Overview of the Company's Activities and Risks

Greene County Bancorp, Inc.'s results of operations depend primarily on its net
interest income, which is the difference between the income earned on Greene
County Bancorp, Inc.'s loan and securities portfolios and its cost of funds,
consisting of the interest paid on deposits and borrowings. Results of
operations are also affected by Greene County Bancorp, Inc.'s provision for loan
losses, gains and losses from sales of securities, noninterest income and
noninterest expense.  Noninterest income consists primarily of fees and service
charges.  Greene County Bancorp, Inc.'s noninterest expense consists principally
of compensation and employee benefits, occupancy, equipment and data processing,
and other operating expenses. Results of operations are also significantly
affected by general economic and competitive conditions, changes in interest
rates, as well as government policies and actions of regulatory authorities.
Additionally, future changes in applicable law, regulations or government
policies may materially affect Greene County Bancorp, Inc.

To operate successfully, the Company must manage various types of risk,
including but not limited to, market or interest rate risk, credit risk,
transaction risk, liquidity risk, security risk, strategic risk, reputation risk
and compliance risk.  While all of these risks are important, the risks of
greatest significance to the Company relate to market or interest rate risk and
credit risk.

Market risk is the risk of loss from adverse changes in market prices and/or
interest rates.  Since net interest income (the difference between interest
earned on loans and investments and interest paid on deposits and borrowings) is
the Company's primary source of revenue, interest rate risk is the most
significant non-credit related market risk to which the Company is exposed. 

Net

interest income is affected by changes in interest rates as well as fluctuations in the level and duration of the Company's assets and liabilities.



Interest rate risk is the exposure of the Company's net interest income to
adverse movements in interest rates.  In addition to directly impacting net
interest income, changes in interest rates can also affect the amount of new
loan originations, the ability of borrowers and debt issuers to repay loans and
debt securities, the volume of loan repayments and refinancings, and the flow
and mix of deposits.

Credit risk is the risk to the Company's earnings and shareholders' equity that
results from customers, to whom loans have been made and to the issuers of debt
securities in which the Company has invested, failing to repay their
obligations.  The magnitude of risk depends on the capacity and willingness of
borrowers and debt issuers to repay and the sufficiency of the value of
collateral obtained to secure the loans made or investments purchased.

Special Note Regarding Forward-Looking Statements



This quarterly report contains forward-looking statements.  Greene County
Bancorp, Inc. desires to take advantage of the "safe harbor" provisions of the
Private Securities Litigation Reform Act of 1995 and is including this statement
for the express purpose of availing itself of the protections of the safe harbor
with respect to all such forward-looking statements.  These forward-looking
statements, which are included in this Management's Discussion and Analysis and
elsewhere in this quarterly report, describe future plans or strategies and
include Greene County Bancorp, Inc.'s expectations of future financial results.
The words "believe," "expect," "anticipate," "project," and similar expressions
identify forward-looking statements.  Greene County Bancorp, Inc.'s ability to
predict results or the effect of future plans or strategies or qualitative or
quantitative changes based on market risk exposure is inherently uncertain.
Factors that could affect actual results include but are not limited to:

(a) changes in general market interest rates,

(b) general economic conditions, including unemployment rates and real estate

values,

(c) legislative and regulatory changes,

(d) monetary and fiscal policies of the U.S. Treasury and the Federal Reserve,

(e) changes in the quality or composition of The Bank of Greene County's loan

portfolio or the consolidated investment portfolios of The Bank of Greene

County and Greene County Bancorp, Inc.,




 (f) deposit flows,


 (g) competition, and

(h) demand for financial services in Greene County Bancorp, Inc.'s market area.





These factors should be considered in evaluating the forward-looking statements,
and undue reliance should not be placed on such statements, since results in
future periods may differ materially from those currently expected because of
various risks and uncertainties.

                                       32

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Index

Non-GAAP Financial Measures



Regulation G, a rule adopted by the Securities and Exchange Commission (SEC),
applies to certain SEC filings, including earnings releases, made by registered
companies that contain "non-GAAP financial measures."  GAAP is generally
accepted accounting principles in the United States of America.  Under
Regulation G, companies making public disclosures containing non-GAAP financial
measures must also disclose, along with each non-GAAP financial measure, certain
additional information, including a reconciliation of the non-GAAP financial
measure to the closest comparable GAAP financial measure (if a comparable GAAP
measure exists) and a statement of the Company's reasons for utilizing the
non-GAAP financial measure as part of its financial disclosures.  The SEC has
exempted from the definition of "non-GAAP financial measures" certain commonly
used financial measures that are not based on GAAP.  When these exempted
measures are included in public disclosures, supplemental information is not
required. Financial institutions like the Company and its subsidiary banks are
subject to an array of bank regulatory capital measures that are financial in
nature but are not based on GAAP and are not easily reconcilable to the closest
comparable GAAP financial measures, even in those cases where a comparable
measure exists. The Company follows industry practice in disclosing its
financial condition under these various regulatory capital measures in its
periodic reports filed with the SEC, including period-end regulatory capital
ratios for itself and its subsidiary banks, and does so without compliance with
Regulation G, on the widely-shared assumption that the SEC regards such non-GAAP
measures to be exempt from Regulation G.  The Company uses in this Report
additional non-GAAP financial measures that are commonly utilized by financial
institutions and have not been specifically exempted by the SEC from Regulation
G. The Company provides, as supplemental information, such non-GAAP measures
included in this Report as described immediately below.

Tax-Equivalent Net Interest Income and Net Interest Margin: Net interest income,
as a component of the tabular presentation by financial institutions of Selected
Financial Information regarding their recently completed operations, as well as
disclosures based on that tabular presentation, is commonly presented on a
tax-equivalent basis.  That is, to the extent that some component of the
institution's net interest income, which is presented on a before-tax basis, is
exempt from taxation (e.g., is received by the institution as a result of its
holdings of state or municipal obligations), an amount equal to the tax benefit
derived from that component is added to the actual before-tax net interest
income total.  This adjustment is considered helpful in comparing one financial
institution's net interest income to that of another institution or in analyzing
any institution's net interest income trend line over time, to correct any
analytical distortion that might otherwise arise from the fact that financial
institutions vary widely in the proportions of their portfolios that are
invested in tax-exempt securities, and that even a single institution may
significantly alter over time the proportion of its own portfolio that is
invested in tax-exempt obligations.  Moreover, net interest income is itself a
component of a second financial measure commonly used by financial institutions,
net interest margin, which is the ratio of net interest income to average
earning assets.  For purposes of this measure as well, tax-equivalent net
interest income is generally used by financial institutions, again to provide a
better basis of comparison from institution to institution and to better
demonstrate a single institution's performance over time. While we present net
interest income and net interest margin utilizing GAAP measures (no
tax-equivalent adjustments) as a component of the tabular presentation within
our disclosures, we do provide as supplemental information net interest income
and net interest margin on a tax-equivalent basis.

                                       33

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Index

Comparison of Financial Condition at December 31, 2019 and June 30, 2019

ASSETS



Total assets of the Company were $1.4 billion at December 31, 2019 and $1.3
billion at June 30, 2019, an increase of $174.5 million, or 13.8%.  Securities
available-for-sale and held-to-maturity amounted to $525.0 million at December
31, 2019 as compared to $426.9 million at June 30, 2019, an increase of $98.1
million, or 23.0%.  Net loans grew by $65.4 million, or 8.3%, to $851.1 million
at December 31, 2019 as compared to $785.7 million at June 30, 2019.

CASH AND CASH EQUIVALENTS



Total cash and cash equivalents increased $5.0 million to $34.5 million at
December 31, 2019 from $29.5 million at June 30, 2019.  The level of cash and
cash equivalents is a function of the daily account clearing needs and deposit
levels as well as activities associated with securities transactions and loan
funding.  All of these items can cause cash levels to fluctuate significantly on
a daily basis.

SECURITIES

Securities available-for-sale and held-to-maturity increased $98.1 million, or
23.0%, to $525.0 million at December 31, 2019 as compared to $426.9 million at
June 30, 2019.  Securities purchases totaled $184.3 million during the six
months ended December 31, 2019 and consisted of $132.5 million of state and
political subdivision securities and $41.0 million of mortgage-backed
securities, $7.3 million of other securities, and $3.5 million of corporate
securities.  Principal pay-downs and maturities during the six months amounted
to $85.4 million, of which $18.0 million were mortgage-backed securities, $58.5
million were state and political subdivision securities, $8.3 million were U.S.
government sponsored enterprises and $0.6 million were other securities. At
December 31, 2019, 61.4% of our securities portfolio consisted of state and
political subdivision securities to take advantage of tax savings and to promote
Greene County Bancorp, Inc.'s participation in the communities in which it
operates. Mortgage-backed securities and asset-backed securities held within the
portfolio do not contain sub-prime loans and are not exposed to the credit risk
associated with such lending.

                                                 December 31, 2019                    June 30, 2019
                                                            Percentage of                     Percentage of
(Dollars in thousands)                        Balance           portfolio       Balance           portfolio
Securities available-for-sale:
U.S. government sponsored enterprises      $    4,530                 0.9 %   $   5,553                 1.3 %
State and political subdivisions              148,332                28.2        96,570                22.6
Mortgage-backed securities-residential         10,316                 2.0         2,645                 0.6
Mortgage-backed securities-multifamily         25,282                 4.8        16,410                 3.8
Corporate debt securities                       4,539                 0.9         1,550                 0.4
Total securities available-for-sale           192,999                36.8       122,728                28.7
Securities held-to-maturity:
U.S. government sponsored enterprises           2,000                 0.4         9,249                 2.2
State and political subdivisions              174,165                33.2       152,358                35.7
Mortgage-backed securities-residential         11,302                 2.1         4,570                 1.1
Mortgage-backed securities-multifamily        137,193                26.1       134,970                31.6
Corporate debt securities                       1,993                 0.4         1,478                 0.3
Other securities                                5,336                 1.0         1,583                 0.4
Total securities held-to-maturity             331,989                63.2       304,208                71.3
Total securities                           $  524,988               100.0 %   $ 426,936               100.0 %



LOANS

Net loans receivable increased $65.4 million, or 8.3%, to $851.1 million at
December 31, 2019 from $785.7 million at June 30, 2019.  The loan growth
experienced during the six months consisted primarily of $20.3 million in
commercial construction loans, $30.8 million in commercial real estate loans,
$10.7 million in commercial loans, $2.1 million in residential mortgages, $1.2
million in multi-family loans and $1.2 million in residential construction and
land loans.  This growth was partially offset by a $441,000 decrease in home
equity loans, and $784,000 increase in allowance for loan losses.  We believe
that the continued low interest rate environment and strong customer
satisfaction from personal service continued to enhance loan growth. If long
term rates begin to rise, the Company anticipates some slowdown in new loan
demand as well as refinancing activities.  The Bank of Greene County continues
to use a conservative underwriting policy in regard to all loan originations,
and does not engage in sub-prime lending or other exotic loan products.  A
significant decline in home values, however, in the Company's markets could have
a negative effect on the consolidated results of operations, as any such decline
in home values would likely lead to a decrease in residential real estate loans
and new home equity loan originations and increased delinquencies and defaults
in both the consumer home equity loan and the residential real estate loan
portfolios and result in increased losses in these portfolios.  Updated
appraisals are obtained on loans when there is a reason to believe that there
has been a change in the borrower's ability to repay the loan principal and
interest, generally, when a loan is in a delinquent status.  Additionally, if an
existing loan is to be modified or refinanced, generally, an appraisal is
ordered to ensure continued collateral adequacy.

                                       34

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Index


(Dollars in thousands)                           December 31, 2019                    June 30, 2019
                                                            Percentage of                     Percentage of
                                              Balance           Portfolio       Balance           Portfolio
Residential real estate                    $  269,925                31.2 %   $ 267,802                33.6 %
Residential construction and land               8,667                 1.0         7,462                 0.9
Multi-family                                   25,789                 3.0        24,592                 3.1
Commercial real estate                        360,424                41.7       329,668                41.3
Commercial construction                        56,648                 6.6        36,361                 4.5
Home equity                                    22,744                 2.6        23,185                 2.9
Consumer installment                            5,769                 0.7         5,481                 0.7
Commercial loans                              114,220                13.2       103,554                13.0
Total gross loans                             864,186               100.0 %     798,105               100.0 %

Allowance for loan losses                     (13,984 )                         (13,200 )
Deferred fees and costs                           863                               833
Total net loans                            $  851,065                         $ 785,738



ALLOWANCE FOR LOAN LOSSES

The allowance for loan losses is established through a provision for loan losses
based on management's evaluation of the risk inherent in the loan portfolio, the
composition of the loan portfolio, specific impaired loans and current economic
conditions.  Such evaluation, which includes a review of certain identified
loans on which full collectability may not be reasonably assured, considers
among other matters, the estimated net realizable value or the fair value of the
underlying collateral, economic conditions, payment status of the loan,
historical loan loss experience and other factors that warrant recognition in
providing for an allowance for loan loss.  In addition, various regulatory
agencies, as an integral part of their examination process, periodically review
The Bank of Greene County's allowance for loan losses.  Such agencies may
require The Bank of Greene County to recognize additions to the allowance based
on their judgment about information available to them at the time of their
examination.  The Bank of Greene County considers smaller balance residential
mortgages, home equity loans and installment loans to customers as small,
homogeneous loans, which are evaluated for impairment collectively based on
historical loss experience.  Larger balance residential and commercial mortgage
and business loans are viewed individually and considered impaired if it is
probable that The Bank of Greene County will not be able to collect scheduled
payments of principal and interest when due, according to the contractual terms
of the loan agreements.  The measurement of impaired loans is generally based on
the fair value of the underlying collateral. The Bank of Greene County charges
loans off against the allowance for loan losses when it becomes evident that a
loan cannot be collected within a reasonable amount of time or that it will cost
the Bank more than it will receive, and all possible avenues of repayment have
been analyzed, including the potential of future cash flow, the value of the
underlying collateral, and strength of any guarantors or co-borrowers.
Generally, consumer loans and smaller business loans (not secured by real
estate) in excess of 90 days are charged-off against the allowance for loan
losses, unless equitable arrangements are made.  For loans secured by real
estate, a charge-off is recorded when it is determined that the collection of
all or a portion of a loan may not be collected and the amount of that loss can
be reasonably estimated. The allowance for loan losses is increased by a
provision for loan losses (which results in a charge to expense) and recoveries
of loans previously charged off and is reduced by charge-offs.

                                       35

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Index

Analysis of allowance for loan losses activity



                                                                  At or for the six months ended
                                                                           December 31,
(Dollars in thousands)                                                    2019                  2018
Balance at the beginning of the period                         $        13,200       $        12,024
Charge-offs:
Residential real estate                                                    101                    96
Consumer installment                                                       248                   188
Commercial loans                                                           204                     -
Total loans charged off                                                    553                   284

Recoveries:
Residential real estate mortgages                                           10                    13
Consumer installment                                                        50                    59
Commercial loans                                                            36                   153
Total recoveries                                                            96                   225

Net charge-offs                                                            457                    59

Provisions charged to operations                                         1,241                   708
Balance at the end of the period                               $        

13,984 $ 12,673



Net charge-offs to average loans outstanding (annualized)                 0.11 %                0.02 %
Net charge-offs to nonperforming assets (annualized)                     24.83 %                3.20 %
Allowance for loan losses to nonperforming loans                        413.85 %              350.66 %
Allowance for loan losses to total loans receivable                       1.62 %                1.66 %



Nonaccrual Loans and Nonperforming Assets



Loans are reviewed on a regular basis to assess collectability of all principal
and interest payments due.  Management determines that a loan is impaired or
nonperforming when it is probable at least a portion of the principal or
interest will not be collected in accordance with contractual terms of the
note.  When a loan is determined to be impaired, the measurement of the loan is
based on present value of estimated future cash flows, except that all
collateral-dependent loans are measured for impairment based on the fair value
of the collateral.

Generally, management places loans on nonaccrual status once the loans have
become 90 days or more delinquent or sooner if there is a significant reason for
management to believe the collectability is questionable and, therefore,
interest on the loan will no longer be recognized on an accrual basis.  The
Company identifies impaired loans and measures the impairment in accordance with
FASB ASC subtopic "Receivables - Loan Impairment."  Management may consider a
loan impaired once it is classified as nonaccrual and when it is probable that
the borrower will be unable to repay the loan according to the original
contractual terms of the loan agreement or the loan is restructured in a
troubled debt restructuring.  It should be noted that management does not
evaluate all loans individually for impairment.  Generally, The Bank of Greene
County considers residential mortgages, home equity loans and installment loans
as small, homogeneous loans, which are evaluated for impairment collectively
based on historical loan experience and other factors.  In contrast, large
commercial mortgage, construction, multi-family, business loans and select
larger balance residential mortgage loans are viewed individually and considered
impaired if it is probable that The Bank of Greene County will not be able to
collect scheduled payments of principal and interest when due, according to the
contractual terms of the loan agreement.  The measurement of impaired loans is
generally based on the fair value of the underlying collateral.  The majority of
The Bank of Greene County loans, including most nonaccrual loans, are small
homogenous loan types adequately supported by collateral.  Management considers
the payment status of loans in the process of evaluating the adequacy of the
allowance for loan losses among other factors.  Based on this evaluation, a
delinquent loan's risk rating may be downgraded to either pass-watch, special
mention, or substandard, and the allocation of the allowance for loan loss is
based upon the risk associated with such designation. A loan does not have to be
90 days delinquent in order to be classified as nonperforming.  Foreclosed real
estate is considered to be a nonperforming asset.

                                       36

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Index

Analysis of Nonaccrual Loans and Nonperforming Assets



                                                                December 31,       June 30,
(Dollars in thousands)                                                  2019           2019
Nonaccruing loans:
Residential real estate                                        $       1,691     $    2,474
Multi-family                                                             131              -
Commercial real estate                                                   984            598
Home equity                                                              311            452
Consumer installment                                                       -              6
Commercial                                                               262            108
Total nonaccruing loans                                                3,379          3,638
90 days & accruing
Residential real estate                                                    -              -
Total 90 days & accruing                                                   -              -
Total nonperforming loans                                              3,379          3,638
Foreclosed real estate:
Residential real estate                                                  303             53
Total foreclosed real estate                                             303             53
Total nonperforming assets                                     $       

3,682 $ 3,691



Troubled debt restructuring:
Nonperforming (included above)                                 $         326     $      531
Performing (accruing and excluded above)                               

1,047 1,368



Total nonperforming assets as a percentage of total assets              0.25 %         0.29 %
Total nonperforming loans to net loans                                  

0.40 % 0.46 %

The table below details additional information related to nonaccrual loans for the three and six months ended December 31:



                                                For the three months               For the six months
                                                 ended December 31,                 ended December 31
(In thousands)                                2019                2018            2019             2018
Interest income that would have been
recorded if loans had been performing in
accordance with original terms             $        53         $        58     $      154       $      129
Interest income that was recorded on
nonaccrual loans                                    42                  23             92               55



Nonperforming assets amounted to $3.7 million at December 31, 2019 and June 30,
2019.  Nonaccrual loans consisted primarily of loans secured by real estate at
December 31, 2019 and June 30, 2019.  Loans on nonaccrual status totaled $3.4
million at December 31, 2019 of which $1.1 million were in the process of
foreclosure. At December 31, 2019, there were 10 residential loans in the
process of foreclosure totaling $801,000.  Included in nonaccrual loans were
$1.2 million of loans which were less than 90 days past due at December 31,
2019, but have a recent history of delinquency greater than 90 days past due.
These loans will be returned to accrual status once they have demonstrated a
history of timely payments.  Included in total loans past due were $151,000 of
loans which were making payments pursuant to forbearance agreements. Under the
forbearance agreements, the customers have made arrangements with the Bank to
bring the loans current over a specified period of time (resulting in an
insignificant delay in repayment).  During this term of the forbearance
agreement, the Bank has agreed not to continue foreclosure proceedings.  Loans
on nonaccrual status totaled $3.6 million at June 30, 2019 of which $1.6 million
were in the process of foreclosure.  At June 30, 2019, there were 12 residential
loans in the process of foreclosure totaling $1.5 million. Included in
nonaccrual loans were $1.8 million of loans which were less than 90 days past
due at June 30, 2019, but have a recent history of delinquency greater than 90
days past due.

Impaired Loans

The Company identifies impaired loans and measures the impairment in accordance
with FASB ASC subtopic "Receivables - Loan Impairment".  A loan is considered
impaired when it is probable that the borrower will be unable to repay the loan
according to the original contractual terms of the loan agreement or the loan is
restructured in a troubled debt restructuring.

                                       37

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Index


The table below details additional information on impaired loans at December 31,
2019 and June 30, 2019:

(In thousands)                                                   December 31, 2019       June 30, 2019
Balance of impaired loans, with a valuation allowance          $            

2,183 $ 2,000 Allowances relating to impaired loans included in allowance for loan losses

                                                                217                 262
Balance of impaired loans, without a valuation allowance                     1,208               1,894
Total impaired loans                                                         3,391               3,894



                                              For the three months            For the six months
                                               ended December 31,             ended December 31,
(In thousands)                                2019             2018           2019           2018
Average balance of impaired loans for
the periods ended                          $     3,272       $   3,920     $    3,150      $   3,938
Interest income recorded on impaired
loans during the periods ended                      41              25            108             63



DEPOSITS

Deposits totaled $1.2 billion at December 31, 2019 and $1.1 billion at June 30,
2019, an increase of $124.1 million, or 11.1%. Noninterest-bearing deposits
increased $2.6 million, or 2.4%, NOW deposits increased $123.1 million, or
19.0%, and savings deposits increased $2.3 million, or 1.1% when comparing
December 31, 2019 and June 30, 2019.  These increases were offset by a decrease
in money market deposits of $3.4 million, or 3.0%, and a decrease in
certificates of deposits of $564,000, or 1.5%, when comparing December 31, 2019
and June 30, 2019.

                                                                         Percentage                            Percentage
(In thousands)                                  December 31, 2019      of Portfolio       June 30, 2019      of Portfolio
Noninterest-bearing deposits                  $           110,100               8.8 %   $       107,469               9.6 %
Certificates of deposit                                    35,978               2.9              36,542               3.3
Savings deposits                                          216,966              17.4             214,680              19.2
Money market deposits                                     111,500               9.0             114,915              10.2
NOW deposits                                              770,114              61.9             646,963              57.7
Total deposits                                $         1,244,658             100.0 %   $     1,120,569             100.0 %



BORROWINGS

At December 31, 2019, The Bank of Greene County had pledged approximately $312.5
million of its residential and commercial mortgage portfolio as collateral for
borrowing and irrevocable stand-by letters of credit at the Federal Home Loan
Bank of New York ("FHLB").  The maximum amount of funding available from the
FHLB was $232.1 million at December 31, 2019, of which $12.6 million in
borrowings and $75.6 million in irrevocable stand-by letters of credit were
outstanding at December 31, 2019.  There were $48.9 million of short-term or
overnight borrowings outstanding at December 31, 2019. The $12.6 million
consisted of long-term fixed rate advances with a weighted average rate of 1.68%
and a weighted average maturity of 13 months.  The $75.6 million of irrevocable
stand-by letters of credit with the FHLB have been issued to secure municipal
transactional deposit accounts, on behalf of Greene County Commercial Bank.

The Bank of Greene County also pledges securities and certificates of deposit as
collateral at the Federal Reserve Bank discount window for overnight
borrowings.  At December 31, 2019, approximately $5.3 million of collateral
consisting of $4.5 million in securities and $752,000 of certificates of
deposit, was available to be pledged against potential borrowings at the Federal
Reserve Bank discount window. There were no balances outstanding with the
Federal Reserve Bank at December 31, 2019 or June 30, 2019.

The Bank of Greene County has established unsecured lines of credit with
Atlantic Central Bankers Bank for $10.0 million and two other financial
institutions for $40.0 million.  Greene County Bancorp, Inc. has also
established an unsecured line of credit with Atlantic Central Bankers Bank for
$7.5 million.  The lines of credit provide for overnight borrowing and the
interest rate is determined at the time of the borrowing.  At December 31, 2019
and June 30, 2019, there were no balances outstanding on any of these lines of
credit.

                                       38

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Index

Scheduled maturities of long-term borrowings at December 31, 2019 were as follows:



(In thousands)
Within the twelve months ended December 31,
2020                                          $  6,500
2021                                             2,950
2022                                             3,150
                                              $ 12,600



EQUITY

Shareholders' equity increased to $120.5 million at December 31, 2019 from $112.4 million at June 30, 2019, resulting primarily from net income of $10.0 million and a decrease in other accumulated comprehensive loss of $385,000, partially offset by dividends declared and paid of $1.4 million.



On September 17, 2019, the Board of Directors of the Company adopted a stock
repurchase program.  Under the repurchase program, the Company may repurchase up
to 200,000 shares of its common stock.  Repurchases will be made at management's
discretion at prices management considers to be attractive and in the best
interests of both the Company and its stockholders, subject to the availability
of stock, general market conditions, the trading price of the stock, alternative
uses for capital, and the Company's financial performance. At December 31, 2019,
the Company had repurchased 1,400 shares.

Selected Equity Data:



                                                                 December 31, 2019       June 30, 2019
Shareholders' equity to total assets, at end of period                        8.35 %              8.85 %
Book value per share                                           $             14.12     $         13.16
Closing market price of common stock                           $             28.79     $         29.42



                                                                   For the

six months ended December 31,


                                                                             2019                       2018
Average shareholders' equity to average assets                               8.52 %                     8.60 %
Dividend payout ratio1                                                      18.80 %                    19.05 %
Actual dividends paid to net income2                                        13.79 %                    13.96 %



1The dividend payout ratio has been calculated based on the dividends declared
per share divided by basic earnings per share.  No adjustments have been made
for dividends waived by Greene County Bancorp, MHC ("MHC"), the owner of 54.0%
of the Company's shares outstanding.
2 Dividends declared divided by net income.  The MHC waived its right to receive
dividends declared during the three months ended September 30, 2019.  Dividends
declared during the three months ended December 31, 2019 were paid to the MHC.
Dividends declared during the three months ended September 30, 2018 were paid to
the MHC.  The MHC waived its right to receive dividends during the three months
ended December 31, 2018.  The MHC's ability to waive the receipt of dividends is
dependent upon annual approval of its members as well as receiving the
non-objection of the Federal Reserve Board.

                                       39

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Index

Comparison of Operating Results for the Three and Six Months Ended December 31, 2019 and 2018



Average Balance Sheet

The following table sets forth certain information relating to Greene County
Bancorp, Inc. for the three and six months ended December 31, 2019 and 2018.
For the periods indicated, the total dollar amount of interest income from
average interest-earning assets and the resultant yields, as well as the
interest expense on average interest-bearing liabilities, are expressed both in
dollars and rates.  No tax equivalent adjustments were made.  Average balances
were based on daily averages.  Average loan balances include nonperforming
loans.  The loan yields include net amortization of certain deferred fees and
costs that are considered adjustments to yields.

                                                              Three months ended December 31,
                                                      2019                                        2018
                                         Average      Interest       Average          Average      Interest      Average
                                     Outstanding        Earned         Yield      Outstanding        Earned      Yield /
(Dollars in thousands)                   Balance        / Paid        / Rate          Balance        / Paid         Rate
Interest-earning Assets:
Loans receivable, net1              $    841,604     $   9,801          4.66 %   $    750,182     $   8,696         4.64 %
Securities2                              516,840         3,166          2.45          393,525         2,624         2.67
Interest-bearing bank balances
and federal funds                         43,559           207          1.90            5,111            28         2.19
FHLB stock                                 1,619            23          5.68            1,950            58        11.90
Total interest-earning assets          1,403,622        13,197          3.76 %      1,150,768        11,406         3.96 %
Cash and due from banks                   10,328                                        9,633
Allowance for loan losses                (13,525 )                                    (12,452 )
Other noninterest-earning assets          23,445                                       20,186
Total assets                        $  1,423,870                                 $  1,168,135

Interest-Bearing Liabilities:
Savings and money market deposits   $    318,522     $     323          0.41 %   $    325,726     $     295         0.36 %
NOW deposits                             808,219         1,760          0.87          554,996           832         0.60
Certificates of deposit                   36,374           122          1.34           45,335           144         1.27
Borrowings                                18,485            81          1.75           27,171           140         2.06
Total interest-bearing
liabilities                            1,181,600         2,286          0.77 %        953,228         1,411         0.59 %
Noninterest-bearing deposits             108,256                                      102,467
Other noninterest-bearing
liabilities                               15,760                                       10,744
Shareholders' equity                     118,254                                      101,696
Total liabilities and equity        $  1,423,870                                 $  1,168,135

Net interest income                                  $  10,911                                    $   9,995
Net interest rate spread                                                2.99 %                                      3.37 %
Net earnings assets                 $    222,022                                 $    197,540
Net interest margin                                                     3.11 %                                      3.47 %
Average interest-earning assets
to average interest-bearing
liabilities                               118.79 %                                     120.72 %



--------------------------------------------------------------------------------
1Calculated net of deferred loan fees and costs, loan discounts, and loans in
process.
2Includes tax-free securities, mortgage-backed securities, and asset-backed
securities.

                                                                   For the three months ended
Taxable-equivalent net interest income and net interest margin            December 31,
(Dollars in thousands)                                                     2019             2018
Net interest income (GAAP)                                       $       10,911      $     9,995
Tax-equivalent adjustment(1)                                                627              493
Net interest income (fully taxable-equivalent)                   $       

11,538 $ 10,488



Average interest-earning assets                                  $    1,403,622      $ 1,150,768
Net interest margin (fully taxable-equivalent)                             3.29 %           3.65 %



1Net interest income on a taxable-equivalent basis includes the additional
amount of interest income that would have been earned if the Company's
investment in tax-exempt securities and loans had been subject to federal and
New York State income taxes yielding the same after-tax income. The rate used
for this adjustment was 21% for federal income taxes and 3.98% for New York
State income taxes for the periods ended December 31, 2019 and 2018.

                                       40

--------------------------------------------------------------------------------


  Index
                                                                 Six months ended December 31,
                                                       2019                                         2018
                                          Average      Interest       Average          Average      Interest       Average
                                      Outstanding        Earned         Yield      Outstanding        Earned       Yield /
(Dollars in thousands)                    Balance        / Paid        / Rate          Balance        / Paid          Rate
Interest-earning Assets:
Loans receivable, net1               $    823,051     $  19,206          4.67 %   $    737,662     $  16,994          4.61 %
Securities2                               479,199         6,148          2.57          396,196         5,264          2.66
Interest-bearing bank balances and
federal funds                              41,533           405          1.95            5,945            59          1.98
FHLB stock                                  1,512            46          6.08            2,631            86          6.54
Total interest-earning assets           1,345,295        25,805          3.84 %      1,142,434        22,403          3.92 %
Cash and due from banks                    10,532                                        9,629
Allowance for loan losses                 (13,377 )                                    (12,284 )
Other noninterest-earning assets           22,547                                       19,671
Total assets                         $  1,364,997                                 $  1,159,450

Interest-Bearing Liabilities:
Savings and money market deposits    $    324,109     $     664          0.41 %   $    334,362     $     588          0.35 %
NOW deposits                              748,421         3,346          0.89          527,348         1,473          0.56
Certificates of deposit                    36,679           245          1.34           42,453           246          1.16
Borrowings                                 16,110           139          1.73           42,298           444          2.10
Total interest-bearing liabilities      1,125,319         4,394          0.78 %        946,461         2,751          0.58 %
Noninterest-bearing deposits              107,465                                      102,341
Other noninterest-bearing
liabilities                                15,917                                       10,915
Shareholders' equity                      116,296                                       99,733
Total liabilities and equity         $  1,364,997                                 $  1,159,450

Net interest income                                   $  21,411                                    $  19,652
Net interest rate spread                                                 3.06 %                                       3.34 %
Net earnings assets                  $    219,976                                 $    195,973
Net interest margin                                                      3.18 %                                       3.44 %
Average interest-earning assets to
average interest-bearing
liabilities                                119.55 %                                     120.71 %



--------------------------------------------------------------------------------
1Calculated net of deferred loan fees and costs, loan discounts, and loans in
process.
2Includes tax-free securities, mortgage-backed securities, and asset-backed
securities.

                                                                   For the six months ended
Taxable-equivalent net interest income and net interest margin           December 31,
(Dollars in thousands)                                                    2019            2018
Net interest income (GAAP)                                       $      21,411     $    19,652
Tax-equivalent adjustment(1)                                             1,203             962
Net interest income (fully taxable-equivalent)                   $      

22,614 $ 20,614



Average interest-earning assets                                  $   1,345,295     $ 1,142,434
Net interest margin (fully taxable-equivalent)                            

3.36 % 3.61 %





1Net interest income on a taxable-equivalent basis includes the additional
amount of interest income that would have been earned if the Company's
investment in tax-exempt securities and loans had been subject to federal and
New York State income taxes yielding the same after-tax income. The rate used
for this adjustment was 21% for federal income taxes and 3.98% for New York
State income taxes for the periods ended December 31, 2019 and 2018.

                                       41

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Index

Rate / Volume Analysis



The following table presents the extent to which changes in interest rates and
changes in the volume of interest-earning assets and interest-bearing
liabilities have affected Greene County Bancorp, Inc.'s interest income and
interest expense during the periods indicated.  Information is provided in each
category with respect to:

(i) Change attributable to changes in volume (changes in volume multiplied by

prior rate);

(ii) Change attributable to changes in rate (changes in rate multiplied by prior


      volume); and


 (iii) The net change.


The changes attributable to the combined impact of volume and rate have been
allocated proportionately to the changes due to volume and the changes due to
rate.

                                  Three Months Ended December 31,                   Six Months Ended December 31,
(Dollars in thousands)                   2019 versus 2018                                 2019 versus 2018
                               Increase/(Decrease)                 Total         Increase/(Decrease)               Total
                                      Due To                   Increase/               Due To                  Increase/
                                Volume             Rate       (Decrease)         Volume             Rate      (Decrease)

Interest Earning Assets:
Loans receivable, net1     $     1,067       $       38      $     1,105     $    1,988       $      224     $     2,212
Securities2                        772             (230 )            542          1,068             (184 )           884
Interest-bearing bank
balances and federal
funds                              183               (4 )            179            347               (1 )           346
FHLB stock                          (8 )            (27 )            (35 )          (35 )             (5 )           (40 )
Total interest-earning
assets                           2,014             (223 )          1,791          3,368               34           3,402

Interest-Bearing
Liabilities:
Savings and money market
deposits                            (7 )             35               28            (19 )             95              76
NOW deposits                       467              461              928            779            1,094           1,873
Certificates of deposit            (30 )              8              (22 )          (35 )             34              (1 )
Borrowings                         (40 )            (19 )            (59 )         (237 )            (68 )          (305 )
Total interest-bearing
liabilities                        390              485              875            488            1,155           1,643
Net change in net
interest income            $     1,624       $     (708 )    $       916     $    2,880       $   (1,121 )   $     1,759

--------------------------------------------------------------------------------


1 Calculated net of deferred loan fees, loan discounts, and loans in process.
2 Includes tax-free securities, mortgage-backed securities, and asset-backed
securities.

GENERAL

Return on average assets and return on average equity are common methods of
measuring operating results.  Annualized return on average assets decreased to
1.44% for the three months ended December 31, 2019 as compared to 1.57% for the
three months ended December 31, 2018, and was 1.46% and 1.55% for the six months
ended December 31, 2019 and 2018, respectively.  Annualized return on average
equity decreased to 17.29% for the three months and 17.16% for the six months
ended December 31, 2019, as compared to 18.03% for the three months and 17.98%
for the six months ended December 31, 2018.  The decrease in return on average
assets and return on average equity was primarily the result of balance sheet
growth outpacing growth in net income.  Net income amounted to $5.1 million and
$4.6 million for the three months ended December 31, 2019 and 2018,
respectively, an increase of $529,000, or 11.5%, and amounted to $10.0 million
and $9.0 million for the six months ended December 31, 2019 and 2018,
respectively, an increase of $1.0 million, or 11.1%.  Average assets increased
$255.7 million, or 21.9%, to $1.4 billion for the three months ended December
31, 2019 as compared to $1.2 billion for the three months ended December 31,
2018.  Average equity increased $16.6 million, or 16.3%, to $118.3 million for
the three months ended December 31, 2019 as compared to $101.7 million for the
three months ended December 31, 2018. Average assets increased $205.5 million,
or 17.7%, to $1.4 billion for the six months ended December 31, 2019 as compared
to $1.2 billion for the six months ended December 31, 2018. Average equity
increased $16.6 million, or 16.6%, to $116.3 million for the six months ended
December 31, 2019 as compared to $99.7 million for the six months ended December
31, 2018.

                                       42

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Index

INTEREST INCOME



Interest income amounted to $13.2 million for the three months ended December
31, 2019 as compared to $11.4 million for the three months ended December 31,
2018, an increase of $1.8 million, or 15.8%.  Interest income amounted to $25.8
million for the six months ended December 31, 2019 as compared to $22.4 million
for the six months ended December 31, 2018, an increase of $3.4 million, or
15.2%.  The increase in average loan and securities balances had the greatest
impact on interest income when comparing the three and six months ended December
31, 2019 and 2018. Average loan balances increased $91.4 million and $85.4
million while the yield on loans increased two basis points and six basis points
when comparing the three and six months ended December 31, 2019 and 2018,
respectively.  Average securities increased $123.3 million and $83.0 million and
the yield on such securities decreased 22 basis points and nine basis points
when comparing the three and six months ended December 31, 2019 and 2018.

INTEREST EXPENSE



Interest expense amounted to $2.3 million for the three months ended December
31, 2019 as compared to $1.4 million for the three months ended December 31,
2018, an increase of $875,000 or 62.0%. Interest expense amounted to $4.4
million for the six months ended December 31, 2019 as compared to $2.8 million
for the six months ended December 31, 2018, an increase of $1.6 million, or
57.1%.  Increases in both the rate paid and the increase in average balances of
NOW accounts had the greatest impact on interest expense and was the result of
promotions within the Company's newer markets targeting new businesses,
municipal and retail customers as well as the impact from increased market
interest rates during fiscal 2019.  As illustrated in the rate/volume table,
interest expense increased $485,000 and $1.2 million when comparing the three
and six months ended December 31, 2019 and 2018 due to the increase in the rate
paid on interest-bearing liabilities.  Interest expense increased $390,000 and
$488,000 when comparing these same periods due to the increased average
balances.

Average interest-bearing liabilities increased $228.4 million and $178.9 million
when comparing the three and six months ended December 31, 2019, respectively.
The average rate paid on interest-bearing liabilities increased 18 basis points
to 0.77% from 0.59% when comparing the three months ended December 31, 2019 and
2018, respectively, and increased 20 basis points to 0.78% from 0.58% when
comparing the six months ended December 31, 2019 and 2018.

Average deposits increased $237.1 million and $205.0 million for the three and
six months ended December 31, 2019 and 2018, respectively, as a result of
continued growth across all three of our primary banking lines - retail,
commercial and municipal.  The average rate paid on NOW deposits increased 27
basis points when comparing the three months ended December 31, 2019 and 2018,
and the average balance of such accounts grew by $253.2 million when comparing
these same periods. The average rate paid on NOW deposits increased 33 basis
points when comparing the six months ended December 31, 2019 and 2018, and the
average balance of such accounts increased $221.1 million when comparing these
same periods. The average balance of savings and money market deposits decreased
$7.2 million and $10.3 million when comparing the three and six months ended
December 31, 2019 and 2018, respectively. The rates paid on savings and money
market deposits increased five basis points and six basis points when comparing
the three and six months ended December 31, 2019 and 2018, respectively. The
average balance of certificates of deposit decreased $9.0 million and $5.8
million when comparing the three and six months ended December 31, 2019 and
2018, respectively.  The average rate paid on certificate of deposits increased
seven basis and 18 basis points when comparing the three and six months ended
December 31, 2019 and 2018.

The average balance on borrowings decreased $8.7 million and $26.2 million when
comparing the three and six months ended December 31, 2019 and 2018.  The rate
decreased 31 basis points and 37 basis points when comparing the three and six
months ended December 31, 2019 and 2018.

NET INTEREST INCOME



Net interest income increased $916,000 million to $10.9 million for the three
months ended December 31, 2019 from $10.0 million for the three months ended
December 31, 2018. Net interest income increased $1.7 million to $21.4 million
for the six months ended December 31, 2019 from $19.7 million for the six months
ended December 31, 2018. These increases in net interest income were primarily
the result of growth in the average balance of interest-earning assets, with
continued growth in loans and securities, funded primarily from growth in
deposits.

Net interest spread decreased 38 basis points to 2.99% for the three months
ended December 31, 2019 compared to 3.37% for the three months ended December
31, 2018. Net interest margin decreased 36 basis points to 3.11% for the three
months ended December 31, 2019 compared to 3.47% for the three months ended
December 31, 2018. Net interest spread and margin decreased 28 basis points and
26 basis points to 3.06% and 3.18%, respectively, for the six months ended
December 31, 2019 compared to 3.34% and 3.44%, respectively, for the six months
ended December 31, 2018.  Decreases in net interest spread and margin are
primarily the result of the higher cost of interest-bearing liabilities and
lower yields on securities, partially offset by growth in average loan and
securities balances.

                                       43

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Index


Net interest income on a taxable-equivalent basis includes the additional amount
of interest income that would have been earned if the Company's investment in
tax-exempt securities and loans had been subject to federal and New York State
income taxes yielding the same after-tax income. Tax equivalent net interest
margin was 3.29% and 3.65% for the three months ended December 31, 2019 and
2018, respectively, and was 3.36% and 3.61% for the six months ended December
31, 2019 and 2018, respectively. As a result of the enactment of the Tax Cut and
Jobs Act of 2017 ("TCJA") in December 2017, which permanently reduces the
maximum corporate income tax rate from 35% to 21% effective for tax years
beginning after December 31, 2017, the tax benefits derived from tax-exempt
securities and loans is lower for the three and six months ended December 31,
2018 compared to December 31, 2017.  However, beginning January 1, 2018, pricing
of tax-exempt securities and loan originations have been adjusted to reflect the
change in the corporate tax rate, thereby producing a tax-equivalent yield on
these securities and loans that are comparable to yields obtained on similar
taxable investments.

Due to the large portion of fixed-rate residential mortgages in the Company's
portfolio, interest rate risk is a concern and the Company will continue to
monitor and adjust the asset and liability mix as much as possible to take
advantage of the benefits and reduce the risks or potential negative effects of
a rising rate environment.  Management attempts to mitigate the interest rate
risk through balance sheet composition.  Several strategies are used to help
manage interest rate risk such as maintaining a high level of liquid assets such
as short-term federal funds sold and various investment securities and
maintaining a high concentration of less interest-rate sensitive and
lower-costing core deposits.

PROVISION FOR LOAN LOSSES



Management continues to closely monitor asset quality and adjust the level of
the allowance for loan losses when necessary.  The amount recognized for the
provision for loan losses is determined by management based on its ongoing
analysis of the adequacy of the allowance for loan losses.

Provision for loan losses amounted to $690,000 and $354,000 for the three months
ended December 31, 2019 and 2018, respectively, and amounted to $1.2 million and
$708,000 for the six months ended December 31, 2019 and 2018, respectively. This
increase was due to the growth in gross loans as well as an increase in loans
adversely classified.  Loans classified as substandard or special mention
totaled $24.7 million at December 31, 2019 compared to $17.1 million at June 30,
2019, an increase of $7.6 million.  Reserves on these loans totaled $1.9 million
at December 31, 2019 compared to $1.5 million at June 30, 2019, an increase of
$395,000. The increase in classified loans is primarily due to the downgrade of
a construction loan to special mention during the six months ended December 31,
2019 as a result of project cost overruns and several delinquent payment.  No
loans were classified as doubtful or loss at December 31, 2019 or June 30, 2019.
Allowance for loan losses to total loans receivable was 1.62% at December 31,
2019, and 1.65% at June 30, 2019.

Net charge-offs for the three months ended December 31, 2019 totaled $149,000
compared to a net recovery for the three months ended December 31, 2018 of
$11,000.  Net charge-offs totaled $457,000 and $59,000 for the six months ended
December 31, 2019 and 2018, respectively.  This increase in charge-off activity
was primarily within the commercial loan and consumer loan portfolios.
Commercial loan net charge-offs totaled $168,000 for the six months ended
December 31, 2019 compared to a net recovery of $153,000 for the six months
ended December 31, 2018. Consumer loan net charge-offs totaled $198,000 and
$129,000 for the six months ended December 31, 2019 and 2018, respectively, an
increase of $69,000.  The increase in the consumer loan portfolio is the result
of an increase in charge-offs related to the deposit overdraft protection
program, and is due to the significant growth in the number of checking accounts
with overdraft protection as well as a recent increase in the amount of
protection provided per account.

Nonperforming loans amounted to $3.4 million and $3.6 million at December 31,
2019 and June 30, 2019, respectively. At December 31, 2019 and June 30, 2019,
nonperforming assets were 0.25% and 0.29% of total assets, and nonperforming
loans were 0.40% and 0.46% of net loans. At December 31, 2018, nonperforming
assets to total assets were 0.31% and nonperforming loans to net loans were
0.48%. The Company has not been an originator of "no documentation" mortgage
loans, and the loan portfolio does not include any mortgage loans that the
Company classifies as sub-prime.

NONINTEREST INCOME

                                           For the three months                                            For the six months
(In thousands)                              ended December 31,            Change from Prior Year           ended December 31,            Change from Prior Year
Noninterest income:                             2019          2018        Amount             Percent           2019         2018        Amount              Percent

Service charges on deposit accounts $ 1,111 $ 1,106 $


   5                0.45 %   $    2,236      $ 2,143     $      93                 4.34 %
Debit card fees                                  755           685            70               10.22          1,498        1,325           173                13.06
Investment services                              168           136            32               23.53            313          251            62                24.70
E-commerce fees                                   31            34            (3 )             (8.82 )           66           71            (5 )              (7.04 )
Other operating income                           251           180            71               39.44            469          403            66               (16.38 )
Total noninterest income                 $     2,316       $ 2,141     $     175                8.17 %   $    4,582      $ 4,193     $     389                 9.28 %



                                       44

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Index


Noninterest income increased $175,000, or 8.2%, and totaled $2.3 million and
$2.1 million for the three months ended December 31, 2019 and 2018.  Noninterest
income increased $389,000, or 9.3%, and totaled $4.6 million and $4.2 million
for the six months ended December 31, 2019 and 2018.  This increase was
primarily due to increases in debit card fees and service charges on deposit
accounts resulting from continued growth in the number of checking accounts with
debit cards, as well as increased monthly or transactional service charges on
deposit accounts. Investment services income also increased during the period
due to higher sales volume of investment products.

NONINTEREST EXPENSE

                                            For the three months                                             For the six months
(In thousands)                                ended December 31             Change from Prior Year           ended December 31,            Change from Prior Year
Noninterest expense:                             2019          2018         Amount             Percent           2019         2018        Amount              Percent
Salaries and employee benefits            $     3,992       $ 3,677     $      315                8.57 %   $    7,934     $  7,155     $     779                10.89 %
Occupancy expense                                 441           414             27                6.52            907          816            91                11.15
Equipment and furniture expense                   126           127             (1 )             (0.79 )          407          341            66       

19.35


Service and data processing fees                  638           542             96               17.71          1,212        1,037           175       

16.88


Computer software, supplies and support           264           200             64               32.00            506          423            83       

19.62


Advertising and promotion                         142            76             66               86.84            258          196            62       

31.63


FDIC insurance premiums                            12           100            (88 )            (88.00 )          (27 )        227          (254 )            (111.89 )
Legal and professional fees                       325           283             42               14.84            604          612            (8 )              (1.31 )
Other                                             595           828           (233 )            (28.14 )        1,156        1,401          (245 )             (17.49 )
Total noninterest expense                 $     6,535       $ 6,247     $      288                4.61 %   $   12,957     $ 12,208     $     749                 6.14 %



Noninterest expense increased $288,000 or 4.6%, to $6.5 million for the three
months ended December 31, 2019 as compared to $6.2 million for the three months
ended December 31, 2018. Noninterest expense increased $749,000, or 6.1%, to
$13.0 million for the six months ended December 31, 2019, compared to $12.2
million for the six months ended December 31, 2018.  This increase, during the
three and six months ended December 31, 2019, was primarily due to an increase
in salaries and employee benefits expenses, resulting from additional staffing
for the addition of a new branch located in Kinderhook-Valatie, New York, which
opened in July 2019. As the Company continues to grow, staffing was also
increased within our lending department, customer service center and investment
center. This increase was partially offset by a decrease in FDIC insurance
premiums.  In January 2019, the FDIC provided notification to the Company that a
credit in the amount of $177,000 was calculated for The Bank of Greene County,
and a credit in the amount of $91,000 was calculated for Greene County
Commercial Bank, based on a change in assessments under FDIC regulations
resulting from the Deposit Insurance Fund Reserve Ratio reaching 1.36.  The
Deposit Insurance Fund reserve ratio was above 1.38% as of June 30, 2019 and
September 30, 2019, and therefore, the FDIC offset regular deposit insurance
assessments with credits on the September and December 2019 invoices.  The
Company received credits totaling $120,000 and $228,000 during the three and six
months ended December 31, 2019.  This credit was applied against FDIC insurance
premiums expense. Other noninterest expense also decreased for both the three
and six months ended December 31, 2019 and was due to a charitable donation made
to the Company's Charitable Foundation during the three and six months ended
December 31, 2018.

INCOME TAXES

The provision for income taxes directly reflects the expected tax associated
with the pre-tax income generated for the given year and certain regulatory
requirements.  The effective tax rate was 14.8% and 15.4% for the three and six
months ended December 31, 2019, compared to 17.2% and 18.0% for the three and
six months ended December 31, 2018.  The statutory tax rate is impacted by the
benefits derived from tax exempt bond and loan income, the Company's real estate
investment trust subsidiary income, as well as the tax benefits derived from
premiums paid to the Company's pooled captive insurance subsidiary to arrive at
the effective tax rate.

LIQUIDITY AND CAPITAL RESOURCES



Market risk is the risk of loss in a financial instrument arising from adverse
changes in market rates or prices such as interest rates, foreign currency
exchange rates, commodity prices, and equity prices.  Greene County Bancorp,
Inc.'s most significant form of market risk is interest rate risk since the
majority of Greene County Bancorp, Inc.'s assets and liabilities are sensitive
to changes in interest rates.  Greene County Bancorp, Inc.'s primary sources of
funds are deposits and proceeds from principal and interest payments on loans,
mortgage-backed securities and debt securities, with lines of credit available
through the Federal Home Loan Bank and Atlantic Central Bankers Bank as needed.
While maturities and scheduled amortization of loans and securities are
predictable sources of funds, deposit outflows, mortgage prepayments, and
lending activities are greatly influenced by general interest rates, economic
conditions and competition.

                                       45

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Index

The Bank of Greene County's unfunded loan commitments and unused lines of credit are as follows at December 31, 2019:



(In thousands)                   2019
Unfunded loan commitments   $  73,667
Unused lines of credit         60,110
Total commitments           $ 133,777

Risk Participation Agreements



Risk participation agreements ("RPAs") are guarantees issued by the Company to
other parties for a fee, whereby the Company agrees to participate in the credit
risk of a derivative customer of the other party. Under the terms of these
agreements, the "participating bank" receives a fee from the "lead bank" in
exchange for the guarantee of reimbursement if the customer defaults on an
interest rate swap. The interest rate swap is transacted such that any and all
exchanges of interest payments (favorable and unfavorable) are made between the
lead bank and the customer. In the event that an early termination of the swap
occurs and the customer is unable to make a required close out payment, the
participating bank assumes that obligation and is required to make this payment.

RPAs where the Company acts as the lead bank are referred to as
"participations-out," in reference to the credit risk associated with the
customer derivatives being transferred out of the Company. Participations-out
generally occur concurrently with the sale of new customer derivatives.  The
Company had no participations-out at December 31, 2019 or June 30, 2019.  RPAs
where the Company acts as the participating bank are referred to as
"participations-in," in reference to the credit risk associated with the
counterparty's derivatives being assumed by the Company. The Company's maximum
credit exposure is based on its proportionate share of the settlement amount of
the referenced interest rate swap. Settlement amounts are generally calculated
based on the fair value of the swap plus outstanding accrued interest
receivables from the customer. The Company's estimate of the credit exposure
associated with its risk participations-in was $2.1 million and $1.2 million at
December 31, 2019 and June 30, 2019, respectively. The current amount of credit
exposure is spread out over five counterparties, and terms range between five to
ten years.

Greene County Bancorp, Inc. anticipates that it will have sufficient funds
available to meet current loan commitments based on the level of cash and cash
equivalents as well as the available-for-sale investment portfolio and borrowing
capacity.

                                       46

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Index

The Bank of Greene County and Greene County Commercial Bank met all applicable
regulatory capital requirements at December 31, 2019 and June 30, 2019.
Consolidated shareholders' equity represented 8.4% and 8.9% of total assets at
December 31, 2019 and at June 30, 2019, respectively.

                                                                                                 To Be Well
                                                                                             Capitalized Under
(Dollars in thousands)                                              For Capital              Prompt Corrective            Capital Conservation
                                           Actual                Adequacy Purposes           Action Provisions                   Buffer
The Bank of Greene County            Amount        Ratio        Amount          Ratio        Amount        Ratio        Actual           Required
As of December 31, 2019:

Total risk-based capital            $ 128,629       15.45 %   $    66,590          8.0 %   $    83,238       10.0 %          7.45 %           2.50 %
Tier 1 risk-based capital             118,181       14.20          49,943          6.0          66,590        8.0            8.20             2.50
Common equity tier 1 capital          118,181       14.20          37,457          4.5          54,104        6.5            9.70             2.50
Tier 1 leverage ratio                 118,181        8.32          56,788          4.0          70,985        5.0            4.32             2.50

As of June 30, 2019:

Total risk-based capital            $ 118,113        15.8 %   $    59,842          8.0 %   $    74,802       10.0 %          7.79 %           2.50 %
Tier 1 risk-based capital             108,716        14.5          44,881          6.0          59,842        8.0            8.53             2.50
Common equity tier 1 capital          108,716        14.5          33,661          4.5          48,621        6.5           10.03             2.50
Tier 1 leverage ratio                 108,716         8.7          50,049          4.0          62,561        5.0            4.69             2.50

Greene County Commercial Bank
As of December 31, 2019:

Total risk-based capital            $  51,204        43.1 %   $     9,499          8.0 %   $    11,874       10.0 %         35.12 %           2.50 %
Tier 1 risk-based capital              51,204        43.1           7,124          6.0           9,499        8.0           37.12             2.50
Common equity tier 1 capital           51,204        43.1           5,343          4.5           7,718        6.5           38.62             2.50
Tier 1 leverage ratio                  51,204         8.4          24,464          4.0          30,580        5.0            4.37             2.50

As of June 30, 2019:

Total risk-based capital            $  47,366        47.4 %   $     7,996          8.0 %   $     9,996       10.0 %         39.39 %           2.50 %
Tier 1 risk-based capital              47,366        47.4           5,997          6.0           7,996        8.0           41.39             2.50
Common equity tier 1 capital           47,366        47.4           4,498          4.5           6,497        6.5           42.89             2.50
Tier 1 leverage ratio                  47,366         9.6          19,678          4.0          24,597        5.0            5.63             2.50

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