13.

Stockholders’ Equity

Dividend Restrictions on the Bank:

In connection with the Bank’s conversion from mutual to stock form in

November 1995,

a special liquidation account was established at the time of conversion, in accordance with the requirements of its primary regulator, which was equal to its capital as of

June 30, 1995.

The liquidation account is reduced as and to the extent that eligible account holders have reduced their qualifying deposits. Subsequent increases in deposits do

not

restore an eligible account holder’s interest in the liquidation account. In the event of a complete liquidation of the Bank, each eligible account holder will be entitled to receive a distribution from the liquidation account in an amount proportionate to the current adjusted qualifying balances for accounts then held. As of

December 31, 2018

and

2017,

the Bank’s liquidation account was

$0.5

million and

$0.6

million, respectively, and was presented within retained earnings.

In addition to the restriction described above, New York State and Federal banking regulations place certain restrictions on dividends paid by the Bank to the Holding Company. The total amount of dividends which

may

be paid at any date is generally limited to the net income of the Bank for the current year and prior

two

years, less any dividends previously paid from those earnings. As of

December 31, 2018,

the Bank had

$97.0

million in retained earnings available to distribute to the Holding Company in the form of cash dividends.

In addition, dividends paid by the Bank to the Holding Company would be prohibited if the effect thereof would cause the Bank’s capital to be reduced below applicable minimum capital requirements.

As a bank holding company, the Holding Company is subject to similar dividend restrictions.

Treasury Stock Transactions:

The Holding Company repurchased

787,069

common shares at an average cost of

$25.97

and

241,625

common shares at an average cost of

$27.59

during the years ended

December 31, 2018

and

2017,

respectively. At

December 31, 2018,

467,211

shares remained subject to repurchase under the authorized stock repurchase program. Stock will be purchased under the authorized stock repurchase program from time to time, in the open market or through private transactions, subject to market conditions and at the discretion of the management of the Company. There is

expiration or maximum dollar amount under this authorization.

Accumulated Other Comprehensive Loss:

The following are changes in accumulated other comprehensive loss by component, net of tax, for the years ended:

	Unrealized Gains (Losses) on Available for Sale Securities			Unrealized Gains (Losses) on Cash flow Hedges		Defined Benefit Pension Items			Fair Value Option Elected on Liabilities		Total
December 31, 2018	(In thousands)

Beginning balance, net of tax	$	(5,522	)	$	231	$	(3,695	)	$	-	$	(8,986	)
Reclassification of the Income Tax Effects of the Tax Cuts and Jobs Act from AOCL to Retained Earnings		(1,325	)		50		(798	)		-		(2,073	)
Impact of adoption of Accounting Standard Update 2016-01		-			-		-			779		779

Other comprehensive income before reclassifications, net of tax		(10,127	)		3,351		2,484			87		(4,205	)

Amounts reclassified from accumulated other comprehensive income (loss), net of tax		1,325			72		336			-		1,733

Net current period other comprehensive income, net of tax		(8,802	)		3,423		2,820			87		(2,472	)

Ending balance, net of tax	$	(15,649	)	$	3,704	$	(1,673	)	$	866	$	(12,752	)

December 31, 2017	Unrealized Gains (Losses) on Available for Sale Securities			Unrealized Gains (Losses) on Cash flow Hedges		Defined Benefit Pension Items			Total
	(In thousands)
Beginning balance, net of tax	$	(3,859	)	$	-	$	(4,503	)	$	(8,362	)
Other comprehensive income (loss) before reclassifications, net of tax		(1,771	)		105		485			(1,181	)

Amounts reclassified from accumulated other comprehensive income (loss), net of tax		108			126		323			557

Net current period other comprehensive income (loss), net of tax		(1,663	)		231		808			(624	)

Ending balance, net of tax	$	(5,522	)	$	231	$	(3,695	)	$	(8,986	)

December 31, 2016	Unrealized Gains (Losses) on Available for Sale Securities			Defined Benefit Pension Items			Total
	(In thousands)
Beginning balance, net of tax	$	(521	)	$	(5,041	)	$	(5,562	)
Other comprehensive income (loss) before reclassifications, net of tax		(2,452	)		235			(2,217	)

Amounts reclassified from accumulated other comprehensive income (loss), net of tax		(886	)		303			(583	)

Net current period other comprehensive income (loss), net of tax		(3,338	)		538			(2,800	)

Ending balance, net of tax	$	(3,859	)	$	(4,503	)	$	(8,362	)

The following tables set forth significant amounts reclassified out of accumulated other comprehensive loss by component for the periods indicated:

For the year ended December 31, 2018
Details about Accumulated Other Comprehensive Income Components	Amounts Reclassified from Accumulated Other Comprehensive Income			Affected Line Item in the Statement Where Net Income is Presented
(Dollars in thousands)
Unrealized gains (losses) on available for sale securities:	$	(1,920	)	Net loss on sale of securities
		595		Tax expense
	$	(1,325	)	Net of tax

Cash flow hedges:
Interest rate swaps	$	(104	)	Interest expense
		32		Tax expense
	$	(72	)	Net of tax

Amortization of defined benefit pension items:
Actuarial losses	$	(530	) (1)	Other operating expenses
Prior service credits		39	(1)	Other operating expenses
		(491	)	Total before tax
		155		Tax expense
	$	(336	)	Net of tax

(

) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note

of the Notes to Consolidated Financial Statements “Pension and Other Postretirement Benefit Plans”).

For the year ended December 31, 2017
Details about Accumulated Other Comprehensive Income Components	Amounts Reclassified from Accumulated Other Comprehensive Income			Affected Line Item in the Statement Where Net Income is Presented
(Dollars in thousands)
Unrealized gains (losses) on available for sale securities:	$	(186	)	Net loss on sale of securities
		78		Tax expense
	$	(108	)	Net of tax

Cash flow hedges:
Interest rate swaps	$	(184	)	Interest expense
		58		Tax expense
	$	(126	)	Net of tax

Amortization of defined benefit pension items:
Actuarial losses	$	(605	) (1)	Other operating expenses
Prior service credits		45	(1)	Other operating expenses
		(560	)	Total before tax
		237		Tax expense
	$	(323	)	Net of tax

(

) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note

of the Notes to Consolidated Financial Statements “Pension and Other Postretirement Benefit Plans”).

For the year ended December 31, 2016
Details about Accumulated Other Comprehensive Income Components	Amounts Reclassified from Accumulated Other Comprehensive Income			Affected Line Item in the Statement Where Net Income is Presented
(Dollars in thousands)
Unrealized gains (losses) on available for sale securities:	$	1,524		Net gain on sale of securities
		(638	)	Tax expense
	$	886		Net of tax


Amortization of defined benefit pension items:
Actuarial losses	$	(568	) (1)	Other operating expenses
Prior service credits		45	(1)	Other operating expenses
		(523	)	Total before tax
		220		Tax benefit
	$	(303	)	Net of tax

(

) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note

of the Notes to Consolidated Financial Statements “Pension and Other Postretirement Benefit Plans”).