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Section 1: 10-Q (GREENE COUNTY BANCORP, INC. 10-Q 9-30-2016)


U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

☒ QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2016

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT


GREENE COUNTY BANCORP, INC.

(Exact name of registrant as specified in its charter)

Commission file number  0-25165


United States
 
14-1809721
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer  Identification Number)

302 Main Street, Catskill, New York
 
12414
(Address of principal executive office)
 
(Zip code)

Registrant's telephone number, including area code: (518) 943-2600
 
Check whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.    Yes:      No:
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes:      No: ☐ 
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company.  See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  
Accelerated filer ☐
Non-accelerated filer    
Smaller reporting company  ☒
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   Yes:   No:  

As of November 10, 2016, the registrant had 8,492,614 shares of common stock outstanding at $ 0.10 par value per share.
 


GREENE COUNTY BANCORP, INC.

INDEX

PART I.
FINANCIAL INFORMATION
 
   
Page
Item 1.
Financial Statements (unaudited)
 
 
3
 
4
 
5
 
6
 
7
 
8-26
     
Item 2.
27-39
     
Item 3.
39
     
Item 4.
39
     
PART II.
OTHER INFORMATION
 
     
Item 1.
40
     
Item 1A.
40
     
Item 2.
40
     
Item 3.
40
     
Item 4.
40
     
Item 5.
40
     
Item 6.
40
     
 
41
 
Exhibit 31.1 302 Certification of Chief Executive Officer
 
 
Exhibit 31.2 302 Certification of Chief Financial Officer
 
 
Exhibit 32.1 906 Statement of Chief Executive Officer
 
 
Exhibit 32.2 906 Statement of Chief Financial Officer
 
 
Exhibit 101 Extensible Business Reporting Language (XBRL)
 
 
2

Greene County Bancorp, Inc.
Consolidated Statements of Financial Condition
As of September 30, 2016 and June 30, 2016
(Unaudited)
(In thousands, except share and per share amounts)

ASSETS
 
September 30, 2016
   
June 30, 2016
 
Total cash and cash equivalents
 
$
19,986
   
$
15,895
 
                 
Long term certificate of deposit
   
2,145
     
2,210
 
Securities available-for-sale, at fair value
   
91,205
     
100,123
 
Securities held-to-maturity, at amortized cost (fair value $215,766 at September 30, 2016; $214,058 at June 30, 2016)
   
207,601
     
204,935
 
Federal Home Loan Bank stock, at cost
   
2,220
     
2,752
 
                 
Loans
   
557,821
     
531,290
 
Allowance for loan losses
   
(9,976
)
   
(9,485
)
Unearned origination fees and costs, net
   
1,044
     
959
 
Net loans receivable
   
548,889
     
522,764
 
                 
Premises and equipment
   
14,058
     
14,176
 
Accrued interest receivable
   
3,701
     
3,610
 
Foreclosed real estate
   
284
     
370
 
Prepaid expenses and other assets
   
3,026
     
1,946
 
Total assets
 
$
893,115
   
$
868,781
 
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Noninterest-bearing deposits
 
$
95,008
   
$
88,254
 
Interest-bearing deposits
   
677,587
     
650,633
 
Total deposits
   
772,595
     
738,887
 
                 
Borrowings from Federal Home Loan Bank, short-term
   
14,300
     
26,100
 
Borrowings from Federal Home Loan Bank, long-term
   
20,300
     
20,300
 
Accrued expenses and other liabilities
   
9,506
     
9,193
 
Total liabilities
   
816,701
     
794,480
 
                 
SHAREHOLDERS' EQUITY
               
Preferred stock, Authorized - 1,000,000 shares; Issued - None
   
-
     
-
 
Common stock, par value $.10 per share; Authorized - 12,000,000 shares; Issued – 8,611,340 shares Outstanding 8,487,614 shares at September 30, 2016, and 8,475,614 shares at June 30, 2016
   
861
     
861
 
Additional paid-in capital
   
10,943
     
10,872
 
Retained earnings
   
65,943
     
63,805
 
Accumulated other comprehensive loss
   
(866
)
   
(725
)
Treasury stock, at cost 123,726 shares at September 30, 2016, and 135,726 shares at June 30, 2016
   
(467
)
   
(512
)
Total shareholders’ equity
   
76,414
     
74,301
 
Total liabilities and shareholders’ equity
 
$
893,115
   
$
868,781
 
 
See notes to consolidated financial statements
 
3

Greene County Bancorp, Inc.
Consolidated Statements of Income
For the Three Months Ended September 30, 2016 and 2015
(Unaudited)
(In thousands, except share and per share amounts)

   
2016
   
2015
 
Interest income:
           
Loans
 
$
6,053
   
$
5,293
 
Investment securities - taxable
   
150
     
134
 
Mortgage-backed securities
   
784
     
767
 
Investment securities - tax exempt
   
824
     
667
 
Interest-bearing deposits and federal funds sold
   
3
     
2
 
Total interest income
   
7,814
     
6,863
 
                 
Interest expense:
               
Interest on deposits
   
606
     
531
 
Interest on borrowings
   
121
     
83
 
Total interest expense
   
727
     
614
 
                 
Net interest income
   
7,087
     
6,249
 
Provision for loan losses
   
543
     
374
 
Net interest income after provision for loan losses
   
6,544
     
5,875
 
                 
Noninterest income:
               
Service charges on deposit accounts
   
773
     
717
 
Debit card fees
   
491
     
452
 
Investment services
   
70
     
93
 
E-commerce fees
   
32
     
24
 
Other operating income
   
183
     
198
 
Total noninterest income
   
1,549
     
1,484
 
                 
Noninterest expense:
               
Salaries and employee benefits
   
2,668
     
2,424
 
Occupancy expense
   
380
     
363
 
Equipment and furniture expense
   
120
     
120
 
Service and data processing fees
   
448
     
410
 
Computer software, supplies and support
   
146
     
133
 
Advertising and promotion
   
123
     
101
 
FDIC insurance premiums
   
114
     
100
 
Legal and professional fees
   
198
     
260
 
Other
   
557
     
647
 
Total noninterest expense
   
4,754
     
4,558
 
                 
Income before provision for income taxes
   
3,339
     
2,801
 
Provision for income taxes
   
832
     
651
 
Net income
 
$
2,507
   
$
2,150
 
                 
Basic earnings per share
 
$
0.30
   
$
0.25
 
Basic average shares outstanding
   
8,483,179
     
8,446,312
 
Diluted earnings per share
 
$
0.30
   
$
0.25
 
Diluted average shares outstanding
   
8,497,669
     
8,498,760
 
Dividends per share
 
$
0.0950
   
$
0.0925
 
 
See notes to consolidated financial statements
 
4

Greene County Bancorp, Inc.
Consolidated Statements of Comprehensive Income
For the Three Months Ended September 30, 2016 and 2015
(Unaudited)
(In thousands)

   
2016
   
2015
 
Net Income
 
$
2,507
   
$
2,150
 
Other comprehensive income:
               
Unrealized holding gains on available-for-sale securities, net of income taxes of ($101) and $21, respectively
    (142 )     34  
               
Accretion of unrealized loss on securities transferred to held-to-maturity, net of income taxes of $1 and $4, respectively
   
1
     
6
 
                 
Total other comprehensive income, net of taxes
   
(141
)
   
40
 
                 
Comprehensive income
 
$
2,366
   
$
2,190
 

See notes to consolidated financial statements.
 
5

Greene County Bancorp, Inc.
Consolidated Statements of Changes in Shareholders’ Equity
For the Three Months Ended September 30, 2016 and 2015
(Unaudited)
(In thousands)

   
Common
Stock
   
Additional
Paid-In
Capital
   
Retained
Earnings
   
Accumulated
Other
Comprehensive
Income
   
Treasury
Stock
   
Total
Shareholders'
Equity
 
Balance at June 30, 2015
 
$
431
   
$
11,220
   
$
56,696
   
$
(798
)
 
$
(629
)
 
$
66,920
 
Options exercised
           
10
                     
16
     
26
 
Dividends declared
                   
(355
)
                   
(355
)
Net income
                   
2,150
                     
2,150
 
Other comprehensive income, net of taxes
                           
40
             
40
 
Balance at September 30, 2015
 
$
431
   
$
11,230
   
$
58,491
   
$
(758
)
 
$
(613
)
 
$
68,781
 

   
Common
Stock
   
Additional
Paid-In
 Capital
   
Retained
Earnings
   
Accumulated
Other
Comprehensive
Loss
   
Treasury
Stock
   
Total
Shareholders'
Equity
 
Balance at June 30, 2016
 
$
861
   
$
10,872
   
$
63,805
   
$
(725
)
 
$
(512
)
 
$
74,301
 
Options exercised
           
30
                     
45
     
75
 
Tax benefit of stock based compensation
           
41
                             
41
 
Dividends declared
                   
(369
)
                   
(369
)
Net income
                   
2,507
                     
2,507
 
Other comprehensive income, net of taxes
                           
(141
)
           
(141
)
Balance at September 30, 2016
 
$
861
   
$
10,943
   
$
65,943
   
$
(866
)
 
$
(467
)
 
$
76,414
 
 
See notes to consolidated financial statements.
 
6

Greene County Bancorp, Inc.
Consolidated Statements of Cash Flows
For the Three Months Ended September 30, 2016 and 2015
(Unaudited)
(In thousands)
   
2016
   
2015
 
Cash flows from operating activities:
           
Net Income
 
$
2,507
   
$
2,150
 
Adjustments to reconcile net income to net cash provided by operating activities
               
Depreciation
   
159
     
158
 
Deferred income tax expense
   
801
     
751
 
Net amortization of premiums and discounts
   
223
     
174
 
Net amortization of deferred loan costs and fees
   
118
     
102
 
Provision for loan losses
   
543
     
374
 
Losses on sale of foreclosed real estate
   
47
     
106
 
Excess tax benefit from share based compensation
   
(41
)
   
-
 
Net decrease in accrued income taxes
   
(1,554
)
   
(764
)
Net increase in accrued interest receivable
   
(90
)
   
(159
)
Net decrease in prepaid and other assets
   
207
     
209
 
Net decrease in other liabilities
   
(81
)
   
(702
)
Net cash provided by operating activities
   
2,839
     
2,399
 
                 
Cash flows from investing activities:
               
Securities available-for-sale:
               
Proceeds from maturities
   
24,481
     
15,735
 
Purchases of securities
   
(16,443
)
   
(26,970
)
Principal payments on securities
   
620
     
1,512
 
Securities held-to-maturity:
               
Proceeds from maturities
   
3,253
     
2,788
 
Purchases of securities
   
(7,648
)
   
(10,860
)
Principal payments on securities
   
1,525
     
2,403
 
Net redemption of Federal Home Loan Bank Stock
   
532
     
662
 
Maturity of long term certificate of deposit
   
65
     
-
 
Net increase in loans receivable
   
(26,786
)
   
(17,756
)
Proceeds from sale of foreclosed real estate
   
39
     
223
 
Purchases of premises and equipment
   
(41
)
   
(119
)
Net cash used by investing activities
   
(20,403
)
   
(32,382
)
                 
Cash flows from financing activities
               
Net decrease in short-term FHLB advances
   
(11,800
)
   
(14,700
)
Payment of cash dividends
   
(369
)
   
(355
)
Proceeds from issuance of stock options
   
75
     
26
 
Excess tax benefit from share based compensation
   
41
     
-
 
Net increase in deposits
   
33,708
     
41,591
 
Net cash provided by financing activities
   
21,655
     
26,562
 
                 
Net increase (decrease) in cash and cash equivalents
   
4,091
     
(3,421
)
Cash and cash equivalents at beginning of period
   
15,895
     
15,538
 
Cash and cash equivalents at end of period
 
$
19,986
   
$
12,117
 
                 
Non-cash investing activities:
               
Foreclosed loans transferred to foreclosed real estate
 
$
-
   
$
318
 
Cash paid during period for:
               
Interest
 
$
729
   
$
613
 
Income taxes
 
$
1,585
   
$
664
 
 
See notes to consolidated financial statements
 
7

Greene County Bancorp, Inc.
Notes to Consolidated Financial Statements
As of and for the Three Months Ended September 30, 2016 and 2015

(1)
Basis of Presentation

Within the accompanying unaudited consolidated statement of financial condition, and related notes to the consolidated financial statements, June 30, 2016 data was derived from the audited consolidated financial statements of Greene County Bancorp, Inc. (the “Company”) and its wholly owned subsidiaries, The Bank of Greene County (the “Bank”) and Greene Risk Management, Inc., and the Bank’s wholly owned subsidiaries, Greene County Commercial Bank and Greene Property Holdings, Ltd.  The consolidated financial statements at and for the three months ended September 30, 2016 and 2015 are unaudited.

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X.  Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements.  To the extent that information and notes required by GAAP for complete financial statements are contained in or are consistent with the audited financial statements incorporated by reference to Greene County Bancorp, Inc.’s Annual Report on Form 10-K for the year ended June 30, 2016, such information and notes have not been duplicated herein.  In the opinion of management, all adjustments (consisting of only normal recurring items) necessary for a fair presentation of the financial position and results of operations and cash flows at and for the periods presented have been included.   Amounts in the prior year’s consolidated financial statements have been reclassified whenever necessary to conform to the current year’s presentation.  These reclassifications, if any, had no effect on net income or retained earnings as previously reported.  All material inter-company accounts and transactions have been eliminated in the consolidation. The results of operations and other data for the three months ended September 30, 2016 are not necessarily indicative of results that may be expected for the entire fiscal year ending June 30, 2017.   These consolidated financial statements consider events that occurred through the date the consolidated financial statements were issued.

CRITICAL ACCOUNTING POLICIES

Greene County Bancorp, Inc.’s critical accounting policies relate to the allowance for loan losses and the evaluation of securities for other-than-temporary impairment.  The allowance for loan losses is based on management’s estimation of an amount that is intended to absorb losses in the existing portfolio.  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 portfolio, specific impaired loans and current economic conditions.  Such evaluation, which includes a review of all loans for 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, historical loan loss experience, management’s estimate of probable credit losses and other factors that warrant recognition in providing for the allowance of loan losses.  However, this evaluation involves a high degree of complexity and requires management to make subjective judgments that often require assumptions or estimates about highly uncertain matters.  This critical accounting policy and its application are periodically reviewed with the Audit Committee and the Board of Directors.

Securities are evaluated for other-than-temporary impairment by performing periodic reviews of individual securities in the investment portfolio.  Greene County Bancorp, Inc. makes an assessment to determine whether there have been any events or economic circumstances to indicate that a security, on which there is an unrealized loss, is impaired on an other-than-temporary basis.  The Company considers many factors, including the severity and duration of the impairment; the intent and ability of the Company to hold the equity security for a period of time sufficient for a recovery in value; recent events specific to the issuer or industry; and for debt securities, the intent to sell the security, the likelihood to be required to sell the security before it recovers the entire amortized cost, external credit ratings and recent downgrades.  The Company is required to record other-than-temporary impairment charges through earnings, if it has the intent to sell, or will more likely than not be required to sell an impaired debt security before a recovery of its amortized cost basis.  In addition, the Company is required to record other-than-temporary impairment charges through earnings for the amount of credit losses, regardless of the intent or requirement to sell.  Credit loss is measured as the difference between the present value of an impaired debt security’s cash flows and its amortized cost basis.  Non-credit related write-downs to fair value must be recorded as decreases to accumulated other comprehensive income as long as the Company has no intent or requirement to sell an impaired security before a recovery of amortized cost basis.

(2)
Nature of Operations

Greene County Bancorp, Inc.’s primary business is the ownership and operation of its subsidiaries, The Bank of Greene County and Greene Risk Management, Inc.  The Bank of Greene County has 13 full-service offices, an operations center and lending center located in its market area within the Hudson Valley Region of New York State.    The Bank of Greene County is primarily engaged in the business of attracting deposits from the general public in The Bank of Greene County’s market area, and investing such deposits, together with other sources of funds, in loans and investment securities.  Greene Risk Management, Inc. is a pooled captive insurance company, which provides additional insurance coverage for the Company and its subsidiaries related to the operations of the Company for which insurance may not be economically feasible.  The Bank of Greene County also owns and operates two subsidiaries, Greene County Commercial Bank and Greene Property Holdings, Ltd. Greene County Commercial Bank’s primary business is to attract deposits from and provide banking services to local municipalities. Greene Property Holdings, Ltd.is a real estate investment trust, which holds mortgages and notes which were originated through and serviced by The Bank of Greene County.
 
8

(3)
Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could materially differ from those estimates.  Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance for loan losses and the assessment of other-than-temporary security impairment.

While management uses available information to recognize losses on loans, future additions to the allowance for loan losses (the “Allowance”) may be necessary, based on changes in economic conditions, asset quality or other factors.  In addition, various regulatory authorities, as an integral part of their examination process, periodically review the Allowance.  Such authorities may require the Company to recognize additions to the Allowance based on their judgments of information available to them at the time of their examination.

Greene County Bancorp, Inc. makes an assessment to determine whether there have been any events or economic circumstances to indicate that a security on which there is an unrealized loss is impaired on an other-than-temporary basis.  The Company considers many factors including the severity and duration of the impairment; the intent and ability of the Company to hold the security for a period of time sufficient for a recovery in value; recent events specific to the issuer or industry; and for debt securities, intent to sell the security, whether it is more likely than not we will be required to sell the security before recovery, whether loss is expected, external credit ratings and recent downgrades.  Securities on which there is an unrealized loss that is deemed to be other-than-temporary are written down to fair value through earnings.

(4)
Securities

Securities at September 30, 2016 consisted of the following:
 
(In thousands)
 
Amortized Cost
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Estimated Fair
Value
 
Securities available-for-sale:
                       
U.S. government sponsored enterprises
 
$
4,582
   
$
272
   
$
-
   
$
4,854
 
State and political subdivisions
   
52,450
     
4
     
-
     
52,454
 
Mortgage-backed securities-residential
   
5,971
     
168
     
7
     
6,132
 
Mortgage-backed securities-multi-family
   
22,357
     
1,125
     
2
     
23,480
 
Asset-backed securities
   
4
     
-
     
-
     
4
 
Corporate debt securities
   
4,024
     
96
     
-
     
4,120
 
Total debt securities
   
89,388
     
1,665
     
9
     
91,044
 
Equity securities
   
62
     
99
     
-
     
161
 
Total securities available-for-sale
   
89,450
     
1,764
     
9
     
91,205
 
Securities held-to-maturity:
                               
U.S. government sponsored enterprises
   
2,000
     
2
     
-
     
2,002
 
State and political subdivisions
   
103,351
     
4,622
     
13
     
107,960
 
Mortgage-backed securities-residential
   
12,500
     
505
     
-
     
13,005
 
Mortgage-backed securities-multi-family
   
86,609
     
3,040
     
9
     
89,640
 
Corporate debt securities
   
1,000
     
4
     
-
     
1,004
 
Other securities
   
2,141
     
15
     
1
     
2,155
 
Total securities held-to-maturity
   
207,601
     
8,188
     
23
     
215,766
 
Total securities
 
$
297,051
   
$
9,952
   
$
32
   
$
306,971
 
 
9

Securities at June 30, 2016 consisted of the following:

(In thousands)
 
Amortized Cost
   
Gross Unrealized
Gains
   
Gross Unrealized
Losses
   
Estimated
Fair Value
 
Securities available-for-sale:
                       
U.S. government sponsored enterprises
 
$
4,587
   
$
304
   
$
-
   
$
4,891
 
State and political subdivisions
   
60,491
     
8
     
-
     
60,499
 
Mortgage-backed securities-residential
   
6,360
     
185
     
5
     
6,540
 
Mortgage-backed securities-multi-family
   
22,594
     
1,285
     
-
     
23,879
 
Asset-backed securities
   
5
     
-
     
-
     
5
 
Corporate debt securities
   
4,028
     
129
     
-
     
4,157
 
Total debt securities
   
98,065
     
1,911
     
5
     
99,971
 
Equity securities
   
62
     
90
     
-
     
152
 
Total securities available-for-sale
   
98,127
     
2,001
     
5
     
100,123
 
Securities held-to-maturity:
                               
U.S. government sponsored enterprises
   
2,000
     
32
     
-
     
2,032
 
State and political subdivisions
   
99,040
     
5,003
     
3
     
104,040
 
Mortgage-backed securities-residential
   
13,543
     
606
     
-
     
14,149
 
Mortgage-backed securities-multi-family
   
87,204
     
3,471
     
4
     
90,671
 
Corporate debt securities
   
1,000
     
-
     
-
     
1,000
 
Other securities
   
2,148
     
18
     
-
     
2,166
 
Total securities held-to-maturity
   
204,935
     
9,130
     
7
     
214,058
 
Total securities
 
$
303,062
   
$
11,131
   
$
12
   
$
314,181
 

Greene County Bancorp, Inc.’s current policies generally limit securities investments to U.S. Government and securities of government sponsored enterprises, federal funds sold, municipal bonds, corporate debt obligations and certain mutual funds.  In addition, the Company’s policies permit investments in mortgage-backed securities, including securities issued and guaranteed by Fannie Mae, Freddie Mac, and GNMA, and collateralized mortgage obligations issued by these entities.  As of September 30, 2016, all mortgage-backed securities including collateralized mortgage obligations were securities of government sponsored enterprises, no private-label mortgage-backed securities or collateralized mortgage obligations were held in the securities portfolio.  The Company’s investments in state and political subdivisions securities generally are municipal obligations that are general obligations supported by the general taxing authority of the issuer, and in some cases are insured.  The obligations issued by school districts are supported by state aid.  Primarily, these investments are issued by municipalities within New York State.

The following table shows fair value and gross unrealized losses, aggregated by security category and length of time that individual securities have been in a continuous unrealized loss position, at September 30, 2016.


   
Less Than 12 Months
   
More Than 12 Months
   
Total
 
(In thousands, except number of securities)
 
Fair
Value
   
Unrealized
Losses
   
Number of
Securities
   
Fair
Value
   
Unrealized
Losses
   
Number of
Securities
   
Fair
Value
   
Unrealized
 Losses
   
Number of
Securities
 
Securities available-for-sale:
                                                     
Mortgage-backed securities-residential
 
$
896
   
$
7
     
1
   
$
-
   
$
-
     
-
   
$
896
   
$
7
     
1
 
Mortgage-backed securities-multi-family
   
1,734
     
2
     
1
     
-
     
-
     
-
     
1,734
     
2
     
1
 
Total securities available-for-sale
   
2,630
     
9
     
2
     
-
     
-
     
-
     
2,630
     
9
     
2
 
Securities held-to-maturity:
                                                                       
State and political subdivisions
   
2,319
     
12
     
25
     
139
     
1
     
1
     
2,458
     
13
     
26
 
Mortgage-backed securities-multi-family
   
2,532
     
9
     
3
     
-
     
-
     
-
     
2,532
     
9
     
3
 
Other securities
   
224
     
1
     
1
     
-
     
-
     
-
     
224
     
1
     
1
 
Total securities held-to-maturity
   
5,075
     
22
     
29
     
139
     
1
     
1
     
5,214
     
23
     
30
 
Total securities
 
$
7,705
   
$
31
     
31
   
$
139
   
$
1
     
1
   
$
7,844
   
$
32
     
32
 
 
10

The following table shows fair value and gross unrealized losses, aggregated by security category and length of time that individual securities have been in a continuous unrealized loss position, at June 30, 2016.

   
Less Than 12 Months
   
More Than 12 Months
   
Total
 
(In thousands, except number of securities)
 
Fair
Value
   
Unrealized
Losses
   
Number of
Securities
   
Fair
Value
   
Unrealized
Losses
   
Number of
Securities
   
Fair
Value
   
Unrealized
Losses
   
Number of
Securities
 
Securities available-for-sale:
                                                     
Mortgage-backed securities-residential
 
$
924
   
$
5
     
1
   
$
-
   
$
-
     
-
   
$
924
   
$
5
     
1
 
Total securities available-for-sale
   
924
     
5
     
1
     
-
     
-
     
-
     
924
     
5
     
1
 
Securities held-to-maturity:
                                                                       
State and political subdivisions
   
272
     
2
     
1
     
175
     
1
     
2
     
447
     
3
     
3
 
Mortgage-backed securities-multi-family
   
499
     
4
     
4
     
-
     
-
     
-
     
499
     
4
     
4
 
Total securities held-to-maturity
   
771
     
6
     
5
     
175
     
1
     
2
     
946
     
7
     
7
 
Total securities
 
$
1,695
   
$
11
     
6
   
$
175
   
$
1
     
2
   
$
1,870
   
$
12
     
8
 

When the fair value of a held-to-maturity or available-for-sale security is less than its amortized cost basis, an assessment is made as to whether other-than-temporary impairment (“OTTI”) is present.  The Company considers numerous factors when determining whether a potential OTTI exists and the period over which the debt security is expected to recover.  The principal factors considered are (1) the length of time and the extent to which the fair value has been less than the amortized cost basis, (2) the financial condition of the issuer (and guarantor, if any) and adverse conditions specifically related to the security, industry or geographic area, (3) failure of the issuer of the security to make scheduled interest or principal payments, (4) any changes to the rating of the security by a rating agency, and (5) the presence of credit enhancements, if any, including the guarantee of the federal government or any of its agencies.

For debt securities, OTTI is considered to have occurred if (1) the Company intends to sell the security, (2) it is more likely than not the Company will be required to sell the security before recovery of its amortized cost basis, or (3) if the present value of expected cash flows is not sufficient to recover the entire amortized cost basis.  In determining the present value of expected cash flows, the Company discounts the expected cash flows at the effective interest rate implicit in the security at the date of acquisition.  In estimating cash flows expected to be collected, the Company uses available information with respect to security prepayment speeds, default rates and severity.  In determining whether OTTI has occurred for equity securities, the Company considers the applicable factors described above and the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value.

For debt securities, credit-related OTTI is recognized in income while noncredit related OTTI on securities not expected to be sold is recognized in other comprehensive income (“OCI”).  Credit-related OTTI is measured as the difference between the present value of an impaired security’s expected cash flows and its amortized cost basis.  Noncredit-related OTTI is measured as the difference between the fair value of the security and its amortized cost less any credit-related losses recognized.  For securities classified as held-to-maturity, the amount of OTTI recognized in OCI is accreted to the credit-adjusted expected cash flow amounts of the securities over future periods.  For equity securities, the entire amount of OTTI is recognized in income.  Management evaluated securities considering the factors as outlined above, and based on this evaluation the Company does not consider these investments to be other-than-temporarily impaired at September 30, 2016.  Management believes that the reasons for the decline in fair value are due to interest rates and widening credit spreads at the end of the quarter.

There were no transfers of securities available-for-sale to held-to-maturity during the quarters ended September 30, 2016 or 2015. During the quarters ended September 30, 2016 and 2015, there were no sales of securities and no gains or losses were recognized.  There was no other-than-temporary impairment loss recognized during the quarters ended September 30, 2016 and 2015.
 
11

The estimated fair values of debt securities at September 30, 2016, by contractual maturity are shown below.  Expected maturities may differ from contractual maturities, because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

(In thousands)

Available-for-sale debt securities
 
Amortized Cost
   
Fair Value
 
Within one year
 
$
53,409
   
$
53,429
 
After one year through five years
   
7,647
     
7,999
 
After five years through ten years
   
-
     
-
 
After ten years
   
-
     
-
 
Total available-for-sale debt securities
   
61,056
     
61,428
 
Mortgage-backed and asset-backed securities
   
28,332
     
29,616
 
Equity securities
   
62
     
161
 
Total available-for-sale securities
   
89,450
     
91,205
 
                 
Held-to-maturity debt securities
               
Within one year
   
14,965
     
15,224
 
After one year through five years
   
54,258
     
55,949
 
After five years through ten years
   
27,985
     
29,590
 
After ten years
   
11,284
     
12,358
 
Total held-to-maturity debt securities
   
108,492
     
113,121
 
Mortgage-backed
   
99,109
     
102,645
 
Total held-to-maturity securities
   
207,601
     
215,766
 
Total securities
 
$
297,051
   
$
306,971
 

As of September 30, 2016 and June 30, 2016, respectively, securities with an aggregate fair value of $287.4 million and $291.6 million were pledged as collateral for deposits in excess of FDIC insurance limits for various municipalities placing deposits with Greene County Commercial Bank.  As of September 30, 2016 and June 30, 2016, securities with an aggregate fair value of $4.1 million and $4.2 million, respectively, were pledged as collateral for potential borrowings at the Federal Reserve Bank discount window.  Greene County Bancorp, Inc. did not participate in any securities lending programs during the quarters ended September 30, 2016 or 2015.

Federal Home Loan Bank Stock

Federal law requires a member institution of the Federal Home Loan Bank (“FHLB”) system to hold stock of its district FHLB according to a predetermined formula.  This stock is restricted in that it can only be sold to the FHLB or to another member institution, and all sales of FHLB stock must be at par.  As a result of these restrictions, FHLB stock is carried at cost.  FHLB stock is held as a long-term investment and its value is determined based on the ultimate recoverability of the par value.  Impairment of this investment is evaluated quarterly and is a matter of judgment that reflects management’s view of the FHLB’s long-term performance, which includes factors such as the following:   its operating performance; the severity and duration of declines in the fair value of its net assets related to its capital stock amount; its commitment to make payments required by law or regulation and the level of such payments in relation to its operating performance; the impact of legislative and regulatory changes on the FHLB, and accordingly, on the members of the FHLB; and its liquidity and funding position.  After evaluating these considerations, Greene County Bancorp, Inc. concluded that the par value of its investment in FHLB stock will be recovered and, therefore, no other-than-temporary impairment charge was recorded during the fiscal quarters ended September 30, 2016 or 2015.
 
12

(5)
Loans and Allowance for Loan Losses

Loan segments and classes at September 30, 2016 and June 30, 2016 are summarized as follows:
 
(In thousands)
 
September 30, 2016
   
June 30, 2016
 
Residential real estate:
           
Residential real estate
 
$
235,279
   
$
234,992
 
Residential construction and land
   
5,199
     
5,575
 
Multi-family
   
3,893
     
3,918
 
Commercial real estate:
               
Commercial real estate
   
210,448
     
192,678
 
Commercial construction
   
25,428
     
20,159
 
Consumer loan:
               
Home equity
   
20,795
     
20,893
 
Consumer installment
   
4,470
     
4,350
 
Commercial loans
   
52,309
     
48,725
 
Total gross loans
   
557,821
     
531,290
 
Allowance for loan losses
   
(9,976
)
   
(9,485
)
Deferred fees and costs
   
1,044
     
959
 
Loans receivable, net
 
$
548,889
   
$
522,764
 

Management closely monitors the quality of the loan portfolio and has established a loan review process designed to help grade the quality and profitability of the Company’s loan portfolio.  The credit quality grade helps management make a consistent assessment of each loan relationship’s credit risk. Consistent with regulatory guidelines, The Bank of Greene County provides for the classification of loans considered being of lesser quality.  Such ratings coincide with the “Substandard,” “Doubtful” and “Loss” classifications used by federal regulators in their examination of financial institutions. Generally, an asset is considered Substandard if it is inadequately protected by the current net worth and paying capacity of the obligors and/or the collateral pledged. Substandard assets include those characterized by the distinct possibility that the insured financial institution will sustain some loss if the deficiencies are not corrected. Assets classified as Doubtful have all the weaknesses inherent in assets classified Substandard with the added characteristic that the weaknesses present make collection or liquidation in full, on the basis of currently existing facts, highly questionable and improbable. Assets classified as Loss are those considered uncollectible and of such little value that their continuance as assets without the establishment of a full loss reserve and/or charge-off is not warranted. Assets that do not currently expose the Company to sufficient risk to warrant classification in one of the aforementioned categories but otherwise possess weaknesses are designated “Special Mention.”   Management also maintains a listing of loans designated “Watch.” These loans represent borrowers with declining earnings, strained cash flow, increasing leverage and/or weakening market fundamentals that indicate above average risk.

When The Bank of Greene County classifies problem assets as either Substandard or Doubtful, it generally establishes a specific valuation allowance or “loss reserve” in an amount deemed prudent by management.  General allowances represent loss allowances that have been established to recognize the inherent risk associated with lending activities, but which, unlike specific allowances, have not been allocated to particular loans.  When The Bank of Greene County identifies problem loans as being impaired, it is required to evaluate whether the Bank will be able to collect all amounts due either through repayments or the liquidation of the underlying collateral.  If it is determined that impairment exists, the Bank is required either to establish a specific allowance for losses equal to the amount of impairment of the assets, or to charge-off such amount.  The Bank of Greene County’s determination as to the classification of its loans and the amount of its valuation allowance is subject to review by its regulatory agencies, which can order the establishment of additional general or specific loss allowances.  The Bank of Greene County reviews its portfolio monthly to determine whether any assets require classification in accordance with applicable regulations.

The Bank primarily has four segments within its loan portfolio that it considers when measuring credit quality: residential real estate loans, commercial real estate loans, consumer loans and commercial loans.  The residential real estate portfolio consists of residential, construction, and multifamily loan classes. Commercial real estate loans consist of commercial real estate and commercial construction loan classes. Consumer loans consist of home equity loan and consumer installment loan classes. The inherent risk within the loan portfolio varies depending upon each of these loan types.

The Bank of Greene County’s primary lending activity is the origination of residential mortgage loans, including home equity loans, which are collateralized by residences.   Generally, residential mortgage loans are made in amounts up to 89.9% of the appraised value of the property.  However, The Bank of Greene County will originate residential mortgage loans with loan-to-value ratios of up to 95.0%, with private mortgage insurance.  In the event of default by the borrower, The Bank of Greene County will acquire and liquidate the underlying collateral. By originating the loan at a loan-to-value ratio of 89.9% or less or obtaining private mortgage insurance, The Bank of Greene County limits its risk of loss in the event of default.  However, the market values of the collateral may be adversely impacted by declines in the economy.  Home equity loans may have an additional inherent risk if The Bank of Greene County does not hold the first mortgage.  The Bank of Greene County may stand in a secondary position in the event of collateral liquidation resulting in a greater chance of insufficiency to meet all obligations.
 
13

Construction lending generally involves a greater degree of risk than other residential mortgage lending.  The repayment of the construction loan is, to a great degree, dependent upon the successful and timely completion of the construction of the subject property within specified cost limits.  The Bank of Greene County completes inspections during the construction phase prior to any disbursements.  The Bank of Greene County limits its risk during the construction as disbursements are not made until the required work for each advance has been completed.  Construction delays may further impair the borrower’s ability to repay the loan.

Loans collateralized by commercial real estate, and multi-family dwellings, such as apartment buildings generally are larger than residential loans and involve a greater degree of risk. Commercial real estate loans often involve large loan balances to single borrowers or groups of related borrowers. Payments on these loans depend to a large degree on the results of operations and management of the properties or underlying businesses, and may be affected to a greater extent by adverse conditions in the real estate market or the economy in general. Accordingly, the nature of commercial real estate loans makes them more difficult for management to monitor and evaluate.

Consumer loans generally have shorter terms and higher interest rates than residential mortgage loans. In addition, consumer loans expand the products and services offered by The Bank of Greene County to better meet the financial services needs of its customers.  Consumer loans generally involve greater credit risk than residential mortgage loans because of the difference in the nature of the underlying collateral.  Repossessed collateral for a defaulted consumer loan may not provide an adequate source of repayment of the outstanding loan balance because of the greater likelihood of damage, loss or depreciation in the underlying collateral. The remaining deficiency often does not warrant further substantial collection efforts against the borrower beyond obtaining a deficiency judgment. In addition, consumer loan collections depend on the borrower’s personal financial stability.  Furthermore, the application of various federal and state laws, including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.

Commercial lending generally involves greater risk than residential mortgage lending and involves risks that are different from those associated with residential and commercial real estate mortgage lending. Real estate lending is generally considered to be collateral-based, with loan amounts based on fixed loan-to-collateral values, and liquidation of the underlying real estate collateral is viewed as the primary source of repayment in the event of borrower default. Although commercial loans may be collateralized by equipment or other business assets, the liquidation of collateral in the event of a borrower default is often an insufficient source of repayment because equipment and other business assets may be obsolete or of limited use, among other things. Accordingly, the repayment of a commercial loan depends primarily on the creditworthiness of the borrower (and any guarantors), while liquidation of collateral is a secondary and often insufficient source of repayment.

Loan balances by internal credit quality indicator as of September 30, 2016 are shown below.
                             
(In thousands)
 
Performing
   
Watch
   
Special Mention
   
Substandard
   
Total
 
Residential real estate
 
$
232,386
   
$
573
   
$
93
   
$
2,227
   
$
235,279
 
Residential construction and land
   
5,199
     
-
     
-
     
-
     
5,199
 
Multi-family
   
3,797
     
-
     
-
     
96
     
3,893
 
Commercial real estate
   
207,481
     
-
     
180
     
2,787
     
210,448
 
Commercial construction
   
25,428
     
-
     
-
     
-
     
25,428
 
Home equity
   
20,461
     
284
     
12
     
38
     
20,795
 
Consumer installment
   
4,433
     
37
     
-
     
-
     
4,470
 
Commercial loans
   
50,913
     
-
     
347
     
1,049
     
52,309
 
Total gross loans
 
$
550,098
   
$
894
   
$
632
   
$
6,197
   
$
557,821
 
 
14

Loan balances by internal credit quality indicator as of June 30, 2016 are shown below.

(In thousands)
 
Performing
   
Watch
   
Special Mention
   
Substandard
   
Total
 
Residential real estate
 
$
232,321
   
$
757
   
$
94
   
$
1,820
   
$
234,992
 
Residential construction and land
   
5,575
     
-
     
-
     
-
     
5,575
 
Multi-family
   
3,820
     
-
     
-
     
98
     
3,918
 
Commercial real estate
   
190,293
     
52
     
531
     
1,802
     
192,678
 
Commercial construction
   
20,159
     
-
     
-
     
-
     
20,159
 
Home equity
   
20,555
     
321
     
12
     
5
     
20,893
 
Consumer installment
   
4,340
     
10
     
-
     
-
     
4,350
 
Commercial loans
   
47,598
     
26
     
8
     
1,093
     
48,725
 
Total gross loans
 
$
524,661
   
$
1,166
   
$
645
   
$
4,818
   
$
531,290
 

The Company had no loans classified Doubtful or Loss at September 30, 2016 or June 30, 2016.

Nonaccrual Loans

Management places loans on nonaccrual status once the loans have become 90 days or more delinquent.  A nonaccrual loan is defined as a loan in which collectability is questionable and therefore interest on the loan will no longer be recognized on an accrual basis.  A loan is not placed back on accrual status until the borrower has demonstrated the ability and willingness to make timely payments on the loan.  A loan does not have to be 90 days delinquent in order to be classified as nonaccrual.   Nonaccrual loans consisted primarily of loans secured by real estate at September 30, 2016 and June 30, 2016. Loans on nonaccrual status totaled $4.2 million at September 30, 2016, of which $1.7 million were in the process of foreclosure. At September 30, 2016, there were 11 residential loans in the process of foreclosure totaling $1.1 million. Included in nonaccrual loans were $1.9 million of loans which were less than 90 days past due at September 30, 2016, 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 $75,000 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 $3.3 million at June 30, 2016 of which $1.5 million were in the process of foreclosure. At June 30, 2016, there were nine residential loans in the process of foreclosure totaling $867,000. Included in nonaccrual loans were $1.9 million of loans which were less than 90 days past due at June 30, 2016, but have a recent history of delinquency greater than 90 days past due.

The following table sets forth information regarding delinquent and/or nonaccrual loans as of September 30, 2016:
                                               
(In thousands)
 
30-59
days
past due
   
60-89
days
past due
   
90 days
or more
past due
   
Total
past due
   
Current
   
Total
Loans
   
Loans on
Non-
accrual
 
Residential real estate
 
$
1,420
   
$
271
   
$
1,332
   
$
3,023
   
$
232,256
   
$
235,279
   
$
1,619
 
Residential construction and land
   
20
     
-
     
-
     
20
     
5,179
     
5,199
     
-
 
Multi-family
   
-
     
-
     
-
     
-
     
3,893
     
3,893
     
-
 
Commercial real estate
   
725
     
401
     
1,059
     
2,185
     
208,263
     
210,448
     
2,356
 
Commercial construction
   
-
     
-
     
-
     
-
     
25,428
     
25,428
     
-
 
Home equity
   
54
     
284
     
38
     
376
     
20,419
     
20,795
     
50
 
Consumer installment
   
48
     
37
     
-
     
85
     
4,385
     
4,470
     
-
 
Commercial loans
   
111
     
-
     
-
     
111
     
52,198
     
52,309
     
198
 
Total gross loans
 
$
2,378
   
$
993
   
$
2,429
   
$
5,800
   
$
552,021
   
$
557,821
   
$
4,223
 
 
15

The following table sets forth information regarding delinquent and/or nonaccrual loans as of June 30, 2016:

(In thousands)
 
30-59
days
past due
   
60-89
days
past due
   
90 days
or more
past due
   
Total
past due
   
Current
   
Total Loans
   
Loans on
Non-
accrual
 
Residential real estate
 
$
1,533
   
$
637
   
$
938
   
$
3,108
   
$
231,884
   
$
234,992
   
$
1,207
 
Residential construction and land
   
-
     
-
     
-
     
-
     
5,575
     
5,575
     
-
 
Multi-family
   
47
     
-
     
-
     
47
     
3,871
     
3,918
     
-
 
Commercial real estate
   
324
     
793
     
590
     
1,707
     
190,971
     
192,678
     
1,899
 
Commercial construction
   
-
     
-
     
-
     
-
     
20,159
     
20,159
     
-
 
Home equity
   
17
     
321
     
17
     
355
     
20,538
     
20,893
     
18
 
Consumer installment
   
34
     
10
     
-
     
44
     
4,306
     
4,350
     
-
 
Commercial loans
   
392
     
112
     
-
     
504
     
48,221
     
48,725
     
202
 
Total gross loans
 
$
2,347
   
$
1,873
   
$
1,545
   
$
5,765
   
$
525,525
   
$
531,290
   
$
3,326
 

The Bank of Greene County had accruing loans delinquent more than 90 days totaling $75,000 and $84,000 as of September 30, 2016 and June 30, 2016, respectively.  The loans delinquent more than 90 days and accruing consist of loans that are well collateralized and the borrowers have demonstrated the ability and willingness to pay.  The borrower has made arrangements with the Bank to bring the loan current within a specified time period and has made a series of payments as agreed.

The table below details additional information related to nonaccrual loans for the three months ended September 30:

(In thousands)
 
2016
   
2015
 
Interest income that would have been recorded if loans had been performing in accordance with original terms
 
$
80
   
$
101
 
Interest income that was recorded on nonaccrual loans
   
28
     
49
 

Impaired Loan Analysis

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 reviewed 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.  Loans that have been modified as a troubled debt restructuring are included in impaired loans.  The measurement of impairment is generally based on the discounted cash flows based on the original rate of the loan before the restructuring, unless it is determined that the restructured loan is collateral dependent.  If the restructured loan is deemed to be collateral dependent, impairment is based on the fair value of the underlying collateral.
 
16

The tables below detail additional information on impaired loans at the date or periods indicated:
 
   
As of September 30, 2016
   
For the three months ended
September 30, 2016
 
(In thousands)
 
Recorded
Investment
   
Unpaid
Principal
   
Related
Allowance
   
Average
Recorded
Investment
   
Interest
Income
Recognized
 
With no related allowance recorded:
                   
Residential real estate
 
$
375
   
$
375
   
$
-
   
$
375
   
$
-
 
Commercial real estate
   
1,020
     
1,226
     
-
     
1,021
     
10
 
Home equity
   
5
     
5
     
-
     
5
     
-
 
Total impaired loans with no allowance
   
1,400
     
1,606
     
-
     
1,401
     
10
 
                                         
With an allowance recorded:
                                       
Residential real estate
   
1,343
     
1,343
     
283
     
1,345
     
12
 
Commercial real estate
   
401
     
401
     
59
     
402
     
4
 
Commercial loans
   
82
     
82
     
2
     
83
     
2
 
Total impaired loans with allowance
   
1,826
     
1,826
     
344
     
1,830
     
18
 
                                         
Total impaired:
                                       
Residential real estate
   
1,718
     
1,718
     
283
     
1,720
     
12
 
Commercial real estate
   
1,421
     
1,627
     
59
     
1,423
     
14
 
Home equity
   
5
     
5
     
-
     
5
     
-
 
Commercial loans
   
82
     
82
     
2
     
83
     
2
 
Total impaired loans
 
$
3,226
   
$
3,432
   
$
344
   
$
3,231
   
$
28
 

   
As of June 30, 2016
   
For the three months ended
September 30, 2015
 
(In thousands)
 
Recorded
Investment
   
Unpaid
Principal
   
Related
Allowance
   
Average
Recorded
Investment
   
Interest
Income
Recognized
 
With no related allowance recorded:
                   
Residential real estate
 
$
266
   
$
266
   
$
-
   
$
349
   
$
2
 
Commercial real estate
   
1,024
     
1,231
     
-
     
1,199
     
6
 
Home equity
   
5
     
5
     
-
     
134
     
1
 
Total impaired loans with no allowance
   
1,295
     
1,502
     
-
     
1,682
     
9
 
                                         
With an allowance recorded:
                                       
Residential real estate
   
1,457
     
1,457
     
267
     
1,404
     
14
 
Commercial real estate
   
405
     
405
     
61
     
671
     
6
 
Commercial loans
   
85
     
85
     
2
     
92
     
1
 
Total impaired loans with allowance
   
1,947
     
1,947
     
330
     
2,167
     
21
 
                                         
Total impaired loans:
                                       
Residential real estate
   
1,723
     
1,723
     
267
     
1,753
     
16
 
Commercial real estate
   
1,429
     
1,636
     
61
     
1,870
     
12
 
Home equity
   
5
     
5
     
-
     
134
     
1
 
Commercial loans
   
85
     
85
     
2
     
92
     
1
 
Total impaired loans
 
$
3,242
   
$
3,449
   
$
330
   
$
3,849
   
$
30
 

There were no loans that have been modified as a troubled debt restructuring during the three months ended September 30, 2016 or 2015.
 
17

There were no loans that had been modified as a troubled debt restructuring during the twelve months prior to June 30, 2016 or 2015 which have subsequently defaulted during the three months ended September 30, 2016 or 2015, respectively.

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 the loan loss allowance.  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, commercial loans and installment loans to customers as small, homogeneous loans, which are evaluated for impairment collectively based on historical loss experience.  Larger balance residential, 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 credit 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 following tables set forth the activity and allocation of the allowance for loan losses by loan category during and at the periods indicated.  The allowance is allocated to each loan category based on historical loss experience and economic conditions.
 
   
Activity for the three months ended September 30, 2016
 
(In thousands)
 
Balance at
June 30, 2016
   
Charge-offs
   
Recoveries
   
Provision
   
Balance at
September 30, 2016
 
Residential real estate
 
$
2,396
   
$
-
   
$
-
   
$
(154
)
 
$
2,242
 
Residential construction and land
   
75
     
-
     
-
     
(12
)
   
63
 
Multi-family
   
22
     
-
     
-
     
(4
)
   
18
 
Commercial real estate
   
4,541
     
-
     
-
     
440
     
4,981
 
Commercial construction
   
502
     
-
     
-
     
126
     
628
 
Home equity
   
309
     
-
     
-
     
(58
)
   
251
 
Consumer installment
   
228
     
72
     
17
     
(5
)
   
168
 
Commercial loans
   
1,412
     
-
     
3
     
77
     
1,492
 
Unallocated
   
-
     
-
     
-
     
133
     
133
 
Total
 
$
9,485
   
$
72
   
$
20
   
$
543
   
$
9,976
 
 
18

 
Allowance for Loan Losses
   
Loans Receivable
 
   
Ending Balance
September 30, 2016
Impairment Analysis
   
Ending Balance
September 30, 2016
Impairment Analysis
 
(In thousands)
 
Individually
Evaluated
   
Collectively
Evaluated
   
Individually
Evaluated
   
Collectively
Evaluated
 
Residential real estate
 
$
283
   
$
1,959
   
$
1,718
   
$
233,561
 
Residential construction and land
   
-
     
63
     
-
     
5,199
 
Multi-family
   
-
     
18
     
-
     
3,893
 
Commercial real estate
   
59
     
4,922
     
1,421
     
209,027
 
Commercial construction
   
-
     
628
     
-
     
25,428
 
Home equity
   
-
     
251
     
5
     
20,790
 
Consumer installment
   
-
     
168
     
-
     
4,470
 
Commercial loans
   
2
     
1,490
     
82
     
52,227
 
Unallocated
   
-
     
133
     
-
     
-
 
Total
 
$
344
   
$
9,632
   
$
3,226
   
$
554,595
 
 
   
Activity for the three months ended September 30, 2015
 
(In thousands)
 
Balance at
June 30, 2015
   
Charge-offs
   
Recoveries
   
Provision
   
Balance at
September 30, 2015
 
Residential real estate
 
$
2,454
   
$
-
   
$
-
   
$
(68
)
 
$
2,386
 
Residential construction and land
   
50
     
-
     
-
     
12
     
62
 
Multi-family
   
40
     
-
     
-
     
(15
)
   
25
 
Commercial real estate
   
3,699
     
14
     
17
     
112
     
3,814
 
Commercial construction
   
233
     
-
     
-
     
(71
)
   
162
 
Home equity
   
314
     
-
     
-
     
5
     
319
 
Consumer installment
   
223
     
78
     
25
     
70
     
240
 
Commercial loans
   
1,129
     
-
     
-
     
123
     
1,252
 
Unallocated
   
-
     
-
     
-
     
206
     
206
 
Total
 
$
8,142
   
$
92
   
$
42
   
$
374
   
$
8,466
 
 
   
Allowance for Loan Losses
   
Loans Receivable
 
   
Ending Balance
June 30, 2016
Impairment Analysis
   
Ending Balance
June 30, 2016
Impairment Analysis
 
(In thousands)
 
Individually Evaluated
   
Collectively Evaluated
   
Individually Evaluated
   
Collectively Evaluated
 
Residential real estate
 
$
267
   
$
2,129
   
$
1,723
   
$
233,269
 
Residential construction and land
   
-
     
75
     
-
     
5,575
 
Multi-family
   
-
     
22
     
-
     
3,918
 
Commercial real estate
   
61
     
4,480
     
1,429
     
191,249
 
Commercial construction
   
-
     
502
     
-
     
20,159
 
Home equity
   
-
     
309
     
5
     
20,888
 
Consumer installment
   
-
     
228
     
-
     
4,350
 
Commercial loans
   
2
     
1,410
     
85
     
48,640
 
Unallocated
   
-
     
-
     
-
     
-
 
Total
 
$
330
   
$
9,155
   
$
3,242
   
$
528,048
 
 
19

Foreclosed real estate (FRE)

FRE consists of properties acquired through mortgage loan foreclosure proceedings or in full or partial satisfaction of loans. The following table sets forth information regarding FRE as of September 30, 2016 and June 30, 2016:

(in thousands)
 
September 30, 2016
   
June 30, 2016
 
Residential real estate
 
$
22
   
$
61
 
Land
   
54
     
65
 
Commercial real estate
   
208
     
244
 
Total foreclosed real estate
 
$
284
   
$
370
 

(6)
Fair Value Measurements and Fair Value of Financial Instruments

Management uses its best judgment in estimating the fair value of the Company’s financial instruments; however, there are inherent weaknesses in any estimation technique.  Therefore, for substantially all financial instruments, the fair value estimates herein are not necessarily indicative of the amounts the Company could have realized in a sale transaction on the dates indicated.  The estimated fair value amounts have been measured as of September 30, 2016 and June 30, 2016 and have not been re-evaluated or updated for purposes of these consolidated financial statements subsequent to those respective dates.  As such, the estimated fair values of these financial instruments subsequent to the respective reporting dates may be different than the amounts reported at each period-end.

The following information should not be interpreted as an estimate of the fair value of the entire Company since a fair value calculation is only provided for a limited portion of the Company’s assets and liabilities.  Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful.

The FASB ASC Topic on “Fair Value Measurement” established a fair value hierarchy that prioritized the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:
 
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
 
Level 2: Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability.
 
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported with little or no market activity).
 
An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

For assets measured at fair value on a recurring basis, the fair value measurements by level within the fair value hierarchy used are as follows: