consummation of new business initiatives may be more difficult or expensive than the Company anticipates; there may be difficulties or unanticipated expense incurred in the consummation of new business initiatives or the integration of any acquired entities; and litigation or other matters before regulatory agencies, whether currently existing or commencing in the future, may delay the occurrence or non-occurrence of events longer than the Company anticipates. For discussion of these and other risks that may cause actual results to differ from expectations, please refer to the sections entitled “Forward-Looking Statements” and “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and updates set forth in the Company’s subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

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DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(In thousands)

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⁽¹⁾     Business loans include commercial and industrial loans, owner-occupied commercial real estate loans and PPP loans.

⁽²⁾     Includes loans underlying multifamily cooperatives.

⁽³⁾    While the loans within this category are often considered "commercial real estate" in nature, multifamily and loans underlying cooperatives are here reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant component of the total loan portfolio.

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DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands except share and per share amounts)

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DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED SELECTED FINANCIAL HIGHLIGHTS

(Dollars in thousands except per share amounts)

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