Form 8-K

8-K — Dime Commercial Bancshares, Inc. /NY/

Accession: 0000846617-26-000047

Filed: 2026-10-20

Period: 2026-10-20

CIK: 0000846617

SIC: 6021 (NATIONAL COMMERCIAL BANKS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — dcom-20261020x8k.htm (Primary)

EX-99.1 (dcom-ex99d1.htm)

GRAPHIC (dcom-ex99d1001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: dcom-20261020x8k.htm · Sequence: 1

DIME COMMERCIAL BANCSHARES, INC._October 20, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): October 20, 2026

DIME COMMERCIAL BANCSHARES, INC.

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

New York

001-34096

11-2934195

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(IRS Employer

Identification No.)

898 Veterans Memorial Highway, Suite 560, Hauppauge, New York

11788

(Address of principal executive offices)

(Zip Code)

(631) 537-1000

(Registrant’s telephone number)

N/A

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c)

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

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 Par Value

DCOM

The New York Stock Exchange

Preferred Stock, Series A, $0.01 Par Value

DCOM PR

The New York Stock Exchange

9.000% Junior Subordinated Notes, $25.00 Par Value

DCBG

The New York Stock Exchange

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

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02 Results of Operations and Financial Condition.

On October 20, 2026, Dime Commercial Bancshares, Inc. (the “Company”) issued a press release announcing its earnings for the quarter ended September 30, 2026. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference. The information contained in this Item 2.02, including the related information set forth in the Press Release attached hereto and incorporated by reference herein, is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.

Item 9.01 Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(d) Exhibits.

Exhibit No.

Description

99.1

Press Release dated October 20, 2026, announcing the earnings of the Company for the quarter ended September 30, 2026.*

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

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

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

DIME COMMERCIAL BANCSHARES, INC.

DATE: October 20, 2026

By:

/s/ Avinash Reddy

Avinash Reddy

Senior Executive Vice President, Chief Operating Officer and Chief Financial Officer

EX-99.1

Filename: dcom-ex99d1.htm · Sequence: 2

Page 1

Exhibit 99.1

Dime Commercial Bancshares, Inc. Reports 53% Year-Over-Year Increase in EPS

NIM Expansion and Growth in Net Interest Income Drives Record Quarterly Revenue of $135 million

Deposits Increased by 15% and Loans Increased by 8% on an Annualized Basis Versus The Linked Quarter

Asset Liability Management Profile, Which is Underpinned by $2.2 Billion of Cash and

a Growing Floating Rate Loan Portfolio, Positions Dime Well For Rising Rates

Hauppauge, NY, October 20, 2026 (GLOBE NEWSWIRE) -- Dime Commercial Bancshares, Inc. (NYSE: DCOM) (the “Company” or “Dime”), the parent company of Dime Commercial Bank (the “Bank”), today reported net income available to common stockholders of $39.7 million for the quarter ended September 30, 2026, or $0.90 per diluted common share, compared to net income available to common stockholders of $33.0 million, or $0.75 per diluted common share, for the quarter ended June 30, 2026 and net income available to common stockholders of $25.8 million for the quarter ended September 30, 2025, or $0.59 per diluted common share.

Adjusted net income available to common stockholders (non-GAAP) was $39.9 million and adjusted diluted EPS (non-GAAP) was $0.91 per share for the quarter ended September 30, 2026, compared to $0.79 per share for the quarter ended June 30, 2026, and $0.61 for the quarter ended September 30, 2025 (see "Non-GAAP Reconciliation" tables at the end of this news release).

Stuart H. Lubow, President and Chief Executive Officer (“CEO”) of the Company, stated, “Dime continues to execute on our growth plan and delivered another quarter of record revenue. Third quarter results were marked by strong growth in core deposits and business loans and continued NIM expansion. Our return metrics continue to improve, and the Return on Average Assets improved to 1.10%. Our balance sheet, with $2.2 billion of cash and an 83% loan-to-deposit ratio, was intentionally constructed keeping in mind the potential for an elevated interest rate environment. We believe this highly liquid balance sheet uniquely positions Dime versus our local peers. Finally, we anticipate continued expansion in NIM and growth in Net Interest Income in the quarters ahead as we take advantage of growth opportunities and benefit from a significant loan repricing opportunity that we anticipate will continue through 2027.”

Mr. Lubow continued, “As outlined in a separate press release, this morning we announced our intention to acquire ES Bancshares, Inc., the parent company of Empire State Bank (headquartered in Staten Island). This transaction represents another logical step in Dime's growth strategy.”

Highlights for the Third Quarter of 2026 included:

● Return on Average Assets increased to 1.10% for the third quarter of 2026 compared to 0.94% for the prior quarter;

● Total deposits increased $1.08 billion on a year-over-year basis;

● Core deposits (excluding brokered and time deposits) increased $1.18 billion on a year-over-year basis;

● Average non-interest-bearing deposits to average total deposits for the third quarter increased to 32.1%;

● Business loans grew $346.6 million on a linked quarter basis and $929.1 million on a year-over-year basis;

● The net interest margin increased to 3.35% for the third quarter of 2026 compared to 3.28% for the prior quarter;

● The efficiency ratio decreased to 48.4% for the third quarter of 2026 compared to 53.8% for the third quarter of 2025;

● The Company’s Consolidated CRE Concentration ratio was proactively managed lower to 338%;

● The Company repurchased 298,003 shares of its common stock, which represented 0.7% of shares outstanding at the beginning of the period, at a weighted-average price of $40.64 per share; and

● Announced entry into the affordable housing space with the launch of a dedicated group that will be led by Michael Camoia, SVP, Head of Affordable Housing.

Page 2

Management’s Discussion of Quarterly Operating Results

Net Interest Income

Net interest income for the third quarter of 2026 was $121.2 million compared to $115.2 million for the second quarter of 2026 and $103.4 million for the third quarter of 2025. The Net Interest Margin for the third quarter of 2026 was 3.35% compared to 3.28% for the second quarter of 2026 and 3.01% for the third quarter of 2025.

Loan Portfolio

The ending weighted average rate (“WAR”) on the total loan portfolio was 5.50% at September 30, 2026, a 14-basis point increase compared to the ending WAR of 5.36% on the total loan portfolio at June 30, 2026.

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

September 30, 2026

June 30, 2026

September 30, 2025

(Dollars in thousands)

Balance

WAR (1)

Balance

WAR (1)

Balance

WAR (1)

Loans held for investment balances at period end:

Business loans (2)

3,991,773

6.44

3,645,194

6.32

3,062,674

6.60

One-to-four family residential and coop/condo apartment

1,124,190

5.10

1,075,904

5.04

1,030,949

4.92

Multifamily residential and residential mixed-use (3)(4)

2,951,768

4.54

3,113,647

4.48

3,509,811

4.52

Non-owner-occupied commercial real estate

2,753,169

5.26

2,770,751

5.14

2,975,474

5.13

Acquisition, development, and construction

88,587

6.76

90,476

7.10

139,145

8.04

Other loans

8,668

12.28

8,401

11.81

7,621

11.14

Loans held for investment

10,918,155

5.50

10,704,373

5.36

10,725,674

5.37

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

(2) Business loans include commercial and industrial loans, and owner-occupied commercial real estate loans. At September 30, 2025, business loans included balances related to Paycheck Protection Program (“PPP”) loans; no PPP loans were outstanding at September 30, 2026 or June 30, 2026.

(3) Includes loans underlying multifamily cooperatives.

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

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

(Dollars in millions)

Q3 2026

Q2 2026

Q3 2025

Originations Excluding New Lines of Credit

374.8

255.3

170.6

Originations Including New Lines of Credit

745.8

533.4

535.6

Deposits and Borrowed Funds

Period end total deposits (including mortgage escrow deposits) at September 30, 2026 were $13.14 billion, compared to $12.68 billion at June 30, 2026 and $12.06 billion at September 30, 2025.

Brokered deposits were $200.0 million at September 30, 2026, compared to $200.0 million at June 30, 2026 and $200.0 million at September 30, 2025. Total Federal Home Loan Bank advances were lowered to $335.0 million at September 30, 2026, compared to $385.0 million at June 30, 2026 and $508.0 million at September 30, 2025.

Page 3

Non-Interest Income

Non-interest income was $14.1 million during the third quarter of 2026, $11.3 million during the second quarter of 2026, and $12.2 million during the third quarter of 2025. Excluding the fair value change in equity securities and loans held for sale, and (gain) loss on sale of securities, loans and other assets, non-interest income was $13.4 million during the third quarter of 2026, $13.2 million during the second quarter of 2026 and $13.3 million during the third quarter of 2025.

Non-Interest Expense

Total non-interest expense was $65.5 million during the third quarter of 2026, $64.7 million during the second quarter of 2026, and $62.2 million during the third quarter of 2025. Excluding the impact of the net loss (gain) on extinguishment of debt, amortization of other intangible assets and severance expense, adjusted non-interest expense was $64.3 million during the third quarter of 2026, $64.1 million during the second quarter of 2026, and $62.0 million during the third quarter of 2025 (see “Non-GAAP Reconciliation” tables at the end of this news release).

The ratio of non-interest expense to average assets was 1.73% during the third quarter of 2026, compared to 1.74% during the linked quarter and 1.73% during the third quarter of 2025. Excluding the impact of the net loss (gain) on extinguishment of debt, amortization of other intangible assets and severance expense, the ratio of adjusted non-interest expense to average assets was 1.70% during the third quarter of 2026, 1.72% during the second quarter of 2026, and 1.72% during the third quarter of 2025 (see “Non-GAAP Reconciliation” tables at the end of this news release).

The efficiency ratio was 48.4% during the third quarter of 2026, compared to 51.2% during the linked quarter and 53.8% during the third quarter of 2025. Excluding the impact of (gain) loss on sale of securities, loans and other assets, fair value change in equity securities and loans held for sale, severance expense, net loss (gain) on extinguishment of debt, and amortization of other intangible assets, the adjusted efficiency ratio was 47.8% during the third quarter of 2026, compared to 49.9% during the linked quarter and 53.1% during the third quarter of 2025 (see “Non-GAAP Reconciliation” tables at the end of this news release).

Mr. Lubow commented, “Our organic growth strategy is paying dividends as evidenced by a decline in the core efficiency ratio to below 48% for the third quarter. Growth in revenues is anticipated to continue to drive the efficiency ratio lower in the years ahead.”

Income Tax Expense

Income tax expense was $14.5 million during the third quarter of 2026, $13.1 million during the second quarter of 2026, and $12.4 million during the third quarter of 2025. The effective tax rate for the third quarter of 2026 was 25.8%, compared to 27.3% for the second quarter of 2026 and 31.0% for the third quarter of 2025.

Credit Quality

Non-performing assets were $99.5 million at September 30, 2026, compared to $69.0 million at June 30, 2026 and $72.1 million at September 30, 2025.

A credit loss provision of $13.8 million was recorded during the third quarter of 2026, compared to $13.9 million during the second quarter of 2026, and $13.3 million during the third quarter of 2025.

Capital Management

Stockholders’ equity increased $2.3 million to $1.52 billion at September 30, 2026.

The Company’s and the Bank’s regulatory capital ratios continued to be in excess of all applicable regulatory requirements as of September 30, 2026.

Dividends per common share were $0.25 for each of the third and second quarters of 2026.

Book value per common share was $32.10 at September 30, 2026 compared to $31.79 at June 30, 2026.

Tangible common book value per share (which represents common equity less goodwill and other intangible assets, divided by the number of shares outstanding) was $28.49 at September 30, 2026 compared to $28.21 at June 30, 2026 (see “Non-GAAP Reconciliation” tables at the end of this news release).

Page 4

Earnings Call Information

The Company will conduct a conference call at 8:30 a.m. (ET) on Tuesday, October 20, 2026, during which CEO Lubow will discuss the Company’s third quarter 2026 financial performance, with a question-and-answer session to follow.

Participants may access the conference call via webcast using this link: https://edge.media-server.com/mmc/p/aihfhaeg. To participate via telephone, please register in advance using this link: https://register-conf.media-server.com/register/BIe576e0e1823d40b89d52de726f0b9563. Upon registration, all telephone participants will receive a one-time confirmation email detailing how to join the conference call, including the dial-in number along with a unique PIN that can be used to access the call. All participants are encouraged to dial-in 10 minutes prior to the start time.

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

ABOUT DIME COMMERCIAL BANCSHARES, INC.

Dime Commercial Bancshares, Inc. is the holding company for Dime Commercial Bank, a New York State-chartered trust company with approximately $15 billion in assets and the number one deposit market share on Greater Long Island (1).

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

This news release contains a number of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These statements may be identified by use of words such as “annualized," “anticipate," "believe," “continue,” "could," "estimate," "expect," "intend," “likely,” "may," "outlook," "plan," "potential," "predict," "project," "should," "will," "would" and similar terms and phrases, including references to assumptions. Any forward-looking statements presented herein are made only as of the date of this release, and the Company does not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise, except as may be required by law.

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

Contact: Avinash Reddy

Senior Executive Vice President – Chief Operating Officer and Chief Financial Officer

718-782-6200 extension 5909

Page 5

DIME COMMERCIAL BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(In thousands)

September 30,

June 30,

December 31,

2026

2025

Assets:

Cash and due from banks

2,184,800

1,934,594

2,353,966

Securities available-for-sale, at fair value

897,276

895,251

797,935

Securities held-to-maturity

701,601

706,606

618,901

Loans held for sale

2,413

1,862

1,989

Loans held for investment, net:

Business loans (1)

3,991,773

3,645,194

3,240,600

One-to-four family residential and coop/condo apartment

1,124,190

1,075,904

1,035,983

Multifamily residential and residential mixed-use (2)(3)

2,951,768

3,113,647

3,424,565

Non-owner-occupied commercial real estate

2,753,169

2,770,751

2,933,287

Acquisition, development and construction

88,587

90,476

117,215

Other loans

8,668

8,401

6,558

Allowance for credit losses

(108,548)

(104,963)

(97,372)

Total loans held for investment, net

10,809,607

10,599,410

10,660,836

Premises and fixed assets, net

28,711

30,570

31,255

Restricted stock

59,046

61,167

67,197

BOLI

422,101

417,459

401,163

Goodwill

155,797

Other intangible assets

2,339

2,534

2,938

Operating lease assets

44,114

36,830

42,876

Derivative assets

99,951

70,545

76,315

Accrued interest receivable

57,694

56,282

55,572

Other assets

81,419

74,046

74,891

Total assets

15,546,869

15,042,953

15,341,631

Liabilities:

Non-interest-bearing checking (excluding mortgage escrow deposits)

4,158,300

3,946,965

3,915,081

Interest-bearing checking

1,068,293

1,140,667

1,178,281

Savings (excluding mortgage escrow deposits)

1,608,662

1,621,056

1,777,143

Money market

5,187,009

4,853,645

4,806,572

Certificates of deposit

1,034,729

1,068,824

1,117,118

Deposits (excluding mortgage escrow deposits)

13,056,993

12,631,157

12,794,195

Non-interest-bearing mortgage escrow deposits

81,429

45,980

47,051

Interest-bearing mortgage escrow deposits

—

Total mortgage escrow deposits

81,429

45,980

47,051

Total deposits (including mortgage escrow deposits)

13,138,422

12,677,137

12,841,246

FHLBNY advances

335,000

385,000

508,000

Subordinated debt, net

231,313

231,186

272,503

Derivative cash collateral

100,550

61,790

52,400

Operating lease liabilities

46,834

39,626

45,729

Derivative liabilities

99,394

69,631

73,573

Other liabilities

72,598

58,127

72,411

Total liabilities

14,024,111

13,522,497

13,865,862

Stockholders' equity:

Preferred stock, Series A

116,569

Common stock

462

Additional paid-in capital

622,827

622,636

623,041

Retained earnings

926,880

898,089

854,167

Accumulated other comprehensive loss ("AOCI"), net of deferred taxes

(46,314)

(31,573)

(31,468)

Unearned equity awards

(15,311)

(17,590)

(8,661)

Treasury stock, at cost

(82,355)

(68,137)

(78,341)

Total stockholders' equity

1,522,758

1,520,456

1,475,769

Total liabilities and stockholders' equity

15,546,869

15,042,953

15,341,631

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

(2) Includes loans underlying multifamily cooperatives.

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

Page 6

DIME COMMERCIAL BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands except share and per share amounts)

Three Months Ended

Nine Months Ended

September 30,

June 30,

September 30,

2026

2025

2026

2025

Interest income:

Loans

149,776

143,892

147,756

435,758

435,909

Securities

15,428

14,518

11,338

42,734

34,014

Other short-term investments

18,182

16,840

16,449

53,544

35,035

Total interest income

183,386

175,250

175,543

532,036

504,958

Interest expense:

Deposits and escrow

54,220

52,171

62,950

158,755

181,205

Borrowed funds

7,279

7,351

8,406

22,930

25,141

Derivative cash collateral

668

542

788

1,695

2,903

Total interest expense

62,167

60,064

72,144

183,380

209,249

Net interest income

121,219

115,186

103,399

348,656

295,709

Provision for credit losses

13,812

13,875

13,294

40,000

32,141

Net interest income after provision

107,407

101,311

90,105

308,656

263,568

Non-interest income:

Service charges and other fees

6,879

6,483

5,209

19,092

14,494

Title fees

191

187

126

520

342

Loan level derivative income

702

535

650

1,709

1,653

BOLI income

4,683

5,038

4,956

14,279

13,135

Gain on sale of Small Business Administration ("SBA") loans

—

196

507

Gain on sale of residential loans

198

119

Fair value change in equity securities and loans held for sale

(38)

152

Gain on securities

—

163

Gain (loss) on sale of loans and other assets

757

(2,000)

(1,117)

(1,563)

(1,117)

Other

877

740

2,247

2,347

3,991

Total non-interest income

14,128

11,266

12,211

36,740

33,439

Non-interest expense:

Salaries and employee benefits

39,303

39,781

38,344

118,677

110,213

Severance

974

454

1,530

218

Occupancy and equipment

7,855

7,899

8,107

23,963

23,838

Data processing costs

5,835

5,151

4,798

16,409

14,495

Marketing

2,258

1,951

1,961

6,234

5,383

Professional services

1,981

2,325

2,228

6,215

6,441

Federal deposit insurance premiums

1,627

1,712

1,799

4,605

5,538

Net loss (gain) on extinguishment of debt

—

(972)

—

Loss due to pension settlement

—

7,231

Amortization of other intangible assets

195

236

599

723

Other

5,475

5,231

4,745

15,700

13,954

Total non-interest expense

65,503

64,701

62,224

192,960

188,034

Income before taxes

56,032

47,876

40,092

152,436

108,973

Income tax expense

14,472

13,062

12,421

41,480

30,147

Net income

41,560

34,814

27,671

110,956

78,826

Preferred stock dividends

1,822

1,821

1,822

5,465

Net income available to common stockholders

39,738

32,993

25,849

105,491

73,361

Page 7

DIME COMMERCIAL BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED COMMON SHARE DATA

(Dollars in thousands except per share amounts)

Three Months Ended

Nine Months Ended

September 30,

June 30,

September 30,

GAAP

2026

2025

2026

2025

Net income available to common stockholders

39,738

32,993

25,849

105,491

73,361

Less: Dividends paid and earnings allocated to participating securities

(801)

(687)

(493)

(2,081)

(1,323)

Income attributable to common stock - Basic and Diluted

38,937

32,306

25,356

103,410

72,038

Weighted-average common shares outstanding

43,137,429

43,218,619

43,052,898

43,155,159

43,010,919

Basic and diluted earnings per share ("EPS") (1)

0.90

0.75

0.59

2.40

1.67

Non-GAAP

Adjusted net income available to common stockholders (2)

39,914

34,663

26,588

106,982

79,139

Less: Dividends paid and earnings allocated to participating securities

(805)

(722)

(507)

(2,113)

(1,417)

Adjusted income attributable to common stock - Basic and Diluted

39,109

33,941

26,081

104,869

77,722

Weighted-average common shares outstanding

43,137,429

43,218,619

43,052,898

43,155,159

43,010,919

Adjusted basic and diluted EPS (3)

0.91

0.79

0.61

2.43

1.81

(1) The earnings per share is calculated by dividing income attributable to common stock by weighted-average common shares outstanding.

(2) See "Non-GAAP Reconciliation" tables for reconciliation of reported and adjusted (non-GAAP) net income available to common stockholders.

(3) The adjusted earnings per share is calculated by dividing adjusted income attributable to common stock by weighted-average common shares outstanding.

Page 8

DIME COMMERCIAL BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED SELECTED FINANCIAL HIGHLIGHTS

(Dollars in thousands except per share amounts)

At or For the Three Months Ended

At or For the Nine Months Ended

September 30,

June 30,

September 30,

2026

2025

2026

2025

Per Share Data:

Reported EPS (Diluted)

0.90

0.75

0.59

2.40

1.67

Cash dividends paid per common share

0.25

0.75

Book value per common share

32.10

31.79

30.44

32.10

30.44

Tangible common book value per share (1)

28.49

28.21

26.81

28.49

26.81

Common shares outstanding

43,811

44,158

43,889

43,811

43,889

Dividend payout ratio

27.78

33.33

42.37

31.25

44.91

Performance Ratios (Based upon Reported Net Income):

Return on average assets

1.10

0.94

0.77

0.99

0.75

Return on average equity

10.77

9.15

7.59

9.71

7.31

Return on average tangible common equity (1)

12.57

10.62

8.80

11.31

8.47

Net interest margin

3.35

3.28

3.01

3.28

2.98

Non-interest expense to average assets

1.73

1.74

1.73

1.72

1.78

Efficiency ratio

48.4

51.2

53.8

50.1

57.1

Effective tax rate

25.83

27.28

30.98

27.21

27.66

Balance Sheet Data:

Average assets

15,142,449

14,862,346

14,426,002

14,996,020

14,074,794

Average interest-earning assets

14,364,889

14,086,464

13,638,036

14,218,475

13,267,962

Average tangible common equity (1)

1,268,341

1,247,394

1,182,158

1,248,060

1,162,403

Loan-to-deposit ratio at end of period (2)

83.1

84.4

88.9

83.1

88.9

Capital Ratios and Reserves - Consolidated:

Tangible common equity to tangible assets (1) (3)

8.11

8.37

8.18

Tangible equity to tangible assets (1) (3)

8.87

9.15

8.99

Tier 1 common equity ratio (3)

11.75

11.99

11.53

Tier 1 risk-based capital ratio (3)

12.81

13.09

12.64

Total risk-based capital ratio (3)

15.96

16.30

16.18

Tier 1 leverage ratio (3)

9.40

9.46

9.29

Consolidated CRE concentration ratio (3)(4)

338

352

401

Allowance for credit losses/ Total loans

0.99

0.98

0.88

Allowance for credit losses/ Non-performing loans held for investment

111.54

157.09

130.54

(1) See "Non-GAAP Reconciliation" tables for reconciliation of tangible equity, tangible common equity, and tangible assets.

(2) Total deposits include mortgage escrow deposits, which fluctuate seasonally.

(3) September 30, 2026 ratios are preliminary pending completion and filing of the Company’s regulatory reports.

(4) The Consolidated CRE concentration ratio is calculated using the sum of commercial real estate, excluding owner-occupied commercial real estate, multifamily, and acquisition, development, and construction, divided by consolidated capital. The September 30, 2026 ratio is preliminary pending completion and filing of the Company’s regulatory reports.

Page 9

DIME COMMERCIAL BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED AVERAGE BALANCES AND NET INTEREST INCOME

(Dollars in thousands)

Three Months Ended

September 30, 2026

June 30, 2026

September 30, 2025

Average

Yield/

Average

Yield/

Average

Yield/

Balance

Interest

Cost

Balance

Interest

Cost

Balance

Interest

Cost

Assets:

Interest-earning assets:

Business loans

3,798,622

62,650

6.54

3,489,614

56,520

6.50

2,957,434

50,271

6.74

One-to-four family residential and coop/condo apartment

1,111,740

13,604

4.85

1,064,043

12,588

4.75

1,023,844

12,120

4.70

Multifamily residential and residential mixed-use

3,059,148

35,123

4.56

3,195,372

35,930

4.51

3,591,822

41,712

4.61

Non-owner-occupied commercial real estate

2,724,952

36,719

5.35

2,815,624

37,117

5.29

3,067,598

40,439

5.23

Acquisition, development, and construction

79,710

1,654

8.23

90,738

1,711

7.56

145,902

3,184

8.66

Other loans

8,981

1.15

8,580

1.22

7,515

1.58

Total loans

10,783,153

149,776

5.51

10,663,971

143,892

5.41

10,794,115

147,756

5.43

Securities

1,640,702

15,428

3.73

1,582,300

14,518

3.68

1,340,223

11,338

3.36

Other short-term investments

1,941,034

18,182

3.72

1,840,193

16,840

3.67

1,503,698

16,449

4.34

Total interest-earning assets

14,364,889

183,386

5.06

14,086,464

175,250

4.99

13,638,036

175,543

5.11

Non-interest-earning assets

777,560

775,882

787,966

Total assets

15,142,449

14,862,346

14,426,002

Liabilities and Stockholders' Equity:

Interest-bearing liabilities:

Interest-bearing checking (1)

1,082,628

4,453

1.63

1,040,981

4,058

1.56

1,069,761

5,306

1.97

Money market

4,907,654

31,883

2.58

4,796,008

30,049

2.51

4,359,512

34,877

3.17

Savings (1)

1,635,196

9,776

2.37

1,684,130

9,826

2.34

1,821,289

13,273

2.89

Certificates of deposit

1,051,590

8,108

3.06

1,075,789

8,238

3.07

1,116,152

9,494

3.37

Total interest-bearing deposits

8,677,068

54,220

2.48

8,596,908

52,171

2.43

8,366,714

62,950

2.99

FHLBNY advances

337,717

3,469

4.08

418,517

3,541

3.39

508,000

4,104

3.21

Subordinated debt, net

231,229

3,809

6.54

231,102

3,810

6.61

272,429

4,301

6.26

Other short-term borrowings

5.22

—

5.22

Total borrowings

569,022

7,279

5.08

649,619

7,351

4.54

780,505

8,406

4.27

Derivative cash collateral

75,524

668

3.51

62,134

542

3.50

63,856

788

4.90

Total interest-bearing liabilities

9,321,614

62,167

2.65

9,308,661

60,064

2.59

9,211,075

72,144

3.11

Non-interest-bearing checking (1)

4,102,780

3,864,575

3,573,448

Other non-interest-bearing liabilities

174,880

166,688

183,627

Total liabilities

13,599,274

13,339,924

12,968,150

Stockholders' equity

1,543,175

1,522,422

1,457,852

Total liabilities and stockholders' equity

15,142,449

14,862,346

14,426,002

Net interest income

121,219

115,186

103,399

Net interest rate spread

2.41

2.40

2.00

Net interest margin

3.35

3.28

3.01

Deposits (including non-interest-bearing checking accounts) (1)

12,779,848

54,220

1.68

12,461,483

52,171

1.68

11,940,162

62,950

2.09

(1) Includes mortgage escrow deposits.

Page 10

DIME COMMERCIAL BANCSHARES, INC. AND SUBSIDIARIES

UNAUDITED SCHEDULE OF NON-PERFORMING ASSETS

(Dollars in thousands)

At or For the Three Months Ended

September 30,

June 30,

September 30,

Asset Quality Detail

2026

2025

Non-performing loans held for investment

Business loans

33,171

23,898

21,005

One-to-four family residential and coop/condo apartment

4,852

4,465

2,440

Multifamily residential and residential mixed-use

47,773

26,893

—

Non-owner-occupied commercial real estate

11,109

11,151

47,952

Acquisition, development, and construction

412

657

Other loans

—

Non-accrual loans held for investment

97,317

66,819

72,054

Non-accrual loans held for sale

1,750

—

Total non-accrual loans

99,067

68,569

72,054

Total non-accrual loans/ Total loans

0.91%

0.64%

0.67%

Total non-performing assets ("NPAs") (1)

99,517

69,019

72,054

Total loans 90 days delinquent and accruing ("90+ Delinquent")

—

NPAs and 90+ Delinquent

99,517

69,019

72,054

NPAs and 90+ Delinquent / Total assets

0.64%

0.46%

0.50%

Net loan charge-offs ("NCOs")

9,749

9,662

12,586

NCOs / Average loans (2)

0.36%

0.47%

(1) September 30, 2026 and June 30, 2026 balances include one non-performing available-for-sale security in the amount of $450 thousand.

(2) Calculated based on annualized NCOs to average loans.

Page 11

DIME COMMERCIAL BANCSHARES, INC. AND SUBSIDIARIES

NON-GAAP RECONCILIATION

(Dollars in thousands except per share amounts)

The following tables below provide a reconciliation of certain financial measures calculated under generally accepted accounting principles ("GAAP") (as reported) and non-GAAP measures. A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are required to be disclosed in the most directly comparable measure calculated and presented in accordance with GAAP in the United States. The Company’s management believes the presentation of non-GAAP financial measures provides investors with a greater understanding of the Company’s operating results in addition to the results measured in accordance with GAAP. While management uses these non-GAAP measures in its analysis of the Company’s performance, this information should not be viewed as a substitute for financial results determined in accordance with GAAP or considered to be more important than financial results determined in accordance with GAAP.

The following non-GAAP financial measures exclude pre-tax income and expenses associated with the fair value change in equity securities and loans held for sale, (gain) loss on sale of securities, loans and other assets, severance, net loss (gain) on extinguishment of debt and loss due to pension settlement.

Three Months Ended

Nine Months Ended

September 30,

June 30,

September 30,

2026

2025

2026

2025

Reconciliation of Reported and Adjusted (non-GAAP) Net Income Available to Common Stockholders

Reported net income available to common stockholders

39,738

32,993

25,849

105,491

73,361

Adjustments to net income (1):

Fair value change in equity securities and loans held for sale

(38)

(51)

(152)

(Gain) loss on sale of securities, loans and other assets

(757)

2,000

1,112

1,563

1,040

Severance

974

454

1,530

218

Net loss (gain) on extinguishment of debt

—

(972)

—

Loss due to pension settlement

—

7,231

Income tax effect of adjustments noted above (1)

(79)

(748)

(328)

(668)

(2,559)

Adjusted net income available to common stockholders (non-GAAP)

39,914

34,663

26,588

106,982

79,139

Adjusted Ratios (Based upon Adjusted (non-GAAP) Net Income as calculated above)

Adjusted EPS (Diluted)

0.91

0.79

0.61

2.43

1.81

Adjusted return on average assets

1.10

0.98

0.79

1.00

0.80

Adjusted return on average equity

10.82

9.59

7.80

9.84

7.84

Adjusted return on average tangible common equity

12.63

11.16

9.05

11.47

9.14

Adjusted non-interest expense to average assets

1.70

1.72

1.71

1.70

Adjusted efficiency ratio

47.8

49.9

53.1

49.6

54.5

(1) Adjustments to net income are taxed at the Company's approximate statutory tax rate.

The following table presents a reconciliation of operating expense as a percentage of average assets (as reported) and adjusted operating expense as a percentage of average assets (non-GAAP):

Three Months Ended

Nine Months Ended

September 30,

June 30,

September 30,

2026

2025

2026

2025

Operating expense as a % of average assets - as reported

1.73

1.74

1.73

1.72

1.78

Severance

(0.03)

(0.01)

—

(0.01)

—

Net loss (gain) on extinguishment of debt

—

Loss due to pension settlement

—

(0.07)

Amortization of other intangible assets

—

(0.01)

—

(0.01)

Adjusted operating expense as a % of average assets (non-GAAP)

1.70

1.72

1.71

1.70

Page 12

The following table presents a reconciliation of efficiency ratio (non-GAAP) and adjusted efficiency ratio (non-GAAP):

Three Months Ended

Nine Months Ended

September 30,

June 30,

September 30,

2026

2025

2026

2025

Efficiency ratio - as reported (non-GAAP) (1)

48.4

51.2

53.8

50.1

57.1

Non-interest expense - as reported

65,503

64,701

62,224

192,960

188,034

Severance

(974)

(454)

(6)

(1,530)

(218)

Net (loss) gain on extinguishment of debt

—

(2)

—

972

—

Loss due to pension settlement

—

(7,231)

Amortization of other intangible assets

(195)

(236)

(599)

(723)

Adjusted non-interest expense (non-GAAP)

64,334

64,050

61,982

191,803

179,862

Net interest income - as reported

121,219

115,186

103,399

348,656

295,709

Non-interest income - as reported

14,128

11,266

12,211

36,740

33,439

Fair value change in equity securities and loans held for sale

(38)

(51)

(152)

(Gain) loss on sale of securities, loans and other assets

(757)

2,000

1,112

1,563

1,040

Adjusted non-interest income (non-GAAP)

13,409

13,228

13,272

38,341

34,327

Adjusted total revenues for adjusted efficiency ratio (non-GAAP)

134,628

128,414

116,671

386,997

330,036

Adjusted efficiency ratio (non-GAAP) (2)

47.8

49.9

53.1

49.6

54.5

(1) The reported efficiency ratio is a non-GAAP measure calculated by dividing GAAP non-interest expense by the sum of GAAP net interest income and GAAP non-interest income.

(2) The adjusted efficiency ratio is a non-GAAP measure calculated by dividing adjusted non-interest expense by the sum of GAAP net interest income and adjusted non-interest income.

The following table presents a reconciliation of pre-tax pre-provision net revenue (non-GAAP) and adjusted pre-tax pre-provision net revenue (non-GAAP):

Three Months Ended

Nine Months Ended

September 30,

June 30,

September 30,

2026

2025

2026

2025

Financial Data:

Net interest income

121,219

115,186

103,399

348,656

295,709

Non-interest income

14,128

11,266

12,211

36,740

33,439

Total revenue

135,347

126,452

115,610

385,396

329,148

Non-interest expense

65,503

64,701

62,224

192,960

188,034

Pre-tax pre-provision net revenue (non-GAAP) (1)

69,844

61,751

53,386

192,436

141,114

Adjusted pre-tax pre-provision net revenue (non-GAAP) (2)

70,294

64,364

54,689

195,194

150,174

(1) The reported pre-tax pre-provision net revenue is a non-GAAP measure calculated by adding GAAP net interest income and GAAP non-interest income less GAAP non-interest expense.

(2) The adjusted pre-tax pre-provision net revenue is a non-GAAP measure calculated by adding GAAP net interest income and the adjusted non-interest income less the adjusted non-interest expense as shown in the reconciliation of efficiency ratio table above.

Page 13

The following table presents the tangible common equity to tangible assets, tangible equity to tangible assets, and tangible common book value per share calculations (non-GAAP):

September 30,

June 30,

September 30,

2026

2025

Reconciliation of Tangible Assets:

Total assets

15,546,869

15,042,953

14,538,943

Goodwill

(155,797)

Other intangible assets

(2,339)

(2,534)

(3,173)

Tangible assets (non-GAAP)

15,388,733

14,884,622

14,379,973

Reconciliation of Tangible Common Equity - Consolidated:

Total stockholders' equity

1,522,758

1,520,456

1,452,342

Goodwill

(155,797)

Other intangible assets

(2,339)

(2,534)

(3,173)

Tangible equity (non-GAAP)

1,364,622

1,362,125

1,293,372

Preferred stock, net

(116,569)

Tangible common equity (non-GAAP)

1,248,053

1,245,556

1,176,803

Common shares outstanding

43,811

44,158

43,889

Tangible common equity to tangible assets (non-GAAP)

8.11

8.37

8.18

Tangible equity to tangible assets (non-GAAP)

8.87

9.15

8.99

Book value per common share

32.10

31.79

30.44

Tangible common book value per share (non-GAAP)

28.49

28.21

26.81

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Cover

Oct. 20, 2026

Document Information [Line Items]

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9.000% Junior Subordinated Notes, $25.00 Par Value

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Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

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Namespace Prefix:

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- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

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Data Type:

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- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

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- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

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Namespace Prefix:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

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Namespace Prefix:

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- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

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Data Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

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Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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