EX-99 2 ar2022.htm EX-99
ANNUAL REVIEW2 0 2 2

This past year brought major investments in our people, our technology and our facilities, all designed to better position us for the future. Tom Murphy President and CEO The information in this document may contain statements based on management’s beliefs, assumptions, expectations, estimates and projections about the future. Such "forward-looking statements," as defined in Section 21E of the Securities Exchange Act of 1934, as amended, involve a degree of uncertainty and attendant risk. Actual outcomes and results may differ, explicitly or by implication. We are not obligated to revise or update these statements to reflect unanticipated events. This document should be read in conjunction with Arrow’s Annual Report on Form 10-K for the year ended December 31, 2022 and other filings with the Securities and Exchange Commission.

2 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW Arrow Stakeholders: I am pleased to report that Arrow Financial Corporation delivered another strong financial performance in 2022 with record loan growth, excellent earnings and sustained profitability. We have issued a cash dividend to our shareholders for 118 consecutive quarters, including an increase in the cash dividend in 2022, and an annual stock dividend for the past 14 years. Please see the rest of this review for more detail on our financial achievements and the value we deliver for our shareholders. This past year brought major investments in our people, our technology and our facilities, all designed to better position us for the future. Our new mission statement better articulates our drive to strengthen financial lives. Additionally, our new culture statement reinforces the long-held core values that have made our Arrow Team so great and our Company successful. Among those values, we believe a great team delivers great results, and that our strength comes from investing in our people. To that end, we expanded our learning and development programs in 2022 with the addition of “Arrow Leadership Academy” to elevate and develop emerging talent that will keep us moving forward. During 2022, we issued a special bonus (for the third year in a row) to thank the Arrow Team for their commitment and outstanding performance during a challenging labor market and our core banking system upgrade, one of the most complex projects our organization has ever undertaken. We continue to work toward fully leveraging the capabilities of our new system, which paves the way for customer-facing enhancements, more efficient operations and improved reporting. Again, I thank our team for their time, effort and dedication during this transition. We also invested in our physical spaces in 2022. The renovation of our downtown Glens Falls, New York, main campus nears completion, and we look forward to welcoming a large portion of our team back to campus later this year. This multiyear, multimillion- dollar project will update our office and Main Branch space, improve the customer experience, facilitate internal collaboration and reduce our environmental footprint with significant energy improvements. You can read more about our commitment to socially conscious banking on page 4. Finally, as noted at the end of this review, we continued to demonstrate an impressive commitment to our communities by donating $675,000 and more than 9,000 volunteer hours in 2022. Making the time to help and support our neighbors is a very important part of who we are, and we are incredibly proud of the dollars we donate, the thousands of hours our team gives back and the impact we make on our communities by doing so. As you review the year with us, I thank you for your commitment to the Arrow Family of Companies. For those of you who are shareholders, I thank you for your investment in Arrow Financial Corporation. Your support is appreciated as we continue to work to maintain your trust in us and create increased value for your investment. Tom Murphy President and CEO

3 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW Through our team’s hard work and dedication, we advanced many strategic areas of focus. Below are more details, followed by our 2022 financial highlights. STEADY GROWTH In 2022, Arrow Financial Corporation saw solid earnings, sustained profitability and record-high organic loan growth. We continued to focus on deepening existing customer relationships, expanding our presence in newer markets, maintaining asset quality and other performance metrics. BRANCH OPTIMIZATION We continued to optimize our branch network, evaluating placement, performance and opportunities within our footprint. A combination of renovation, consolidation and relocation has allowed us to deliver an enhanced customer experience, while streamlining expenses. 2022 IN REVIEW

4 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW • In December, Glens Falls National Bank consolidated its Aviation Road Office into nearby Queensbury locations. • With a similar focus on optimization, our banks managed through staffing challenges in 2022 prompted by labor market conditions and COVID-19. The Retail Group continuously evaluates branch needs, increasing the number of floating team members and at times leveraging other teams to maximize availability and minimize disruption. The agility exercised during this time provided numerous insights for enhancing the customer experience going forward. HEADQUARTERS RENOVATION Construction on our downtown Glens Falls campus advanced in 2022. This project includes our Arrow Family of Companies headquarters as well as our Glens Falls National Bank Main Office. Once completed later this year, the energy-efficient space will improve both the employee and customer experience. • This full renovation is the final stage of the multiyear plan to create a more flexible and functional work environment, improve energy efficiency and replace aging infrastructure. • The project involves exterior and interior improvements, replacement of aging building equipment with new, energy-efficient systems, creation of a new lobby for customer transactions and development of additional space for lending and corporate offices. ADVANCING TECHNOLOGY In 2022, we took a major step forward in our technology foundation with the upgrade of our core banking system. This investment paves the way for customer-facing enhancements externally, as well as more efficient operations and improved reporting internally. We will continue to work toward fully leveraging our new system's capabilities in 2023. SOCIALLY CONSCIOUS PERFORMANCE At Arrow, we are firmly committed to operating in a socially conscious manner that demonstrates positive environmental, social and governance contributions, also known as “ESG.” Below are some examples of our commitment to conserving natural resources; supporting our employees, our customers and our communities; demonstrating that we value differences, particularly in the areas of diversity, equity, inclusion and belonging (“DEIB”); and adhering to strong corporate governance. • Digital banking options and paperless statements are provided and encouraged • Facility renovations incorporate energy-saving features • Emissions reduction through remote work and video conferencing • Long-standing dedication to diversity on Arrow’s Board of Directors, exceeding Nasdaq requirements • Professional development, wellness and mental health employee services are available to our team • Annual engagements with a third party to assess diversity within our employee base and support for the setting and tracking of goals to encourage the advancement of minorities, women, veterans and persons with disabilities • Incorporation of inclusion and belonging into our HR policies, practices and programs

5 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW • Development of a future DEIB educational series and related stakeholder group to guide further initiatives • Products to facilitate first-time home ownership • Bank On certification for Smart Steps checking to serve the underbanked • Extensive pandemic-related support to customers in need, including Paycheck Protection Program (PPP) and loan deferrals • Annually, time, dollars and expertise are donated to community organizations with an emphasis on affordable homeownership, economic empowerment, health and human services and social progress (find more on our 2022 support on page 12) • Comprehensive governance program, as described in further detail in our annual Proxy Statement • Expanding our philanthropic support of environmental sustainability in our community, including organizations that impact soil and water conservation, land conservation, sustainable farming, mountain and lake protection and stewardship, and parks and recreation • Developed ESG Investment Models for our socially conscious clients • Strong cybersecurity protections and training Additional details can be found in our shareholder communications and filings with the Securities and Exchange Commission. GREAT TEAM, GREAT RESULTS Our Arrow Team continues to display their dedication to our Company, customers, communities and each other through their strong performance and commitment to our mission and values. What we achieve, we achieve together. It is through the team’s hard work and dedication that we see continued success. As a company, we focus on continuous improvement. That means we are constantly growing, learning and evolving. This past year we launched a new mission and culture statement that better reflects meaningful changes and preserves the long-standing values that make us who we are. Our people and our values have always been our greatest asset. To that end, we have expanded our learning and development programs to elevate and support emerging talent. And we issued a special bonus for the third year in a row to thank the Arrow Team for their outstanding performance. Together, we are Arrow Strong. Together, the Arrow Team will continue to deliver the great results expected of us.

6 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW Artist rendering of Main Office lobby. Our downtown Glens Falls campus renovation includes significant improvements to the employee and customer experience, energy efficiency and our retail presence. We look forward to welcoming our team back later in 2023.

7 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW 2022 Financial Highlights Arrow Financial Corporation delivered a strong year of solid earnings, sustained profitability and record loan growth. Here are some highlights: Net Income: $48.8 million, down 2.1% Total Loans: $3.0 billion, up 11.8% Total Deposits: $3.5 billion, down 1.5% Total Assets: $3.97 billion, down 1.5% Return on Average Equity: 13.55% Return on Average Assets: 1.21% Stock Dividend: 3% distributed in September Current Quarterly Cash Dividend: $0.27 Book Value Per Share: Decrease of 4.9% Shareholders’ Equity: Decrease of 4.8%

8 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW $354$21.36 $3,498$1.06 $2.95 $3,970 $270 $302 $334 Performance Comparisons As of December 31 ($ in Millions) *Per Share Amounts have been restated for stock dividends distributed. $3.01 $2.22 $2.29 $2.49 For the 12 Months Ended December 31* DILUTED EARNINGS PER SHARE 2018 2019 2020 2021 2022 As of December 31 ($ in Millions) $2,988 $3,184 $3,689 ASSETS 2018 2019 2020 2021 2022 $4,028 $0.89 $0.93 $0.96 $0.99 For the 12 Months Ended December 31* CASH DIVIDENDS PAID PER SHARE 2018 2019 2020 2021 2022 $2,346 $2,616 $3,235 As of December 31 ($ in Millions) DEPOSITS 2018 2019 2020 2021 2022 $3,550 $16.54 $18.41 $20.31 As of December 31* BOOK VALUE PER SHARE 2018 2019 2020 2021 2022 $22.47 $371 2018 2019 2020 2021 2022 SHAREHOLDERS’ EQUITY

9 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW Source: Prepared by Zacks Investment Research, Inc. Used with permission. All rights reserved. Copyright 1980–2023. Total Return Performance 2017 2018 2019 2020 2021 2022 Arrow Financial Corporation 100.00 99.95 125.32 105.75 132.15 135.21 NASDAQ Banks Index 100.00 85.10 104.92 92.80 125.74 116.95 Russell 2000 Index 100.00 88.99 111.70 134.00 153.85 122.41 Zacks $1B-$5B Bank Assets Index 100.00 91.08 107.31 87.54 119.93 117.09 Comparison of 15-Year Cumulative Total Return • Assumes Initial Investment of $100 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Arrow Financial Corporation 100.00 122.38 130.63 154.46 141.58 160.07 180.61 197.93 206.94 327.92 291.54 291.38 365.37 308.29 385.27 394.20 NASDAQ Banks Index 100.00 82.95 67.03 74.71 69.83 82.20 116.47 121.89 133.53 185.30 190.06 161.73 199.42 176.38 238.98 222.27 Russell 2000 Index 100.00 66.21 84.20 106.81 102.34 119.08 165.30 173.38 165.74 201.06 230.51 205.13 257.49 308.89 354.66 282.18 Zacks $1B-$5B Bank Assets Index 100.00 84.84 70.34 75.77 70.60 84.44 106.87 116.78 128.83 178.65 197.52 179.90 211.95 172.90 236.87 231.26 0.00 50.00 100.00 150.00 200.00 250.00 300.00 350.00 400.00 450.00 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Comparison of 15 Year Cumulative Total Return Assumes Initial Investment of $100 December 2022 Arrow Financial Corporation ABA NASDAQ Community BankTR Russell 2000 Index Zacks $1B-$5B Bank Assets Index 0.00 20.00 40.00 60.00 80.00 100.00 120.00 140.00 160.00 180.00 2017 2018 2019 2020 2021 2022 Comparison of 5 Year Cumulative Total Return Assumes Initial Investment of $100 December 2022 Arrow Financial Corporation ABA NASDAQ Community BankTR Russell 2000 Index Zacks $1B-$5B Bank Assets Index Comparison of Five-Year Cumulative Total Return • Assumes Initial Investment of $100 December 2022 December 2022

10 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW $111,896 12,694 99,202 9,319 89,883 32,658 70,678 51,863 11,036 $40,827 Consolidated Statements of Income (Unaudited) (in thousands, except Per Share Amounts) Years Ended December 31 2018 2019 2020 2021 2022 Interest and Dividend Income Interest Expense Net Interest Income Provision for Credit Losses Net Interest Income after Provision for Credit Losses Total Noninterest Income Total Noninterest Expense Income Before Taxes Provision for Income Taxes Net Income Share and Per Share Data Diluted Average Shares Outstanding Diluted Earnings Per Share Cash Dividends Per Share Book Value Per Share Tangible Book Value Per Share* Key Earnings Ratios Return on Average Assets Return on Average Equity Return on Tangible Equity* Net Interest Margin Capital Ratios Tier 1 Leverage Ratio Total Risk-Based Capital Ratio Asset Quality Ratios Nonperforming Assets to Period-End Assets Allowance for Credit Losses to Period-End Loans 16,555 $3.01 $.99 $22.47 $21.03 1.28% 14.09% 15.11% 2.97% 9.20% 15.69% 0.29% 1.02% 16,306 $2.22 $.89 $16.54 $15.09 1.27% 13.96% 15.38% 3.07% 9.61% 14.86% 0.23% 0.92% 16,372 $2.29 $.93 $18.41 $16.97 1.24% 13.17% 14.36% 3.05% 9.98% 14.78% 0.18% 0.89% $96,503 12,485 84,018 2,607 81,411 28,949 65,055 45,305 9,026 $36,279 $109,759 21,710 88,049 2,079 85,970 28,555 67,450 47,075 9,600 $37,475 $115,550 5,195 110,355 272 110,083 32,369 78,048 64,404 14,547 $49,857 16,422 $2.49 $.96 $20.31 $18.87 1.17% 12.77% 13.78% 2.99% 9.07% 15.48% 0.18% 1.13% 16,562 $2.95 $1.06 $21.36 $19.95 1.21% 13.55% 14.50% 3.03% 9.80% 15.11% 0.32% 1.00% $129,651 11,308 118,343 4,798 113,545 30,898 81,530 62,913 14,114 $48,799 *Further discussion and reconciliation of non-GAAP financial measures can be found in our earnings press release and Form 8-K furnished January 30, 2023.

11 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW 2018 2019 2020 2021 2022 Consolidated Balance Sheets (Unaudited) (in thousands) As of December 31 Assets Cash and Due from Banks Interest-Bearing Deposits at Banks Investment Securities Loans Allowance for Credit Losses Net Loans Premises and Equipment, Net Goodwill and Intangible Assets, Net Other Assets Total Assets Liabilities and Shareholders’ Equity Noninterest-Bearing Deposits Interest-Bearing Checking and Savings Deposits Time Deposits Total Deposits Short-Term Borrowings Federal Home Loan Bank Term Advances Other Long-Term Debt Other Liabilities Total Liabilities Total Shareholders’ Equity Total Liabilities and Shareholders’ Equity $47,035 23,186 614,779 2,386,120 (21,187) 2,364,933 40,629 23,534 70,179 $3,184,275 $484,944 1,735,789 395,321 2,616,054 181,099 30,000 20,000 35,394 2,882,547 301,728 $3,184,275 $56,529 27,710 618,291 2,196,215 (20,196) 2,176,019 30,446 23,725 55,614 $2,988,334 $472,768 1,608,829 263,987 2,345,584 288,659 45,000 20,000 19,507 2,718,750 269,584 $2,988,334 $26,978 430,718 763,009 2,667,941 (27,281) 2,640,660 46,217 23,791 96,579 $4,027,952 $810,274 2,525,678 214,545 3,550,497 0 45,000 20,000 41,269 3,656,766 371,186 $4,027,952 $42,116 338,875 590,677 2,595,030 (29,232) 2,565,798 42,612 23,823 84,735 $3,688,636 $701,341 2,255,792 277,593 3,234,726 17,486 45,000 20,000 37,032 3,354,244 334,392 $3,688,636 $31,886 32,774 757,097 2,983,207 (29,952) 2,953,255 56,491 23,373 114,633 $3,969,509 $836,871 2,452,058 209,435 3,498,364 27,000 27,800 20,000 42,807 3,615,971 353,538 $3,969,509

12 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW Community Contributions A LOOK AT OUR 2022 GIVING COMMUNITY ORGANIZATIONS SUPPORTED COUNTIES SERVED from Albany to Plattsburgh500+ 8 $675,000 2089,395 Hours Logged Employee Volunteers Our philanthropy supported many areas of impact: financial empowerment, education, workforce support, basic needs, health and human services, safe and affordable housing, business and farm support, environmental sustainability and more Donated to our communities from employee contributions INCLUDING $103,821

13 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW We are incredibly proud of the dollars we donate, the thousands of hours our team gives back and the impact we make on our communities by doing so.

14 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW Board of Directors Our Leadership Herbert O. Carpenter John J. Carusone Jr. Michael B. Clarke Mary-Elizabeth T. FitzGerald Herbert A. Heineman Jr. Elizabeth O’Connor Little Michael F. Massiano (Chairman Emeritus) David L. Moynehan John J. Murphy Doris E. Ornstein Richard J. Reisman, DMD Corporate Officers Thomas L. Hoy (Chairman) Retired President and CEO Arrow Financial Corporation/ Glens Falls National Bank Mark L. Behan Founder and President Behan Communications, Inc. Tenée R. Casaccio, AIA President JMZ Architects and Planners, PC Gary C. Dake President Stewart’s Shops Corp. David G. Kruczlnicki Retired President and CEO Glens Falls Hospital Elizabeth A. Miller President and CEO Miller Mechanical Services, Inc. Thomas J. Murphy President and CEO Arrow Financial Corporation/ Glens Falls National Bank Raymond F. O’Conor Chairman and Retired President and CEO Saratoga National Bank William L. Owens, Esq. Partner Stafford, Owens, Piller, Murnane, Kelleher and Trombley, PLLC Colin L. Read, PhD Professor of Economics/Finance SUNY Plattsburgh Directors Emeriti Andrew J. Wise Senior Executive Vice President and Chief Operating Officer David D. Kaiser Senior Executive Vice President and Chief Credit Officer David S. DeMarco Senior Executive Vice President and Chief Banking Officer Thomas J. Murphy President and CEO Gregory J. Champion Executive Vice President - Legal, Syncromune, Inc. Penko Ivanov Executive Vice President and Chief Financial Officer Effective February 21, 2023

Glens Falls National Bank and Trust Company is a community bank headquartered in Glens Falls, New York, that serves Warren, Washington, Essex, Clinton and northern Saratoga counties in Upstate New York. It operates 26 banking offices and provides a wide range of financial products and services to individuals and businesses, including banking, investments and insurance. Saratoga National Bank and Trust Company is a community bank headquartered in Saratoga Springs, New York. It serves Saratoga, Albany, Rensselaer and Schenectady counties through 11 banking offices and provides a wide range of financial products to individuals and businesses, including banking, investments and insurance. Other Arrow Financial Corporation subsidiaries include Upstate Agency, LLC, an insurance agency that specializes in personal and business insurance, as well as group health and employee benefits. North Country Investment Advisers, Inc., an investment advisory firm that provides portfolio management of proprietary accounts for our banks. Arrow Financial Corporation is the parent company of Glens Falls National Bank and Trust Company and Saratoga National Bank and Trust Company. Other subsidiaries include, Upstate Agency, LLC and North Country Investment Advisers, Inc. Our Family of Companies 15 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW

16 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW Our Footprint Glens Falls National Bank and Trust Company Saratoga National Bank and Trust Company Upstate Agency, LLC Arrow Financial Corporation is a multi- bank holding company headquartered in Glens Falls, New York, providing banking, insurance and wealth management services from 37 branches and nine insurance offices in eight counties from Plattsburgh to Albany. With a footprint of more than 160 miles along the eastern border of New York State, our companies reach a broad customer base including rural, urban and suburban areas from the Canadian border to the Hudson Valley. As of the 2020 Census, this service area includes a population of more than 1.1 million individuals, families and businesses. Our Arrow Team of more than 520 staff members, strive to deliver an exceptional customer experience across all lines of business. They make our achievements and financial results possible! Elizabethtown Warrensburg Chestertown Ticonderoga Schroon Lake Durkee St. Ticonderoga Drive-In Port Henry U.S. Ave. Schuylerville Cambridge Salem Argyle Kingsbury Fort Ann Fort Edward Greenwich Granville Main Office Queensbury Lake George South Glens Falls Lake Luzerne Broad St. Bay Rd. Exit 18 Corinth Wilton Square Route 9 West Ave. Clifton Park TroyLatham Colonie Saratoga Springs Schenectady Rotterdam Saratoga Albany Rensselaer Schenectady Washington Warren Clinton Essex

17 | ARROW FINANCIAL CORPORATION • 2022 ANNUAL REVIEW 250 Glen Street, P.O. Box 307, Glens Falls, NY 12801 (518) 745-1000 | arrowfinancial.com