General



Management's discussion and analysis of financial condition and results of
operations at September 30, 2022 and December 31, 2021 and for the three and
nine months ended September 30, 2022 and September 30, 2021 is intended to
assist in understanding the financial condition and results of operations of
Bogota Financial Corp. The information contained in this section should be read
in conjunction with the unaudited financial statements and the notes thereto
appearing in Part I, Item 1, of this Quarterly Report on Form 10-Q.

Cautionary Note Regarding Forward-Looking Statements



This report contains forward-looking statements, which can be identified by the
use of words such as "estimate," "project," "believe," "intend," "anticipate,"
"plan," "seek," "expect" and words of similar meaning. These forward-looking
statements include, but are not limited to:

statements of our goals, intentions and expectations;

statements regarding our business plans, prospects, growth and operating strategies;

statements regarding the quality of our loan and investment portfolios; and

estimates of our risks and future costs and benefits.



These forward-looking statements are based on current beliefs and expectations
of our management and are inherently subject to significant business, economic
and competitive uncertainties and contingencies, many of which are beyond our
control. In addition, these forward-looking statements are subject to
assumptions with respect to future business strategies and decisions that are
subject to change. The following factors, among others, could cause actual
results to differ materially from the anticipated results or other expectations
expressed in the forward-looking statements:

general economic conditions, either nationally or in our market area, that are worse than expected;

the continuing impact of the COVID-19 pandemic on our financial condition and results of operation;

changes in the level and direction of loan delinquencies, charge-offs and non-performing and classified loans and changes in estimates of the adequacy of the allowance for loan losses;

our ability to access cost-effective funding;

fluctuations in real estate values and both residential and commercial real estate market conditions;

demand for loans and deposits in our market area;

our ability to continue to implement our business strategies;

competition among depository and other financial institutions;


inflation and changes in market interest rates that reduce our margins and
yields, reduce the fair value of financial instruments or reduce our volume of
loan originations, or increase the level of defaults, losses and prepayments on
loans we have made and make whether held in portfolio or sold in the secondary
market;

adverse changes in the securities markets;

changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements;


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our ability to manage market risk, credit risk and operational risk;

our ability to enter new markets successfully and capitalize on growth opportunities;


our ability to successfully integrate into our operations any assets,
liabilities or systems we may acquire, as well as new management personnel or
customers, and our ability to realize related revenue synergies and cost savings
within expected time frames and any goodwill charges related thereto;

changes in consumer spending, borrowing and savings habits;

changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission or the Public Company Accounting Oversight Board;

our ability to retain key employees;

risks as it relates to cyber security against our information technology and those of our third-party providers and vendors;

the current or anticipated impact of military conflict, terrorism or other geopolitical events;

our compensation expense associated with equity allocated or awarded to our employees; and

changes in the financial condition, results of operations or future prospects of issuers of securities that we own.

Acquisition of Gibraltar



On February 28, 2021, the Company completed its acquisition of Gibraltar Bank.
As a part of the transaction, the Company issued 1,267,916 shares of its common
stock to Bogota Financial, MHC. The conversion and consolidation of data
processing platforms, systems and customer files occurred on August 16, 2021.

As of February 28, 2021, Gibraltar had assets of $106.2 million, loans of $77.7
million and deposits of $81.6 million and operated from three offices located in
Newark, Oak Ridge and Parsippany, New Jersey in Morris and Essex Counties, New
Jersey.

Critical Accounting Policies

A summary of our accounting policies is described in Note 1 to the consolidated
financial statements included with our Annual Report on Form 10-K at and for the
year ended December 31, 2021. Critical accounting estimates are necessary in the
application of certain accounting policies and procedures and are particularly
susceptible to significant change. Critical accounting policies are defined as
those involving significant judgments and assumptions by management that could
have a material impact on the carrying value of certain assets or on income
under different assumptions or conditions. Actual results could differ from
these judgments and estimates under different conditions, resulting in a change
that could have a material impact on the carrying values of our assets and
liabilities and our results of operations. There have been no significant
changes to the Company's critical accounting policies since December 31, 2021.

COVID-19



As of September 30, 2022, the Bank had granted 172 loan modifications totaling
$67.9 million, which represented 11.6% of the total loan portfolio, allowing
customers who were affected by the COVID-19 pandemic to defer principal and/or
interest payments. These short-term loan modifications were treated in
accordance with Section 4013 of the Coronavirus Aid Relief and Economic Security
("CARES") Act and, as such, were not treated as troubled debt restructurings
during the short-term modification period if the loan was not in arrears at
December 31, 2019.

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Furthermore, these loans continued to accrue interest. As of September 30, 2022, the Bank had no loans still on deferral status.



As a qualified Small Business Administration ("SBA") lender, the Bank was
automatically authorized to originate loans under the Paycheck Protection
Program ("PPP"). During 2020, the Bank received and processed 113 PPP
applications totaling $10.5 million. The Bank participated in the second round
of PPP loans and during the first half of 2021, the Bank received and processed
54 PPP applications totaling $6.9 million. The Bank had a $282,000 outstanding
PPP loan at September 30, 2022.

Comparison of Financial Condition at September 30, 2022 and December 31, 2021



Total Assets. Total assets increased $108.8 million, or 13.0%, from December 31,
2021 to $946.2 million at September 30, 2022 primarily due to loan originations
and the purchase of investment securities with excess liquidity. The increase in
assets reflected a $136.9 million, or 24.0%, increase in loans, a $46.3 million,
or 110.6%, increase in securities available for sale and a $10.1 million or
13.6%, increase in securities held to maturity, offset by a $91.7 million, or
87.3%, decrease in cash and cash equivalents.

Cash and Cash Equivalents. Total cash and cash equivalents decreased $91.7
million, or 87.3%, to $13.3 million at September 30, 2022 from $105.1 million at
December 31, 2021. The decrease was primarily due to funding loan originations
and investment security purchases during the nine months ended September 30,
2022.

Securities Available for Sale. Total securities available for sale increased
$46.3 million, or 110.6%, to $88.1 million at September 30, 2022 from $41.8
million at December 31, 2021. The increase was due to $69.5 million of purchases
of primarily mortgage-backed securities and corporate bonds and to a lesser
extent U.S. treasury bills and government agency obligations, with excess cash.
The increase in securities available for sale reflected a $10.1 million increase
in corporate bonds, a $4.9 million increase in U.S. treasury bills, a $2.5
million increase in U.S. government agency obligations, and a $28.7 million
increase in mortgage-backed securities.

Securities Held to Maturity. Total securities held to maturity increased $10.1
million, or 13.6%, to $84.1 million at September 30, 2022 from $74.1 million at
December 31, 2021, primarily due to $23.1 million in purchases of U.S government
and agency obligations and corporate and municipal bonds which was offset by
repayments of mortgage-backed securities. The increase in securities held to
maturity reflected a $4.6 million increase in corporate bonds, a $10.0 million
increase in U.S. government agency obligations, a $4.0 million increase in
municipal bonds offset by a $8.5 million decrease in mortgage-backed securities.

Net Loans. Net loans increased $136.9 million, or 24.0%, to $707.1 million at
September 30, 2022 from $570.2 million at December 31, 2021. The increase was
due to an increase of $132.3 million, or 41.3%, in one-to four-residential real
estate loans to $452.3 million from $320.0 million at December 31, 2021, and an
increase of $18.6 million, or 44.9%, in construction loans to $60.0 million at
September 30, 2022 from $41.4 million at December 31, 2021 and an increase of
$657,000, or 2.4%, in consumer loans to $28.4 million at September 30, 2022 from
$27.7 million at December 31, 2021, offset by a $6.0 million, or 75.9%, decrease
in commercial and industrial loans to $1.9 million at September 30, 2022 from
$7.9 million as of December 31, 2021 and a decrease of $8.3 million, or 4.8%, in
commercial and multi-family real estate loans to $167.0 million at June 30, 2022
from $175.4 million at December 31, 2021. The decrease in commercial and
industrial loans was due to the forgiveness and repayment of $5.5 million in PPP
loans that were originated in 2021 and 2020. As of September 30, 2022, the Bank
had no loans held for sale compared $1.2 million loans held for sale as of
December 31, 2021.

Bank-Owned Life Insurance. Bank-owned life insurance increased $5.5 million, or
22.4%, due to a $5.0 million purchase of bank-owned life insurance during the
nine months ended September 30, 2022.

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Deposits. Total deposits increased $70.7 million, or 11.8%, to $668.2 million at
September 30, 2022 from $597.5 million at December 31, 2021 reflecting a new
$27.0 million interest-bearing checking municipal relationship and an increase
in certificates of deposit. The increase in deposits reflected an increase in
interest-bearing deposits of $73.4 million, or 13.1%, to $631.5 million as of
September 30, 2022 from $558.2 million at December 31, 2021 offset by a decrease
in non-interest-bearing deposits of $2.7 million, or 6.8%, to $36.6 million as
of September 30, 2022 from $39.3 million as of December 31, 2021.

At September 30, 2022, municipal deposits totaled $70.9 million, which represented 10.6% of total deposits, and brokered deposits totaled $64.4 million, which represented 9.6% of total deposits. At December 31, 2021, municipal deposits totaled $31.5 million, which represented 5.3% of total deposits, and brokered deposits totaled $52.9 million, which represented 8.9% of total deposits.



Borrowings. Federal Home Loan Bank of New York borrowings increased $43.1
million, or 50.6%, to $128.1 million at September 30, 2022 from $85.1 million at
December 31, 2021, as short-term advances increased $74.0 million and repayments
of long-term advances were $30.9 million. The weighted average rate of
borrowings was 2.60% and 1.69% as of September 30, 2022 and December 31, 2021,
respectively. The increase in advances was used to fund loan growth.

Total Equity. Stockholders' equity decreased $6.5 million to $141.1 million,
primarily due increased accumulated other comprehensive loss for securities
available for sale of $6.4 million and the repurchase of 546,421 shares of stock
during the nine months at a cost of $6.0 million, offset by $5.0 million of net
income for the nine months ended September 30, 2022. At September 30, 2022, the
Company's ratio of average stockholders' equity-to-total assets was 17.08%,
compared to 17.67% at December 31, 2021.

                                       31
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Average Balance Sheets and Related Yields and Rates



The following tables present information regarding average balances of assets
and liabilities, the total dollar amounts of interest income and dividends from
average interest-earning assets, the total dollar amounts of interest expense on
average interest-bearing liabilities, and the resulting annualized average
yields and costs. The yields and costs for the periods indicated are derived by
dividing income or expense by the average balances of assets or liabilities,
respectively, for the periods presented. Average balances have been calculated
using daily balances. Nonaccrual loans are included in average balances only.
Loan fees are included in interest income on loans and are not material.

                                                     Three Months Ended September 30,
                                            2022                                           2021
                          Average      Interest and        Yield/        Average      Interest and        Yield/
                          Balance        Dividends        Cost (3)       Balance        Dividends        Cost (3)
                                                          (Dollars in thousands)
Assets:                                                         (unaudited)
Cash and cash
equivalents              $   5,912     $          30           2.05 %   $ 101,453     $          33           0.13 %
Loans                      670,145             7,019           4.15 %     584,754             5,967           4.05 %
Securities                 182,626             1,061           2.32 %      88,619               424           1.91 %
Other interest-earning
assets                       6,629                65           3.99 %       5,521                62           4.49 %
Total interest-earning
assets                     865,312             8,175           3.75 %     780,347             6,486           3.30 %

Non-interest-earning
assets                      51,273                                         52,346
Total assets             $ 916,585                                      $ 832,693
Liabilities and
equity:
NOW and money market
accounts                 $ 138,015     $         173           0.50 %   $ 108,411     $         148           0.54 %
Savings accounts            60,912                40           0.26 %      64,076                36           0.22 %
Certificates of
deposit                    403,223             1,037           1.02 %     375,495               857           0.91 %
Total interest-bearing
deposits                   602,150             1,250           0.82 %     547,982             1,041           0.75 %

Federal Home Loan Bank
advances (4)               128,534               717           2.30 %      96,041               369           1.52 %
Total interest-bearing
liabilities                730,684             1,967           1.08 %     644,023             1,410           0.87 %
Non-interest-bearing
deposits                    40,028                                         33,330
Other
non-interest-bearing
  liabilities                4,232                                         10,246
Total liabilities          774,944                                        687,599

Total equity               141,641                                        145,094
Total liabilities and
equity                   $ 916,585                                      $ 832,693
Net interest income                    $       6,208                                  $       5,076
Interest rate spread
(1)                                                            2.68 %                                         2.43 %
Net interest margin
(2)                                                            2.85 %                                         2.58 %
Average
interest-earning
assets
  to average
interest-bearing
  liabilities               118.42 %                                       121.17 %



(1)
Interest rate spread represents the difference between the weighted average
yield on interest-earning assets and the weighted average cost of
interest-bearing liabilities.
(2)
Net interest margin represents net interest income divided by average total
interest-earning assets.
(3)
Annualized.
(4)
Cash flow hedges are used to manage interest rate risk




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                                                          Nine Months Ended September 30,
                                               2022                                             2021
                             Average       Interest and        Yield/        Average        Interest and        Yield/
                             Balance        Dividends         Cost (3)       Balance         Dividends         Cost (3)
                                                               (Dollars in thousands)
Assets:
Cash and cash equivalents   $  32,485     $           89           0.36 %   $   97,579     $          119           0.16 %
Loans                         612,252             18,404           4.01 %      585,156             17,117           3.91 %
Securities                    168,081              2,698           2.14 %       81,900              1,512           2.46 %
Other interest-earning
assets                          5,458                175           4.30 %        5,785                213           4.92 %
Total interest-earning
assets                        818,276             21,366           3.49 %      770,420             18,961           3.29 %
Non-interest-earning
assets                         52,040                                           40,177
Total assets                $ 870,316                                       $  810,597
Liabilities and equity:
NOW and money market
accounts                    $ 146,653     $          610           0.56 %   $   99,261     $          427           0.57 %
Savings accounts               64,509                126           0.26 %       56,982                 84           0.20 %
Certificates of deposit       369,808              2,189           0.79 %      374,101              2,844           1.02 %
Total interest-bearing
deposits                      580,970              2,925           0.67 %      530,344              3,355           0.85 %
Federal Home Loan Bank
advances (4)                   97,571              1,403           1.92 %      101,249              1,177           1.55 %
Total interest-bearing
liabilities                   678,541              4,328           0.85 %      631,593              4,532           0.96 %
Non-interest-bearing
deposits                       44,256                                           28,602
Other
non-interest-bearing
  liabilities                   3,705                                            9,458
Total liabilities             726,502                                          669,653
Total equity                  143,814                                          140,944
Total liabilities and
equity                      $ 870,316                                       $  810,597
Net interest income                       $       17,038                                   $       14,429
Interest rate spread (1)                                           2.63 %                                           2.33 %
Net interest margin (2)                                            2.78 %                                           2.50 %
Average interest-earning
assets
  to average
interest-bearing
  liabilities                  120.59 %                                         121.98 %


(1)
Interest rate spread represents the difference between the weighted average
yield on interest-earning assets and the weighted average cost of
interest-bearing liabilities.
(2)
Net interest margin represents net interest income divided by average total
interest-earning assets.
(3)
Annualized.
(4)
Cash flow hedges are used to manage interest rate risk


                                       33
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Rate/Volume Analysis



The following table sets forth the effects of changing rates and volumes on net
interest income. The rate column shows the effects attributable to changes in
rate (changes in rate multiplied by prior volume). The volume column shows the
effects attributable to changes in volume (changes in volume multiplied by prior
rate). The net column represents the sum of the prior columns. Changes
attributable to changes in both rate and volume that cannot be segregated have
been allocated proportionally based on the changes due to rate and the changes
due to volume.

                                    Three Months Ended September 30,               Nine Months Ended September 30,
                                         2022 Compared to Three                     2022 Compared to Nine Months
                                    Months Ended September 30, 2021                   Ended September 30, 2021
                                       Increase (Decrease) Due to                    Increase (Decrease) Due to
                                 Volume            Rate            Net          Volume            Rate           Net
                                                                    (In thousands)
Interest income:                                                     (unaudited)

Cash and cash equivalents $ (234 ) $ 232 $ (2 )

$      (147 )     $     116      $    (31 )
Loans receivable                       900            152           1,052             829             458         1,287
Securities                             530            107             637           1,522            (336 )       1,186
Other interest earning
assets                                  37            (34 )             3             (12 )           (26 )         (38 )
Total interest-earning
assets                               1,233            457           1,690           2,192             212         2,404

Interest expense:
NOW and money market
accounts                                88            (63 )            25             196             (13 )         183
Savings accounts                       (10 )           14               4              13              29            42
Certificates of deposit                 68            112             180             (32 )          (623 )        (655 )
Federal Home Loan Bank
advances                               138            210             348             (69 )           295           226
Total interest-bearing
liabilities                            284            273             557             108            (312 )        (204 )
Net increase (decrease) in
net
  interest income              $       949       $    184       $   1,133     $     2,084       $     524      $  2,608

Comparison of Operating Results for the Three Months Ended September 30, 2022 and September 30, 2021



General. Net income increased by $888,000, or 85.2%, to $1.9 million for the
three months ended September 30, 2022 from $1.0 million for the three months
ended September 30, 2021. The increase was due to an increase in net interest
income of $1.1 million and a decrease of $137,000 in non-interest expense,
offset by a decrease in non-interest income of $105,000 and an increase of
$150,000 in provision for loan losses.

Interest Income. Interest income increased $1.7 million, or 26.1%, to $8.2
million for the three months ended September 30, 2022. The increase reflected an
$85.0 million increase in the average balance of interest-earnings assets, and a
45 basis points increase in the average yield on interest-earning assets to
3.75% for the three months ended September 30, 2022 from 3.30% for the three
months ended September 30, 2021.

Interest income on cash and cash equivalents decreased $3,000, or 36.3%, to
$30,000 for the three months ended September 30, 2022 from $33,000 for the three
months ended September 30, 2021 due to a $95.5 million decrease in the average
balance of cash and cash equivalents to $5.9 million for the three months ended
September 30, 2022 from $101.5 million for the three months ended September 30,
2021, reflecting the use of excess liquidity to fund loan originations and
purchase investment securities. This was offset by a 192 basis point increase in
the average yield on cash and cash equivalents from 0.13% for the three months
ended September 30, 2021 to 2.05% for the three months ended September 30, 2022
due to the higher interest rate environment.

Interest income on loans increased $1.1 million, or 17.6%, to $7.0 million for
the three months ended September 30, 2022 compared to $6.0 million for the three
months ended September 30, 2021 due primarily to an $85.4 million increase in
the average balance of loans to $670.1 million for the three months ended
September 30, 2022 from $584.8 million for the three months ended September 30,
2021 and, to a lesser extent, due to a ten basis point increase in the average
yield on loans from 4.05% for the three months ended September 30, 2021 to 4.15%
for the three months ended September 30,

                                       34
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2022.



Interest income on securities increased $637,000, or 150.1%, to $1.1 million for
the three months ended September 30, 2022 from $424,000 for the three months
ended September 30, 2021 due primarily to a $94.0 million increase in the
average balance of securities to $182.6 million for the three months ended
September 30, 2022 from $88.6 million for the three months ended September 30,
2021, reflecting the purchase of investments with excess liquidity, and to a
lesser extent, due to a 41 basis point increase in the average yield from 1.91%
for the three months ended September 30, 2021 to 2.32% for the three months
ended September 30, 2022.

Interest Expense. Interest expense increased $557,000, or 39.5%, to $2.0 million
for the three months ended September 30, 2022 from $1.4 million for the three
months ended September 30, 2021. The decrease primarily reflected a 21 basis
point increase in the average cost of interest-bearing liabilities to 1.08% for
the three months ended September 30, 2022 from 0.87% for the three months ended
September 30, 2021.

Interest expense on interest-bearing deposits increased $209,000, or 20.1%, to
$1.3 million for the three months ended September 30, 2022 from $1.0 million for
the three months ended September 30, 2021. The increase was due to a seven basis
point increase in the average cost of interest-bearing deposits to 0.82% for the
three months ended September 30, 2022 from 0.75% for the three months ended
September 30, 2021. The increase in the average cost of deposits was due to
higher average balances and higher average costs of certificates of deposit.
This increase was also due to a $54.2 million increase in the average balance of
total deposits to $602.2 million for the three months ended September 30, 2022
from $548.0 million for the three months ended September 30, 2021.

Interest expense on Federal Home Loan Bank borrowings increased $348,000, or
94.0%, from $369,000 for the three months ended September 30, 2021 to $717,000
for the three months ended September 30, 2022. The increase was due to an
increase in the average cost of borrowings of 78 basis points to 2.30% for the
three months ended September 30, 2022 from 1.52% for the three months ended
September 30, 2021 due to the higher newer borrowing rates. The increase was
also due to an increase in the average balance of borrowings of $32.5 million to
$128.5 million for the three months ended September 30, 2022 from $96.0 million
for the three months ended September 30, 2021.

Net Interest Income. Net interest income increased $1.1 million, or 22.3%, to
$6.2 million for the three months ended September 30, 2022 from $5.1 million for
the three months ended September 30, 2021. The increase reflected a 25 basis
point increase in our net interest rate spread to 2.68% for the three months
ended September 30, 2022 from 2.43% for the three months ended September 30,
2021. The net interest margin increased 27 basis points to 2.85% for the three
months ended September 30, 2022 from 2.58% for the three months ended September
30, 2021.

Provision for Loan Losses. The Bank recorded a $175,000 provision for loan
losses for the three months ended September 30, 2022 compared to a $25,000
provision for the three-month period ended September 30, 2021. Higher balances
in residential and construction loans were the reason for the provision for the
three months ended September 30, 2022. The Bank continues to have a low level of
delinquent and non-accrual loans in the portfolio, as well as no charge-offs.
Non-performing assets were $1.9 million, or 0.20% of total assets, at September
30, 2022. The allowance for loan losses was $2.4 million, or 0.34% of loans
outstanding and 128.8% of nonperforming loans, at September 30, 2022.

Non-Interest Income. Non-interest income decreased by $105,000, or 28.0%, to
$270,000 for the three months ended September 30, 2022 from $374,000 for the
three months ended September 30, 2021. Gain on sale of loans decreased $127,000
as the Bank decided to portfolio loans rather than sell loans. This decrease was
offset by a $28,000, or 17.8%, increase in bank-owned life insurance to $185,000
for the three months ended September 30, 2022 from $157,000 for the three months
ended September 30, 2021 due to a $5.0 million purchase of bank-owned life
insurance during the nine months ended September 30, 2022.

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Non-Interest Expense. For the three months ended September 30, 2022,
non-interest expense decreased $137,000, or 3.6%, over the comparable 2021
period primarily due to the $370,000 of expense related to the data processing
conversion in 2021. Salaries and employee benefits increased $125,000, or 6.2%,
due to the new equity plan established in September 2021 and due to more
employees due to the acquisition and the addition of a sixth branch office. Data
processing expense increased $54,000, or 21.1%, due to higher costs associated
with being a larger organization. Professional fees increased $35,000, or 27.2%,
due in part to the settlement of a legal case in 2022. The increase in
advertising expense of $96,000, or 160.2%, was due to additional promotions for
branch locations and new promotions on deposit and loan products.

Income Tax Expense. Income tax expense increased $127,000, or 21.0%, to $734,000
for the three months ended September 30, 2022 from $607,000 for the three months
ended September 30, 2021. The increase was due to $1.0 million of higher taxable
income. The effective tax rate for the three months ended September 30, 2022 and
2021 were 27.55% and 36.80%, respectively. For the period ending September 30,
2021 there was a true up expense after the tax returns were completed resulting
in a higher effective tax rate.

Comparison of Operating Results for the Nine Months Ended September 30, 2022 and 2021



General. Net income decreased by $514,000, or 9.4%, to $5.0 million for the nine
months ended September 30, 2022 from $5.5 million for the nine months ended
September 30, 2021. The decrease was due to a decrease in non-interest income of
$2.4 million, an increase in provision for loan losses of $363,000, and an
increase of $412,000 in income taxes, offset by an increase in net interest
income of $2.6 million.

Interest Income. Interest income increased $2.4 million, or 12.7%, to $21.4
million for the nine months ended September 30, 2022 from $19.0 million for the
nine months ended September 30, 2021. The increase reflected a $47.9 million
increase in the average balance of interest-earnings assets, and a 20 basis
point increase in the average yield on interest-earning assets to 3.49% for the
nine months ended September 30, 2022 from 3.29% for the nine months ended
September 30, 2021.

Interest income on cash and cash equivalents decreased $30,000, or 33.6%, to
$89,000 for the nine months ended September 30, 2022 from $119,000 for the nine
months ended September 30, 2021 due to a $65.1 million decrease in the average
balance of cash and cash equivalents to $32.5 million for the nine months ended
September 30, 2022 from $97.6 million for the nine months ended September 30,
2021, reflecting the use of excess liquidity to fund loan originations and
purchase investment securities. This was offset by a 20 basis point increase in
the average yield on cash and cash equivalents from 0.16% for the nine months
ended September 30, 2021 to 0.36% for the nine months ended September 30, 2022
due to the higher interest rate environment.

Interest income on loans increased $1.3 million, or 7.5%, to $18.4 million for
the nine months ended September 30, 2022 compared to $17.1 million for the nine
months ended September 30, 2021 due primarily to a $27.1 million increase in the
average balance of loans to $612.3 million for the nine months ended September
30, 2022 from $585.2 million for the nine months ended September 30, 2021 and,
to a lesser extent, due to a ten basis point increase in the average yield on
loans from 3.91% for the nine months ended September 30, 2021 to 4.01% for the
nine months ended September 30, 2022.

Interest income on securities increased $1.2 million, or 78.4%, to $2.7 million
for the nine months ended September 30, 2022 from $1.5 million for the nine
months ended September 30, 2021 due to a $86.2 million increase in the average
balance of securities to $168.1 million for the nine months ended September 30,
2022 from $81.9 million for the nine months ended September 30, 2021, reflecting
the purchase of investments with excess liquidity. The increase was offset by a
32 basis point decrease in the average yield from 2.46% for the nine months
ended September 30, 2021 to 2.14% for the nine months ended September 30, 2022.

Interest Expense. Interest expense decreased $204,000, or 4.5%, to $4.3 million
for the nine months ended September 30, 2022 from $4.5 million for the nine
months ended September 30, 2021. The decrease primarily reflected a 11 basis
point decrease in the average cost of interest-bearing liabilities to 0.85% for
the nine months ended September 30, 2022 from 0.96% for the nine months ended
September 30, 2021, offset by a $46.9 million, or 7.3%, increase in the average
balance of interest-bearing liabilities from $631.6 million for the nine months
ended September 30, 2021 to $678.5 million for the nine months ended September
30, 2022.

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Interest expense on interest-bearing deposits decreased $430,000, or 12.8%, to
$2.9 million for the nine months ended September 30, 2022 from $3.4 million for
the nine months ended September 30, 2021. The decrease was due primarily to an
18 basis point decrease in the average cost of interest-bearing deposits to
0.67% for the nine months ended September 30, 2022 from 0.85% for the nine
months ended September 30, 2021. The decrease in the average cost of deposits
was due to a higher average balance of core deposits, offset by a decrease in
the average balance and average cost of certificates of deposit. This decrease
was offset by a $50.6 million increase in the average balance of deposits to
$581.0 million for the nine months ended September 30, 2022 from $530.3 million
for the nine months ended September 30, 2021, primarily due to a $47.4 million
increase in the average balance of NOW and money market accounts from $99.3
million for the nine months ended September 30, 2021 to $146.7 million for the
nine months ended September 30, 2022.

Interest expense on Federal Home Loan Bank borrowings increased $226,000, or
19.2%, from $1.2 million for the nine months ended September 30, 2021 to $1.4
million for the nine months ended September 30, 2022. The increase was due to an
increase in the average cost of borrowings of 37 basis points to 1.92% for the
nine months ended September 30, 2022 from 1.55% for the nine months ended
September 30, 2021 due to the higher new borrowing rates. The increase was
offset by a decrease in the average balance of borrowings of $3.7 million to
$97.6 million for the nine months ended September 30, 2022 from $101.2 million
for the nine months ended September 30, 2021.


Net Interest Income. Net interest income increased $2.6 million, or 18.1%, to
$17.0 million for the nine months ended September 30, 2022 from $14.4 million
for the nine months ended September 30, 2021. The increase reflected a 30 basis
point increase in the net interest rate spread to 2.63% for the nine months
ended September 30, 2022 from 2.33% for the nine months ended September 30,
2021. The net interest margin increased 28 basis points to 2.78% for the nine
months ended September 30, 2022 from 2.50% for the nine months ended September
30, 2021.

Provision for Loan Losses. The Bank recorded a $275,000 provision for loan
losses the nine months ended September 30, 2022 compared to a $88,000 credit for
the nine months ended September 30, 2021. Higher balances in residential and
construction loans were the reason for the provision for the nine months ended
September 30, 2022. The Bank continues to have a low level of delinquent and
non-accrual loans in the portfolio, as well as no charge-offs.

Non-Interest Income. Non-interest income decreased by $2.4 million, or 73.1%, to
$868,000 for the nine months ended September 30, 2022 from $3.2 million for the
nine months ended September 30, 2021. For the nine months ended September 30,
2021, there was a $1.9 million bargain purchase gain recognized in the Gibraltar
Bank acquisition in 2021. Gain on sale of loans decreased $560,000, or 86.6%, to
$87,000 for the nine months ended September 30, 2022 from $647,000 for the nine
months ended September 30, 2021. The decrease was due to less sales as the Bank
decided to retail more originated loans in the higher rate environment.
Bank-owned life insurance income increased $119,000, or 30.3%, to $511,000 for
the nine months ended September 30, 2022 from $392,000 for the nine months ended
September 30, 2021 due to a $5.0 million purchase of bank-owned life insurance
during the nine months ended September 30, 2022.

Non-Interest Expense. For the nine months ended September 30, 2022, non-interest
expense decreased $12,000, or 0.1%, to $10.8 million, over the comparable 2021
period. Salaries and employee benefits increased $713,000, or 12.7%, due to a
equity plan implemented in September 2021 and due to more employees due to the
acquisition and the addition of a sixth branch office. Data processing expense
increased $143,000, or 18.3%, due to higher data processing expense associated
with a larger company. Advertising expense increased $188,000 due to additional
promotions for branch locations and new promotions for loan and deposit
products. Professional fees decreased $137,000, or 23.0%, due to lower
consulting expense. Merger fees and core conversion costs were $1.1 million in
2021. The increase in equipment and occupancy expenses of $134,000, or 14.9%,
was mainly due to the additional branch locations.

Income Tax Expense. Income tax expense increased $412,000, or 28.0%, to $1.9
million for the nine months ended September 30, 2022 from $1.5 million for the
nine months ended September 30, 2021. The increase was due to $1.3 million of
higher taxable income. The effective tax rate for the nine months ended
September 30, 2022 and

                                       37
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2021 were 27.46% and 21.14% respectively. The lower tax rate for the nine months ended September 30, 2021 was due to higher tax free income.

Management of Market Risk



General. The majority of our assets and liabilities are monetary in nature.
Consequently, our most significant form of market risk is interest rate risk.
Our assets, consisting primarily of loans, have longer maturities than our
liabilities, consisting primarily of deposits. As a result, a principal part of
our business strategy is to manage our exposure to changes in market interest
rates. Accordingly, our board of directors has established an Asset/Liability
Management Committee (the "ALCO"), which is comprised of three members of
executive management and two independent directors, which oversees the
asset/liability management processes and related procedures. The ALCO meets on
at least a quarterly basis and reviews asset/liability strategies, liquidity
positions, alternative funding sources, interest rate risk measurement reports,
capital levels and economic trends at both national and local levels. Our
interest rate risk position is also monitored quarterly by the board of
directors.

We manage our interest rate risk to minimize the exposure of our earnings and
capital to changes in market interest rates. We have implemented the following
strategies to manage our interest rate risk: originating and purchasing loans
with adjustable interest rates; promoting core deposit products; monitoring the
length of our borrowings with the Federal Home Loan Bank and brokered deposits
depending on the interest rate environment; maintaining a significant portion of
our investments as available-for-sale; diversifying our loan portfolio; and
strengthening our capital position. By following these strategies, we believe
that we are better positioned to react to changes in market interest rates.

Net Portfolio Value Simulation. We analyze our sensitivity to changes in
interest rates through a net portfolio value of equity ("NPV") model. NPV
represents the present value of the expected cash flows from our assets less the
present value of the expected cash flows arising from our liabilities, adjusted
for the value of off-balance sheet contracts. The NPV ratio represents the
dollar amount of our NPV divided by the present value of our total assets for a
given interest rate scenario. NPV attempts to quantify our economic value using
a discounted cash flow methodology while the NPV ratio reflects that value as a
form of capital ratio. We estimate what our NPV would be at a specific date. We
then calculate what the NPV would be at the same date throughout a series of
interest rate scenarios representing immediate and permanent, parallel shifts in
the yield curve. We currently calculate NPV under the assumptions that interest
rates increase 100, 200, 300 and 400 basis points from current market rates and
that interest rates decrease 100 and 200 basis points from current market rates.

The following table presents the estimated changes in our net portfolio value
that would result from changes in market interest rates as September 30, 2022.
All estimated changes presented in the table are within the policy limits
approved by the board of directors.

                                                                              NPV as Percent of Portfolio
                                                NPV                                 Value of Assets
                                       (Dollars in thousands)
Basis Point ("bp") Change in    Dollar        Dollar        Percent
       Interest Rates           Amount        Change         Change         NPV Ratio             Change
           400 bp              $  67,694     $ (55,057 )       (44.86 )%           8.56 %             (37.24 )%
           300 bp                 81,990       (40,761 )       (33.20 )           10.06               (26.25 )
           200 bp                 97,160       (25,591 )       (20.85 )           11.54               (15.40 )
           100 bp                111,127       (11,624 )        (9.47 )           12.77                (6.38 )
             -                   122,751             -              -             13.64
          (100) bp               128,514         5,763           4.70             13.81                 1.25
          (200) bp               148,638        25,887          21.09             15.46                13.34




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Certain shortcomings are inherent in the methodologies used in the above
interest rate risk measurements. Modeling changes require making certain
assumptions that may or may not reflect the manner in which actual yields and
costs respond to changes in market interest rates. The above table assumes that
the composition of our interest-sensitive assets and liabilities existing at the
date indicated remains constant uniformly across the yield curve regardless of
the duration or repricing of specific assets and liabilities. Accordingly,
although the table provides an indication of our interest rate risk exposure at
a particular point in time, such measurements are not intended to and do not
provide a precise forecast of the effect of changes in market interest rates on
our NPV and will differ from actual results.

Net Interest Income Analysis. We also use income simulation to measure interest
rate risk inherent in our balance sheet at a given point in time by showing the
effect on net interest income, over specified time frames and using different
interest rate shocks and ramps. The assumptions include management's best
assessment of the effect of changing interest rates on the prepayment speeds of
certain assets and liabilities, projections for account balances in each of the
product lines offered and the historical behavior of deposit rates and balances
in relation to changes in interest rates. These assumptions are subject to
change, and as a result, the model is not expected to precisely measure net
interest income or precisely predict the impact of fluctuations in interest
rates on net interest income. Actual results will differ from the simulated
results due to timing, magnitude, and frequency of interest rate changes as well
as changes in the balance sheet composition and market conditions. Assumptions
are supported with quarterly back testing of the model to actual market rate
shifts.

As of September 30, 2022, net interest income simulation results indicated that
its exposure over one year to changing interest rates was within our guidelines.
The following table presents the estimated impact of interest rate changes on
our estimated net interest income over one year:

Changes in Interest Rates Change in Net Interest Income Year One


    (basis points)(1)            (% change from year one base)
           400                                                (23.75 )%
           300                                                (17.83 )
           200                                                (11.87 )
           100                                                 (5.90 )
            -                                                      -
          (100)                                                 4.53
          (200)                                                (0.94 )




(1)

The calculated change in net interest income assumes an instantaneous parallel shift of the yield curve.



The preceding simulation analyses does not represent a forecast of actual
results and should not be relied upon as being indicative of expected operating
results. These hypothetical estimates are based upon numerous assumptions, which
are subject to change, including: the nature and timing of interest rate levels
including the yield curve shape, prepayments on loans and securities, deposit
decay rates, pricing decisions on loans and deposits, reinvestment/replacement
of asset and liability cash flows, and others. Also, as market conditions vary,
prepayment/refinancing levels, the varying impact of interest rate changes on
caps and floors embedded in adjustable-rate loans, early withdrawal of deposits,
changes in product preferences, and other internal/external variables will
likely deviate from those assumed.

Liquidity and Capital Resources



Liquidity. Liquidity describes our ability to meet financial obligations that
arise in the ordinary course of business. Liquidity is primarily needed to meet
the borrowing and deposit withdrawal requirements of our customers and to fund
current and planned expenditures. Our primary sources of funds are deposits,
principal and interest payments on loans and securities and proceeds from calls,
maturities and sales of securities and sales of loans. We also have the ability
to borrow from the Federal Home Loan Bank of New York. At September 30, 2022, we
had the ability to borrow up to $329.5 million, of which $128.0 million was
outstanding and $1.5 million was utilized as collateral for letters of credit
issued to secure municipal deposits. At September 30, 2022, we had $51.0 million
in unsecured lines of credit with four correspondent banks with no outstanding
balance.

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The board of directors is responsible for establishing and monitoring our
liquidity targets and strategies in order to ensure that sufficient liquidity
exists for meeting the borrowing needs and deposit withdrawals of our customers
as well as unanticipated contingencies. We believe that we had ample sources of
liquidity to satisfy our short- and long-term liquidity needs as of September
30, 2022.

While maturities and scheduled amortization of loans and securities are
predictable sources of funds, deposit flows and loan prepayments are greatly
influenced by market interest rates, economic conditions, and competition. Our
most liquid assets are cash and cash equivalents. The levels of these assets are
dependent on our operating, financing, lending and investing activities during
any period. At September 30, 2022, cash and cash equivalents totaled $13.3
million. Securities classified as available-for-sale, which provide additional
sources of liquidity, totaled $88.1 million at September 30, 2022.

We are committed to maintaining a strong liquidity position. We monitor our
liquidity position on a daily basis. We anticipate we will have sufficient funds
to meet our current funding commitments. Certificates of deposit due within one
year of September 30, 2022 totaled $244.7 million, or 40.0% of total deposits.
If these deposits do not remain with us, we will be required to seek other
sources of funds, including other deposits and Federal Home Loan Bank of New
York advances. Depending on market conditions, we may be required to pay higher
rates on such deposits or borrowings than we currently pay. We believe, however,
based on past experience that a significant portion of such deposits will remain
with us. We have the ability to attract and retain deposits by adjusting the
interest rates offered.

Capital Resources. We are subject to various regulatory capital requirements
administered by the New Jersey Department of Banking and Insurance and the
Federal Deposit Insurance Corporation. At September 30, 2022, we exceeded all
applicable regulatory capital requirements, and were considered "well
capitalized" under regulatory guidelines. As a result of the Economic Growth,
Regulatory Relief, and Consumer Protection Act, as modified in April 2020, the
federal banking agencies were required to develop a "Community Bank Leverage
Ratio" (the ratio of a bank's Tier 1 "equity capital to average total
consolidated assets) for financial institutions with less than $10 billion. A
"qualifying community bank" with capital exceeding 9% will be considered
compliant with all applicable regulatory capital and leverage requirements,
including the capital requirements to be considered "well capitalized" under
Prompt Corrective Action statutes. As a result of the CARES Act, the ratio was
temporarily reduced to 8% for calendar year 2020 and 8.5% for calendar year 2021
in response to COVID-19 and transitioned back to 9% as of January 1, 2022. As of
September 30, 2022, the Bank is reporting as a qualifying community bank with a
ratio of 17.50%.

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