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PRE-MKT · 04:35 ET
Market ClerkRecap
Mon Oct 26 · pre-market1 signal on Oct 2494 insider buys this week · $48.3MCIRO short report next: Oct 31The week ahead

DCBG

Dime Commercial Bancshares, Inc. /NY/
NYSE · FINANCIALS · NATIONAL COMMERCIAL BANKS
26.69
+0.17 +0.64%
USD · close Oct 23

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MKT CAP $1.2BP/E 9.6DIV YIELD —FCF YIELD —REV TTM $22.8M +30.5%NET INCOME $128.9M +192.5%NET CASH —52W 25.45 – 26.97SEC XBRL · TTM TO Invalid Date

How DCBG rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
79%
of sentences unchanged
Added
52
new sentences
Dropped
38
sentences removed
Length
+536
words, now 12,019

New in FY2025

  • Risk Factors in this Annual Report on Form 10-K and in quarterly and other reports filed by us with the Securities and Exchange Commission (“SEC”); and/or ● other unexpected material adverse changes in our financial condition, operations or earnings.
  • (the “Company”) is engaged in commercial banking and financial services through its wholly-owned subsidiary, Dime Community Bank (the “Bank”).
  • The Company was incorporated under the laws of the State of New York in 1988 to serve as the holding company for the Bank.
  • The Company functions primarily as the holder of all of the Bank’s common stock.
  • Treasury securities; (9) New York State and local municipal obligations; (10) U.S.
  • As of December 31, 2025, we operated 63 branch locations throughout Greater Long Island, the New York City boroughs of Brooklyn, Queens, Manhattan, Staten Island and the Bronx, Westchester County, and New Jersey.
  • Human Capital Resources Demographics and Culture As of December 31, 2025, we employed 902 full-time equivalent employees.
  • Our principal market area is Greater Long Island, which includes the counties of Nassau and Suffolk, and New York City, which includes the five counties (boroughs) of New York (Manhattan), Kings, Queens, Richmond (Staten Island), and the Bronx.
  • Taxation The Company, the Bank and its subsidiaries, report their income on a consolidated basis using the accrual method of accounting and are subject to federal taxation as well as income tax of the State and City of New York, the State of New Jersey and the State of Florida.
  • The Bank is subject to income tax in the state of Florida due to employees working remotely in the state.
  • For example, a risk weight of 0% is assigned to cash and U.S.
  • Government securities, a risk weight of 50% is generally assigned to prudently underwritten first lien one-to-four family residential mortgages, a risk weight of 100% is assigned to commercial and consumer loans, a risk weight of 150% is assigned to certain past due loans and a risk weight of between 0% to 600% is assigned to permissible equity interests, depending on certain specified factors.
  • In May 2024, several federal banking agencies sought to re-propose the incentive compensation regulation, but the FRB did not adopt the 2024 proposal; in 2025, the FDIC withdrew its authorization for the proposal.
  • Member banks deemed by the FRB to be “critically undercapitalized” would generally be subject to the appointment of a receiver or conservator.
  • Acquisitions Under the federal Bank Merger Act, if the Bank is the resulting bank, prior approval of the FRB is required for the Bank to merge with or purchase the assets or assume the deposits of another insured depository institution.
  • In reviewing applications seeking approval of merger and acquisition transactions, the FRB will consider, among other factors, the competitive effect and public benefits of the transactions, the capital position of the combined organization, the risks to the stability of the U.S. banking or financial system, the applicant’s performance record under the CRA (see “Community Reinvestment”) and its compliance with fair housing and other consumer protection laws, and the effectiveness of the subject organizations in combating money laundering activities.
  • Privacy and Security Protection The federal banking agencies have adopted regulations for consumer privacy protection that require financial institutions to adopt procedures to protect customers and their “non-public personal information.” The regulations require the Bank to disclose its privacy policy, including identifying with whom it shares “non-public personal information,” to customers at the time of establishing the customer relationship, and annually thereafter if there are changes to its policy.
  • In March 2017, the NYSDFS issued regulations requiring financial institutions regulated by the NYSDFS, including the Bank, to, among other things, (i) establish and maintain a cybersecurity program designed to ensure the confidentiality, integrity and availability of their information systems; (ii) implement and maintain a written cybersecurity policy setting forth policies and procedures for the protection of their information systems and nonpublic information; and (iii) designate a Chief Information Security Officer (“CISO”).
  • A bank’s loans to its affiliates and its affiliates’ executive officers, directors, any owner of more than 10% of its stock (each, an insider) and entities controlled by such person (an insider’s related interest) are subject to the conditions and limitations imposed by Section 22(h) of the Federal Reserve Act and the FRB’s Regulation O implemented thereunder.
  • The Bank Secrecy Act and USA PATRIOT Act The Bank Secrecy Act (“BSA”) and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“USA PATRIOT Act”) require the Bank to implement a compliance program to detect and prevent money laundering, terrorist financing, and illicit financial activities.
  • The Company met all capital adequacy requirements under the FRB’s capital rules on December 31, 2025.
  • The Dodd-Frank Act and FRB regulations have codified the source of strength policy.
  • The Company has not elected to become a financial holding company.
  • We file certain reports with the SEC under the federal securities laws.
  • For example, the New York City Rent Guidelines Board established the maximum rent increase on certain apartments at 3% for a one-year lease and 4.5% for a two-year lease, beginning on or after October 1, 2025 and through September 30, 2026.
  • Finally, if the cash flow from a collateral property is reduced ( e.g. , if leases are not obtained or renewed), the borrower’s ability to repay the loan and the value of the security for the loan may be impaired. ​ The recent election of Zohran Mamdani as Mayor of New York City introduces potential policy changes that could affect the city’s multifamily housing market.
  • The administration has expressed support for rent freezes and expanded tenant protections, which, if enacted, may reduce rental income and property values across multifamily properties.
  • These market dynamics could adversely impact the credit quality of our borrowers.
  • Lower property cash flows may impair borrowers’ ability to service existing debt.
  • In addition, a sustained decline in collateral values could elevate loan-to-value ratios and reduce recovery prospects in the event of foreclosure. ​ If we experience greater credit losses than anticipated, earnings may be adversely impacted.
  • Additionally, at December 31, 2025, our portfolio of business loans totaled $3.24 billion, or 30.1% of our total loan portfolio, and our portfolio of non-owner occupied commercial real estate totaled $2.93 billion, or 27.3% of our total loan portfolio.
  • Furthermore, these loans expose us to greater credit risk than loans secured by residential real estate because the collateral securing these loans typically cannot be liquidated as easily as residential real estate.
  • If we foreclose on these loans, our holding period for the collateral is typically longer than for a single or multi-family residential property because there are fewer potential purchasers of the collateral.
  • The Consolidated Company’s non-owner-occupied CRE level equaled 387% of total risk-based capital at December 31, 2025.
  • As of December 31, 2025, the carrying value of the securities portfolio totaled $1.42 billion.
  • Damage to the Company's reputation could cause significant harm to our business and prospects and may arise from numerous sources, including litigation or regulatory actions, compliance failures, cybersecurity incidents, errors in the use of artificial intelligence, customer services failures, or unethical behavior or misconduct of employees, advisors and counterparties.
  • In addition, third parties with whom the Company has relationships with may take actions the Company has limited control over that could negatively impact perceptions about the Company or the financial services industry.
  • Adverse developments with respect to the financial services industry may also, by association, negatively impact the Company's reputation or result in greater regulatory or legislative scrutiny of or litigation against the Company.
  • The proliferation of social media may increase the likelihood that negative information about the Company, whether or not accurate, could impact the Company’s reputation and business. ​ Accounting-Related Risks Changes in our accounting policies or in accounting standards could materially affect how we report our financial results. ​ Our accounting policies are fundamental to understanding our financial results and condition.
  • If such estimates or assumptions underlying our financial statements are incorrect, we may experience material losses. ​ From time to time, the Financial Accounting Standards Board (“FASB”) and the SEC change the financial accounting and reporting standards or the interpretation of those standards that govern the preparation of our external financial statements.

and 12 more.

Gone since FY2024

  • Risk Factors in this Annual Report on Form 10-K and in quarterly and other reports filed by us with the Securities and Exchange Commission; and/or ● other unexpected material adverse changes in our financial condition, operations or earnings.
  • (the “Holding Company”) is engaged in commercial banking and financial services through its wholly-owned subsidiary, Dime Community Bank (the “Bank”).
  • The Holding Company was incorporated under the laws of the State of New York in 1988 to serve as the holding company for the Bank.
  • The Holding Company functions primarily as the holder of all of the Bank’s common stock.
  • Treasury securities; (9) New York State and local municipal obligations; (10) U.S. government-sponsored enterprise (“U.S.
  • As of December 31, 2024, we operated 62 branch locations throughout Long Island, the New York City boroughs of Brooklyn, Queens, Manhattan, Staten Island and the Bronx, and Westchester County.
  • Human Capital Resources Demographics and Culture As of December 31, 2024, we employed 887 full-time equivalent employees.
  • Our principal market area is Greater Long Island, which includes the counties of Kings, Queens, Nassau and Suffolk, and Manhattan.
  • Taxation The Holding Company, the Bank and its subsidiaries, report their income on a consolidated basis using the accrual method of accounting and are subject to federal taxation as well as income tax of the State and City of New York, and the State of New Jersey.
  • For example, a risk weight of 0% is assigned to cash and U.S. government securities, a risk weight of 50% is generally assigned to prudently underwritten first lien one-to-four family residential mortgages, a risk weight of 100% is assigned to commercial and consumer loans, a risk weight of 150% is assigned to certain past due loans and a risk weight of between 0% to 600% is assigned to permissible equity interests, depending on certain specified factors.
  • In May 2024, several federal banking agencies reproposed the incentive compensation regulation, but the FRB did not endorse the 2024 proposal.
  • Member banks deemed by the FRB to be “critically undercapitalized” would be subject to the appointment of a receiver or conservator.
  • Acquisitions Under the federal Bank Merger Act, prior approval of the FDIC is required for the Bank to merge with or purchase the assets or assume the deposits of another insured depository institution.
  • In reviewing applications seeking approval of merger and acquisition transactions, the FDIC will consider, among other factors, the competitive effect and public benefits of the transactions, the capital position of the combined organization, the risks to the stability of the U.S. banking or financial system, the applicant’s performance record under the CRA (see “Community Reinvestment”) and its compliance with fair housing and other consumer protection laws, and the effectiveness of the subject organizations in combating money laundering activities. ​ Privacy and Security Protection The federal banking agencies have adopted regulations for consumer privacy protection that require financial institutions to adopt procedures to protect customers and their “non-public personal information.” The regulations require the Bank to disclose its privacy policy, including identifying with whom it shares “non-public personal information,” to customers at the time of establishing the customer relationship, and annually thereafter if there are changes to its policy.
  • In March 2017, the NYSDFS issued regulations requiring financial institutions regulated by the NYSDFS, including the Bank, to, among other things, (i) establish and maintain a cyber security program designed to ensure the confidentiality, integrity and availability of their information systems; (ii) implement and maintain a written cyber security policy setting forth policies and procedures for the protection of their information systems and nonpublic information; and (iii) designate a Chief Information Security Officer.
  • A bank’s loans to its affiliates’ executive officers, directors, any owner of more than 10% of its stock (each, an insider) and entities controlled by such person (an insider’s related interest) are subject to the conditions and limitations imposed by Section 22(h) of the Federal Reserve Act and the FRB’s Regulation O implemented thereunder.
  • On October 24, 2023, the FDIC, the FRB, and the Office of the Comptroller of the Currency issued a final rule to strengthen and modernize the CRA regulations.
  • Under the final rule, banks with assets of at least $2 billion as of December 31 in both of the prior two calendar years will be a “large bank.” The agencies will evaluate large banks under three performance tests: Lending Test, Investment Test, and Service Test.
  • The applicability date for the majority of the provisions set by the CRA regulations is January 1, 2026, and additional requirements are applicable under the regulations on January 1, 2027.
  • On March 29, 2024, a federal court in the Northern District of Texas issued a preliminary injunction of the new CRA regulations, enjoining the federal banking agencies from enforcing the regulations against the plaintiff bank industry trade groups, and extending the regulations’ implementation dates day-for-day for each day the injunction is in place.
  • The Bank Secrecy Act and USA PATRIOT Act The Bank Secrecy Act (“BSA”) and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (“USA PATRIOT Act”) require the Bank to implement a compliance program to detect and prevent money laundering, terrorist financing, and crime.
  • The Company met all capital adequacy requirements under the FRB’s capital rules on December 31, 2024.
  • The Dodd-Frank Act codified the source of strength policy.
  • The Company has elected not to become a financial holding company.
  • We file certain reports with the Securities and Exchange Commission (“SEC”) under the federal securities laws.
  • The Consolidated Company’s non-owner occupied CRE level equaled 447% of total risk-based capital at December 31, 2024.
  • For example, the New York City Rent Guidelines Board established the maximum rent increase on certain apartments at 2.75% for a one-year lease and 5.25% for a two-year lease, beginning on or after October 1, 2024 and through September 30, 2025, and while the overall inflation rate increased at a greater rate.
  • Finally, if the cash flow from a collateral property is reduced ( e.g. , if leases are not obtained or renewed), the borrower’s ability to repay the loan and the value of the security for the loan may be impaired. ​ If we experience greater credit losses than anticipated, earnings may be adversely impacted.
  • Additionally, at December 31, 2024, our portfolio of business loans, totaled $2.73 billion, or 25.1% of our total loan portfolio.
  • Since the first quarter of 2021, we have been required to determine periodic estimates of lifetime expected credit losses on loans and recognize the expected credit losses as allowances for credit losses.
  • This method of loan loss accounting represents a change from the previous method of providing allowances for loan losses that are probable, and greatly increased the types of data we need to collect and review to determine the appropriate level of the allowance for credit losses.
  • As of December 31, 2024, the carrying value of the securities portfolio totaled $1.32 billion.
  • Damage to the Company's reputation could cause significant harm to our business and prospects and may arise from numerous sources, including litigation or regulatory actions, compliance failures, customer services failures, or unethical behavior or misconduct of employees, advisors and counterparties.
  • Adverse developments with respect to the financial services industry may also, by association, negatively impact the Company's reputation or result in greater regulatory or legislative scrutiny of or litigation against the Company. ​ Furthermore, shareholders and other stakeholders have begun to consider how corporations are addressing environmental, social and governance (“ESG”) issues.
  • Governments, investors, customers and the general public are increasingly focused on ESG practices and disclosures, and views about ESG are diverse and rapidly changing.
  • These shifts in investing priorities may result in adverse effects on the trading price of the Company’s common stock if the Company, or our relationships with certain customers, vendors or suppliers became the subject of negative publicity. ​ Accounting-Related Risks Changes in our accounting policies or in accounting standards could materially affect how we report our financial results. ​ Our accounting policies are fundamental to understanding our financial results and condition.
  • If such estimates or assumptions underlying our financial statements are incorrect, we may experience material losses. ​ From time to time, the FASB and the SEC change the financial accounting and reporting standards or the interpretation of those standards that govern the preparation of our external financial statements.
  • Any write-down would have a negative effect on the consolidated financial statements. ​

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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