to our valued customers · to our valued customers: june 16, 2020 welcome to the 115th annual...

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To Our Valued Customers: June 16, 2020

Welcome to the 115th Annual Meeting of Greenfield Cooperative Bank. I would love to

expand on what a great FY 2020 GCB has just finished, but the headlines over the past few

months have focused on the Coronavirus / COVID-19. Along with the world, we learned of a

totally new illness that spread faster and wider than anyone could ever imagine in the 21st

century. The logic before this was that modern medicine and science would protect us from

any “plague” in these times. Obviously, this is not the case and the lockdown of late March

through mid-May 2020 shows how something totally new can cause stress and grief far

beyond the illness itself. What this does mean is that how business is done and human

interaction will be changed for some time to come, at least until we have a solid vaccine that is

widely available or we have a course of treatment that adequately handles COVID-19.

People said we’ve never seen something like this, and as far as health care, I agree. In

my 40 year banking career, I’ve seen several recessions including the Great Recession. Each

is unique. Each recession is the same as well. How you ask? Every recession has been

triggered by some shock to the economy whether it be a housing bubble because of subprime

mortgages, the early 2000 “dot com” bubble bursting or some other world shaking event. This

latest recession was triggered by the Coronavirus (COVID-19) shutdown to contain the virus.

To make one thing clear: our bank WILL get through this recession, just as we have survived

and thrived through earlier recessions and even the Depression. Our region is very lucky

because of the tremendous effort and dedication of all of the first responders, health care

workers, nurses, doctors, etc. The bank cannot cure COVID, but we have enough capital to

get through this. This was due to the prudent steps taken by Greenfield Cooperative Bank

over many years. The Board directed us to build a strong capital cushion for a downturn.

GCB’s directors and management focus on long-term strategies instead of short-term profits to

stockholders. This is an important distinction between GCB and all of the major regional

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/national banks. Yes, our number one priority is to protect customer deposits. But we also

work to do what is right for all of our customers, communities and employees.

When this pandemic was declared a national emergency, financial services were

among those deemed “Essential Services”. Some people scoffed about this, but we knew just

how important banking is to the health of businesses, consumers and local communities. The

past few months showed us just how true this is. To stay open even on a limited basis, we

took several steps to protect both customers and staff. We limited access to our branches for

deposit/cash management/loan services. We restricted teller services to our nine (9) drive up

locations and one walk-up teller behind glass. We worked to ensure our ten (10) 24 hour

ATM’s were up and regularly serviced so people had ready access to cash. We transferred

staff from the teller line to become additional telephone banking staff so we could quickly

answer calls. And e-Access, our 24 hour online banking service played a big part. E-Access

was already popular, but we saw our mobile service transactions increase by 26% during

March as more people chose to bank remotely. You can quickly register for these services

yourself by going to www.BestLocalBank.com. These services allow customers to quickly

check balances, transfer funds and deposit checks remotely. Customers can also open new

accounts or apply for a mortgage using the links in www.BestLocalBank.com.

Greenfield Cooperative Bank’s #1 goal remains to stay strong and have your back as

your community bank. Our strategy is long-term, as we intend to be here for you well into the

future. So keep telling your family & friends to “Come on over to the Co-op!” It keeps us all

strong and healthy. Very truly yours,

Michael E. Tucker, Esq. President and Chief Executive Officer

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MISSION STATEMENT

Greenfield Bancorp, MHC and its wholly-owned subsidiary, the Greenfield Cooperative Bank

including its Northampton Cooperative division (collectively called the “Bank” or “GCB”) is an

independent, mutual member-owned, local community bank serving consumers and

businesses here in the Pioneer Valley. Our mission is to provide fairly-priced banking products, financial services and consumer and commercial loans of all types to help local businesses grow, assist individuals and families in achieving their own financial

goals, and in this manner make the communities we serve stronger and more prosperous.

We promise that we will stay current on technology to help deliver the services customers want

in this fast-changing market, but in a way that does not lose the human touch. Our Bank

employees seek to be a positive influence in the communities we serve. To carry out this

promise, GCB employs caring people who have the experience and training to ensure

excellent customer service. GCB will always attempt to take a long term approach (3+ years)

when making many of its strategic decisions. GCB’s overall goal is to pursue prudent

growth while maintaining the profitability necessary to ensure a safe and sound financial institution that will benefit our customers, our local communities in the Franklin and Hampshire Counties, and all of our employees.

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Operational Highlights

During calendar 2019 and into 2020, we’ve achieved several key goals

• GCB completed the renovation and opening of our newest office at 487 Newton Street in

South Hadley. It is the 10th office in our network of branches throughout Franklin and

Hampshire County. South Hadley offers a full range of services from mortgages,

commercial loans, deposit accounts of all types, instant issue debit card, night depository

and safe deposit boxes. Stop by to see Ms. Courtney Huxley, Assistant Vice President &

Branch Manager and Ms. Maura Guzik Vice President- Commercial Loans and the entire

team.

• GCB completed installation of a fully digital record retention system. This allows a lender

or officer to see the entire record for any customer from any secure terminal within the

bank, no matter what location. The scanned images are crisp and clean. Signature cards

and loan files can be directly “signed” in the system. The system allows a lender in

Northampton to see the entire file in Greenfield. The result is a quicker review and quicker

decisions for customers. It also is a better system for records retention backup and

security and helps us grow into the 21st century.

• We also completed modifications at our 390 College Street, Amherst location and then

consolidated the Triangle Street staff into the College Street location. Jenicca Gallagher

and her team are still the same faces you have always known, and they are just a mile

away. We also consolidated the safe deposit boxes from Triangle Street into our

Sunderland office.

• GCB continues to receive the highest “5 Star” rating from BauerFinancialSM, a leading

independent rating firm. This reflects our strong capital position and the fact that we are a

safe & sound community bank. Bauer looks at things like capital ratio, profitability/loss

trends, asset quality, historical data and liquidity.

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• Our online and mobile banking customer base continues to grow. These systems allow

customers to get information about their balances, recent transactions and activity, turn

their debit card “off” and “on”, and even receive alerts about activity as it occurs.

Subsequent Events in 2020: Steps to deal with the Coronavirus (COVID-19) pandemic:

Customer and staff safety: We continue to take steps to protect customers and staff alike.

o We train all staff and continue ongoing education on the importance of good

hygiene.

o We use conference calls, video and other technology to limit in-person meetings.

o All employees wear face masks for everyone’s protection.

o All branches have hand sanitizing wipes or hand sanitizer along with the option of

vinyl gloves as a way of combatting the Coronavirus.

o We have installed acrylic shields at every teller window and all desks for CSR/

Managers /receptionists/ lenders.

o We have put signage out for social distancing to prevent unnecessary contact to

help stop the progress of the Coronavirus (COVID-19).

o Our cleaning crews did a deep clean of each office. On a nightly basis these crews

pay special attention to disinfecting high-touch areas (check writing desks, teller

counters, doorknobs). Our own staff re-do this throughout the day. We also

replaced all air filters in our systems as of re-opening to ensure clean air is

circulating.

o Our staff are told if they feel ill or exhibit flu-like symptoms to stay at home. The

bank provides adequate sick time to protect them in situations like these.

Payment Holiday program- We saw the impact of a Coronavirus shutdown of businesses

very early and knew that furloughs and layoffs would impact our customers. As a mutual bank,

the Board of Greenfield Cooperative Bank was able to quickly take action. On March 18th,

2020, we announced a “Payment Holiday” option for residential and commercial loans that

might be impacted by the Coronavirus/ COVID-19 situation. Under the program, any loan

customer in good standing (not more than 60 days past due) could easily apply online for a

deferral of two (2) months of payments (Principal and Interest) for April and May 2020. The

April and May payments would be deferred and added as a two month extension at the end of

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the original loan term. If their loan was prepaid for any reason before then, those two

payments including the deferred interest would be collected as part of the loan payoff process.

The bank chose to waive late charges or other fees or additional interest to those customers

who signed up. We also do not report them to the credit bureaus solely because of the

deferral.

The result? In the first six weeks of the program, 581 loan customers (out of 4,007 loans, or

about 14.49% of total loans) accepted our offer and applied to receive forbearance. These

customers deferred some $909,226 in interest expense, which will reduce GCB’s FY 2021

interest income by approximately the same amount. As noted, we have a strong capital

position to allow us to absorb this deferral expense. The program is intended to help folks get

through a temporary bump because the Coronavirus quarantine required many of them to stay

home for some time. In many cases, they lost their regular income and had to wait for

unemployment. This payment holiday allows them to use their savings for other living

expenses until such time as they get back to work (hopefully by June). Any cases that

continue to be impacted by the Coronavirus would be dealt with on a case by case basis.

Paycheck Protection Program (PPP) loans- As the economy slowed dramatically with all of

the quarantines, Congress also saw a need to provide financial stimulus for businesses of all

sizes, but especially small businesses. The U.S. Small Business Administration (“SBA”)

Paycheck Protection Program was the biggest outgrowth of that as Congress authorized

billions in loans. When the White House announced the April 3rd opening of PPP, the SBA

wasn’t really able to handle the volume and the banks had only received the interim rules that

morning. As an SBA Preferred Lender, GCB knew it had to gear up and we quickly agreed to

participate in the PPP program. We first accepted applications on April 9th, and over three

days, we received over 250 applications. Our staff worked overtime as the SBA site kept

crashing, which severely limited our ability to enter loans. By Thursday, April 16th, the SBA

notified banks that the SBA’s ability to guaranty loans was exhausted. GCB had processed

117 loans for $13.9 million at that time. We had another 139 applications in the pipeline and

when “round 2” of the SBA funding of $310 billion was opened on April 27th, we were ready,

but the SBA wasn’t. When they finally had their system working, we got 108 additional loans

approved for $4.5 million over the next few days. The remaining loans were either not

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qualified or had not submitted all required information. We had closed on all $18.4mm of

these loans and disbursed funds within 10 calendar days of receiving the SBA approval on

each loan. We are very proud of our staff, who processed and closed 225 loans in 3 weeks.

This is more than the number of commercial loans normally done in a full year. We showed

customers why it is important to deal with a community bank. A strong bank relationship really

matters in times like these!

Financial Highlights

Financial: Total assets increased 8.85% to $685,890,000. Total loans increased 1.43% to

$433,326,000. Total Deposits increased by 9.30% to $576,929,000 as people recognized

the strong financial condition of GCB. All deposits are FULLY insured deposits through the

combination of the FDIC and Depositors Insurance Fund (f/k/a Share Insurance Fund).

Even with tightening margins with super low interest rates and the initial impact of the

COVID deferrals, FY 2020 resulted in our strongest earnings ever.

o Pre-tax Operating Income for the bank was $5,949,000.

o Net Income was $4,656,000.

o Our Return on Average Assets was at 0.71% in FY 2020.

o Our Allowance for Loan Loss Reserves is up by 9.89% to $4,358,000.

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o Total Capital grew by 10.62% to $81,247,000

o Total Deposits grew by 9.30% ($49,096,000) to a new high of $576,929,000.

o Our Tier 1 Capital to average assets is 11.80%. We are considered “well

capitalized” by all measures.

Lending:

This part of our bank is very important. Our prudent lending allows our local economy

to grow with new and expanded businesses, good jobs. It provides funds for consumers to

buy that first home, or to re-finance their home for home improvements or college tuition. In

FY 2020, GCB originated over $113,229,000 in loans of all types including:

o $34,450,000 in residential mortgages.

o $49,830,000 in commercial lending (C&I and CRE).

o $19,369,000 in municipal loans.

o $8,752,000 in home equity loans and lines.

o $1,073,000 in MassSave® ‘’zero-interest” energy loans.

Corporate Responsibility:

Corporate gifts by GCB made to various charities and social needs increased by 18.2%

over last year, primarily due to some $40,000 in major gifts we provided in March/April 2020 to

Cooley-Dickinson Hospital, Baystate-Franklin Hospital, the Community Foundation and local

relief funds to support their anti-COVID-19 efforts in 2020. For FY 2020, GCB donated over

$233,000 to over 200 different community groups and charities. Groups like the United Way in

both Hampshire and Franklin counties, the Food Bank, CISA, Big Brothers/Big Sisters, Relay

for Life, Meals on Wheels, and capital contributions to the Amherst Hilltown Health Center to

name just a few. The volunteerism and donations are just some of the reasons GCB received

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an “Outstanding” Community Reinvestment Act (CRA) rating from the Federal Reserve in our

last performance review. Finally, GCB has consistently been a responsible corporate citizen.

In FY 2020, the bank paid more than $1.29 million in federal and state income taxes (up +5.0%

over last year reflecting improved earnings) and over $160,000 in local property taxes (up

+8.9% over last year partially impacted by our new South Hadley office). This was all in

addition to our charitable /community contributions and our staff volunteer time.

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Summary Charts:

$471,824 $486,747 $515,170 $527,833 $576,929

Fiscal year ending 3/31

Total Deposits (in 000's)

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2016 2017 2018 2019 2020

$65,181 $66,517 $67,486 $73,445 $81,247

Total Capital (in 000's)

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$118,814 $148,417

$174,686 $196,990 $205,375

Fiscal Year Ending 3/31

Commercial Loans (in 000's)

$178,735

$188,276 $191,370

$194,210 $194,282

2016 2017 2018 2019 2020

Residential Mortgage (in 000's)

Fiscal Year ending 3/31

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2.36%

2.18%

2.11%

2.29%

2.12%

Operating Expenses (as % of avg. assets)

Fiscal Year ending 3/31

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Mortgage Lending: The residential mortgage team originated over $34.45 million in

residential mortgages, $8.35 million in home equity loans and over $1.07 million in low cost

MassSave® energy loans in FY 2020. As of the end of the first quarter of 2020, we are the #1

mortgage lender in Franklin County with a 19.09% market share of mortgage loans in Franklin

County. In Hampshire County, a long-time originator retired in the 3rd quarter 2019 and our

new originator started in late November 2019. Our Hampshire County market share is at

1.08% as this person was getting to full productivity as of 3/31/2020 when COVID hit (Source

Warren Group 2020).

Commercial Lending: FY 2020 was a great year for the commercial lending department as

GCB originated $49.83 million in Commercial Real estate and C&I loans along with another

$19.37 million in municipal loans. Executive Vice President & Chief Operating Officer, Anthony

Worden, and his team of 7 commercial lenders, along with 4 credit analysts and 3 support staff

are second to none. They have the resources and staff to meet almost any need of a business

in our region, both large and small. You can meet with a commercial lender at your office or at

any one of our ten locations. We even have lenders based in our offices in Greenfield,

0.00%

2.00%

4.00%

6.00%

8.00%

10.00%

12.00%

14.00%

16.00%

18.00%

20.00%

2016 2017 2018 2019 2020 ytd

16.02%

13.30% 12.83%

9.85%

19.09%

3.96% 3.63% 3.87% 2.97%

1.08%

Mortgage market share (Calendar year: source Warren Group)

Franklin County Hampshire County

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Shelburne Falls, Amherst, Northampton and now South Hadley as well. Our experienced staff

in credit underwriting and credit administration allows us to meet the needs of our current

customers and the needs of future customers. We are well positioned to support your

business’ needs as you grow.

Greenfield Cooperative Bank offers a full complement of commercial lending products –

commercial real estate mortgages, commercial/industrial financing for equipment and working

capital needs, along with term loans and lines of credit. We also provide Government

Banking services, including deposit products and municipal financing to local towns and

districts.

Finally we have been a Preferred Lending Partner of the U. S. Small Business Administration

for many, many years. This means we can utilize SBA products to meet the needs of

businesses, both large and small. As we noted earlier in this Annual Report, when the

COVID-19 crisis hit, we were very pleased to be able to access the SBA’s Paycheck Protection

Program (PPP). This enabled small businesses to borrow up to 8 weeks payroll to keep their

people employed at a very favorable rate with the possibility of a debt forgiveness if they

actually use the funds to keep staff on payroll. Our Commercial lending staff was able to

process and close 225 of these PPP loans in 3 weeks for $18.4mm. We were able to get

25.71% 24.49%

20.00% 20.28%

25.81%

4.35% 2.94% 1.93% 3.27%

12.50% 12.11% 11.97% 5.37% 6.20%

7.94%

0.00%

5.00%

10.00%

15.00%

20.00%

25.00%

30.00%

2016 2017 2018 2019 2020 ytd

Commercial Mortgage Market Share

Franklin County Hampshire County Pioneer Valley

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these borrowers their funds within 10 calendar days of obtaining approval. The total PPP

loans closed in this short time were more than the total number of commercial loans normally

done in a full year!

Retail Banking: In January of 2020, we opened our newest office at 487 Newton Street,

South Hadley. Since the office is located in southern Hampshire County, we chose to use the

tradename of “Northampton Cooperative Bank, a division of Greenfield Cooperative Bank” as

was contemplated during the 2015 merger of Northampton Cooperative into Greenfield

Cooperative. The two banks together have prospered more than either one alone would have

been able to prosper. This is the latest of our 10 full service branches across Franklin and

Hampshire County.

We offer a wide variety of personal and business banking options with extremely competitive

interest rates. The fact that we are very competitive with rates was definitely shown by

deposits growing by over $49,830,000 from last year. This was a 9.30% increase from fiscal

year 2019 and spread throughout all 10 branch locations. Our highly trained retail staff provide

customers with the types of knowledge that only experience can bring. We also invest in staff

education concerning the newest trends and concepts in the banking industry. We remain

committed to a strong branch network knowing the value it brings to our customers.

Our branch staff have strong roots in the community they serve, and our bank has had strong

roots for decades. Staff association with many not-for-profit boards and involvement with

various local fund raising events is a direct reflection of our continued commitment to our

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customers and the community. We routinely communicate with customers not only about our

products, but also about what we are doing using newspaper advertising, radio advertising,

online (Google, Facebook, Instagram, LinkedIn) and billboards. Retail banking also provides

the latest in electronic banking.

Electronic Banking: We offer the highest level of secure electronic banking products and

services to make accessing your accounts safe and easy! GCB’s electronic banking suite

provides you with the tools you need to conveniently manage your finances 24 hours, 7 days a

week:

• Online Account Opening and Online Mortgage Applications • E-access Consumer and Business Internet Banking and Bill Pay • E-access Consumer and Business Mobile Banking and Bill Pay • E-Statements and E-Bills • Easy-Access Telephone Banking • Mobile Check Deposit • Instant Issue “Chip” Debit Cards • Mobile Wallets (ApplePay®, GooglePay®, and SamsungPay®) • Mobile Debit Card Controls and Alerts • 10 Convenient ATM locations

As good as our technology is, our people are even better! This was really apparent during the

recent restricted access period because of the Coronavirus (COVID-19). In addition to our

state-of-the-art technology, our staff handled numerous phone calls, responded to e-mails and

went beyond what you might expect from any bank. They provided excellent, real-person

customer service to guide customers through just about any question. When you call us, an

actual person answers who is able to provide you with the quality assistance you need. On

top of that, we provide around the clock phone customer support for our Internet Banking and

Mobile services.

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Since last year, we’ve seen a 7.3% increase in Internet banking users and a 6.6% increase in

bill pay users. We’ve also seen an incredible 18.4% increase in mobile banking users.

All this growth meant a 16.2% increase in the number of transfers and a 15.2% increase in the

number of mobile deposits. Finally, this translated into a 14.4% increase in the dollar amount

of remote deposits and a 21.8% increase in the total dollars transferred between accounts.

0

2000

4000

6000

8000

10000

12000

FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020

E-access Users

Web Users Bill Pay Users Mobile Users

0 20000 40000 60000 80000

100000 120000 140000 160000 180000


Total Number of Transactions

Bill Pays Transfers Mobile Deposits

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Based on this growth there is no question that providing quality electronic banking services

continues to be vitally important to you. You’ve made clear you want a great e-banking

option. And we will continue to explore ways to enhance and improve these services for you!

Data Security: Last, but certainly not least, we continue to take data security very seriously

here at GCB. We want to assure customers that the bank is taking every step to keep their

personal information private and safe. Some of the steps we’ve taken included:

• “Fraudnet” is in place to monitor bill pay transactions for fraudulent activity. • “FraudWatch Plus” is in place to monitor ATM/Debit card transactions for fraudulent

activity. • Identity theft recovery services are available for free to all of our consumer checking

account customers. • All GCB staff receive annual training and testing on data security and privacy rules • We use an outside security firm to test our systems against cybersecurity. • GCB utilizes industry standard encryption and authentication protocols for our systems. • GCB systems are monitored 24/7 by qualified information security analysts.

Asset Quality/ COVID-19: The national and local economy continued to improve this past

year and borrowers (both consumer and commercial) benefitted. As a result, GCB’s Asset

Quality remained strong. Delinquencies remained at or near their lowest levels in the past

fourteen (14) years, then Coronavirus (COVID-19) came to the United States. This virus is

deadly to a small, but still significant, percentage of the population. As of today, there is no

$0 $20,000,000 $40,000,000 $60,000,000 $80,000,000

$100,000,000 $120,000,000 $140,000,000 $160,000,000


Total Dollar of Transactions

Bill Pays Transfers Mobile Deposits

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real treatment or vaccine and none on the near horizon (12 to 18 months). As a result, the

government declared a national emergency and state governments chose to shut down much

of the normal day-to-day activities that drive an economy. This was intended to insulate

people from potential disaster. Our bank quickly realized the potential impact of this on

businesses and consumers and moved to take action. Instead of waiting for the layoffs we

proactively designed a program and vetted it with our contacts at the various regulatory

agencies and with our outside accountants. On March 17th, the GCB Board of Directors

approved the “Payment Holiday” program and we publicly announced it on March 18th. This

provided an option for residential and commercial loans that might be impacted by the

Coronavirus/ COVID-19 situation.

Under the program, any loan customer (residential or commercial) who was in good

standing (defined as not more than 60 days past due with no other defaults) could apply online

for a deferral of two (2) months of payments (Principal and Interest). These two payments

would be deferred and added as a two month extension at the end of the original loan term. If

their loan was prepaid for any reason before then, those two payments including the deferred

interest would be collected as part of the loan payoff process. The bank does not charge late

charges or additional interest to those who signed up. We do not report them as delinquent to

the credit bureaus solely because of the deferral. About 14.49% of total loans applied to

receive forbearance and these people deferred some $909,226 in interest expense. This will

be reflected as a loss in our FY 2021 financials, but as noted, we have a strong capital position

to allow us to absorb this deferral expense. The program is intended to help folks get through

a temporary bump because the Coronavirus quarantine required many of them to stay home

for some time. This payment holiday allowed them to use any savings to pay other living

expenses until they get back to work (hopefully soon). Any cases that continue to be impacted

by the Coronavirus after these 2 months would be dealt with on a case by case basis. Even

with great underwriting of loans, unforeseen issues arise that are outside the control of both

the bank and the customer. This was tragically shown by the current Coronavirus (COVID-19)

pandemic. As a truly local community bank, this Payment Holiday program is just one way we

try to work with those customers who honestly approach us and work with us.

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0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

10.0%GCB % Total Delinquency v. National % Total Delinquency

2000-2020Source: Bloomberg & Mortgage Bankers Association

% Total GCB Delinquent National Past due 30+

Our philosophy remains to try to work with borrowers whenever possible. Despite our best

efforts, a foreclosure does happen from time to time when we must act to recover funds. Over

the past decade, we only foreclosed on one or two loans a year. As the chart above shows,

GCB has been below national averages for total delinquency during the past two decades.

This reflects prudent underwriting and an effort to stay in contact with borrowers. Only time will

tell it the final impact of COVID-19 on our local economy prevents us from helping them out.

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Greenfield Bancorp, MHC and SubsidiaryUnaudited Consolidated Statement of Condition

As of March 31, 2020 and March 31, 2019(dollars in thousands)

ASSETS 2020 2019

Cash and due from banks 74,304$ 30,731$ Short-‐term investments 6,392 809

Total cash and cash equivalents 80,696 31,540

Securities available for sale, at fair value * 139,896 137,913 Federal Home Loan Bank stock, at cost 1,773 1,914 Loans, net of allowance for loan losses of $4,358 and 433,326 427,220 $3,966 at March 31, 2020 and 2019, respectivelyPremises and equipment, net 10,459 9,587 Accrued interest receivable 1,366 1,844 Deferred income taxes, net 964 1,681 Bank-‐owned life insurance 15,967 15,555 Cooperative Central Bank deposit -‐ 1,118 Mortgage servicing rights 347 437 Core deposit intangible 226 316 Other assets 870 1,023

TOTAL ASSETS 685,890$ 630,148$

LIABILITIES AND SURPLUS

Deposits 576,929$ 527,833$ Long-‐term borrowings 23,626 23,755 Mortgagors' escrow accounts 1,512 1,816 Accrued expenses and other liabilities 2,576 3,299

TOTAL LIABILITIES 604,643 556,703

Surplus 54,728 50,072 Additional capital 24,474 24,474 Accumulated other comprehensive gain (loss) 2,045 (1,101)

TOTAL SURPLUS 81,247 73,445

TOTAL LIABILITIES AND SURPLUS 685,890$ 630,148$

Standby Letters of Credit as required byFDIC Rules and Regulations 337.2 (D) 492$ 380$

* Pursuant to FASB Accounting Standard Codification("ASC") Topic 320 -‐ "Investment -‐ Debt and Equity Securities", Colleen T BugbeeSecurities Available For Sale have been reflected at fair Senior Vice President &market value. Treasurer

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Greenfield Bancorp, MHC and SubsidiaryUnaudited Consolidated Statement of Operations

For the Fiscal Years Ended March 31, 2020 and March 31, 2019(dollars in thousands)

INTEREST AND DIVIDEND INCOME 2020 2019 CHANGE IN $

Loans, including fees 18,075$ 17,242$ 833$ Securities 3,535 3,231 304 Short-‐term investments 845 347 498

TOTAL INTEREST AND DIVIDEND INCOME 22,455 20,820 1,635

INTEREST EXPENSE

Deposits 4,234 2,851 1,383 Borrowings 534 412 122

TOTAL INTEREST EXPENSE 4,768 3,263 1,505

NET INTEREST INCOME 17,687 17,557 130

PROVISION FOR LOAN LOSSES 650 410 240

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 17,037 17,147 (110)

NON-‐INTEREST INCOME

Customer service fees 1,809 1,938 (129) Gain on sales of loans, net 213 96 117 Gain on sale of securities, net 171 -‐ 171 Loan servicing fees 64 60 4 Bank-‐owned life insurance income 412 409 3 Miscellaneous 35 160 (125)

TOTAL NON-‐INTEREST INCOME 2,704 2,663 41

NON-‐INTEREST EXPENSES

Salaries and employee benefits 7,704 8,143 (439) Occupancy and equipment 1,375 1,425 (50) Data processing 620 612 8 Professional fees 392 450 (58) FDIC insurance 42 170 (128) Advertising 435 411 24 Other general and administrative 3,224 2,876 348

TOTAL NON-‐INTEREST EXPENSES 13,792 14,087 (295)

INCOME BEFORE INCOME TAXES 5,949 5,723 226

PROVISION FOR INCOME TAXES 1,293 1,232 61

NET INCOME 4,656$ 4,491$ 165$

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Greenfield Bancorp, MHC and SubsidiaryUnaudited Consolidated Statement of Condition

As of March 31, 2020(dollars in thousands)

CONSOLIDATING CONSOLIDATEDASSETS BANK BANCORP, MHC ENTRIES BANCORP, MHC

Cash and due from banks 74,304$ 5$ (5)$ 74,304 Short-‐term investments 6,392 -‐ -‐ 6,392

Total cash and cash equivalents 80,696 5 (5) 80,696

Securities available for sale, at fair value * 139,896 -‐ -‐ 139,896 Investment in Bank 29,976 (29,976) -‐ Federal Home Loan Bank stock, at cost 1,773 -‐ -‐ 1,773 Loans, net of allowance for loan losses of 433,326 -‐ -‐ 433,326 $4,348 at March 31, 2020 Premises and equipment, net 10,459 -‐ -‐ 10,459 Accrued interest receivable 1,366 -‐ -‐ 1,366 Deferred income taxes, net 822 142 -‐ 964 Bank-‐owned life insurance 15,967 -‐ -‐ 15,967 Cooperative Central Bank deposit -‐ -‐ -‐ -‐ Mortgage servicing rights 347 -‐ -‐ 347 Core deposit intangible 226 -‐ -‐ 226 Other assets 950 (80) -‐ 870

TOTAL ASSETS 685,828$ 30,043$ (29,981)$ 685,890$

LIABILITIES AND SURPLUS

Deposits 576,934$ -‐$ (5)$ 576,929 Long-‐term borrowings 23,626 -‐ -‐ 23,626 Mortgagors' escrow accounts 1,512 -‐ -‐ 1,512 Accrued expenses and other liabilities 2,576 -‐ -‐ 2,576

TOTAL LIABILITIES 604,648 -‐ (5) 604,643

Surplus 54,661 30,043 (29,976) 54,728 Additional capital 24,474 -‐ -‐ 24,474 Accumulated other comprehensive income 2,045 -‐ -‐ 2,045

TOTAL SURPLUS 81,180 30,043 (29,976) 81,247

TOTAL LIABILITIES AND SURPLUS 685,828$ 30,043$ (29,981)$ $685,890

* Pursuant to FASB Accounting Standard Codification("ASC") Topic 320 -‐ "Investment -‐ Debt and Equity Securities",Securities Available For Sale have been reflected at fairmarket value.

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Greenfield Bancorp, MHC and SubsidiaryUnaudited Consolidated Statement of Operations

For the Fiscal Year Ended March 31, 2020(dollars in thousands)

CONSOLIDATING CONSOLIDATEDINTEREST AND DIVIDEND INCOME BANK BANCORP, MHC ENTRIES BANCORP, MHC

Loans, including fees 18,075$ -‐$ -‐$ 18,075$ Securities 3,535 -‐ -‐ 3,535 Dividend -‐ 10 (10) -‐ Short-‐term investments 845 -‐ -‐ 845

TOTAL INTEREST AND DIVIDEND INCOME 22,455 10 (10) 22,455

INTEREST EXPENSE

Deposits 4,234 -‐ -‐ 4,234 Borrowings 534 -‐ -‐ 534

TOTAL INTEREST EXPENSE 4,768 -‐ -‐ 4,768

NET INTEREST INCOME 17,687 10 (10) 17,687

PROVISION FOR LOAN LOSSES 650 -‐ -‐ 650

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 17,037 10 (10) 17,037

NON-‐INTEREST INCOME

Customer service fees 1,809 -‐ -‐ 1,809 Gain on sales of loans, net 213 -‐ -‐ 213 Gain on sale of securities, net 171 -‐ -‐ 171 Loan servicing fees 64 -‐ -‐ 64 Bank-‐owned life insurance income 412 -‐ -‐ 412 Miscellaneous 35 -‐ -‐ 35

TOTAL NON-‐INTEREST INCOME 2,704 -‐ -‐ 2,704

NON-‐INTEREST EXPENSES

Salaries and employee benefits 7,698 6 -‐ 7,704 Occupancy and equipment 1,375 -‐ -‐ 1,375 Data processing 620 -‐ -‐ 620 Professional fees 386 6 -‐ 392 FDIC insurance 42 -‐ -‐ 42 Advertising 435 -‐ -‐ 435 Other general and administrative 3,224 -‐ -‐ 3,224

TOTAL NON-‐INTEREST EXPENSES 13,780 12 -‐ 13,792

INCOME BEFORE INCOME TAXES 5,961 (2) (10) 5,949

PROVISION FOR INCOME TAXES 1,296 (3) -‐ 1,293

NET INCOME 4,665$ 1$ (10)$ 4,656$

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Greenfield Bancorp, MHC

and

Greenfield Cooperative Bank

Director Terms (as of 6/16/2020)

3 year term expires June 2020 (up for re-election til 2023)

• Nancy A. Fournier, CPA • Eugene A. L’Etoile • Josiah J. L. Simpson, Jr. • Susan G. Fentin, Esq. • Edward D. Etheredge, Esq.*not eligible for reelection • Jo Anne J. Finck • Peter J. Whalen

3 year term expires June 2021

• Robert L. Underhill • Michael E. Tucker, Esq. • William Dufraine • Martha S. Borawski

3 year term expires June 2022

• Robert R. Carey, Esq. • Kevin J. O’Neil • Keith C. Finan • Daniel F. Graves, Esq. • Peter W. MacConnell, Esq. • John W. Kuhn • Robb D. Morton, CPA

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GREENFIELD BANCORP, MHC

Officers (As of June 16, 2020)

• Kevin J. O’Neil Chairman of the Board

• Peter W. MacConnell, Esq. Vice Chairman of the Board

• Daniel F. Graves, Esq. Clerk

• Peter J. Whalen Assistant Clerk

• Michael E. Tucker, Esq. President & Chief Executive Officer

• Anthony J. Worden Executive VP & Chief Operating Officer

• Colleen T. Bugbee Senior Vice President & Treasurer

• Michael F. Turley Senior Vice President & Controller

Company Information

Greenfield Bancorp, MHC Greenfield Cooperative Bank

P.O. Box 1345 63 Federal Street, Greenfield, MA 01302-1345

Tel (413) 772-0293 Fax (413) 773-3808

www.BestLocalBank.com

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As of 6/1/2020

Senior Executive Officers

• Kevin J. O’Neil Chairman of the Board (outside officer) • Michael E. Tucker, Esq. President and Chief Executive Officer • Anthony J. Worden Executive Vice President & Chief Operating Officer • Brandon S. Lively Executive Vice President - Information Systems • Colleen T. Bugbee Senior Vice President & Treasurer • Lisa D. Kmetz Senior Vice President - Retail Banking, Security • Sean S. Sormanti Senior Vice President - Human Resources • Mary J. Rawls Senior Vice President – Compliance, BSA • Jane W. Trombi Senior Vice President – Residential Mortgage • Michael F. Turley Senior Vice President & Controller

Other Officers

• James E. Alexander Vice President - Commercial Loans • Adam C. Baker Vice President- Commercial Loans • James J. Carvalho Vice President - Commercial Loans • Maureen A. Guzik Vice President- Commercial Loans • Janet L Rosenkranz Vice President & Credit Officer • Barbara E. Campbell Assistant Vice President- Commercial Loans • Casey L. Cusson Assistant Vice President - Branch Manager • Brenda L. Denison Assistant Vice President - Branch Manager • Chelsea R. Depault Assistant Vice President- Commercial Loans • Jenicca R. Gallagher Assistant Vice President - Branch Manager • Cynthia E. Gonzalez Assistant Vice President - Branch Manager • Lisa E. Granger Assistant Vice President - Branch Manager • Dawn E. Hibbert Assistant Vice President - Branch Manager • Courtney E. Huxley Assistant Vice President - Branch Manager • Jeremy M. Lajoie Assistant Vice President- Mortgage Operations Manager • Anita M. Michonski Assistant Vice President - Branch Manager • Diane E. Sanborn Assistant Vice President - Human Resources • Shawn F. Streeter Assistant Vice President - Branch Manager • Erin A. Tautznik Assistant Vice President- Branch Manager • Christopher J. Wilkey MIS Officer • Daniel F. Graves Clerk (outside officer) • Peter J. Whalen Assistant Clerk (outside officer)

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Name Occupation Term EndingMr. Daniel F. Graves, Esq. Law Offices of Daniel F. Graves 2020

Mr. C. Michael Sheridan, Esq. Retired** not eligible for re-election 2020

Mr. Robert L. Underhill Retired 2020

Mr. Eugene A. L'Etoile President, Four Star Farms, Inc. 2021

Ms. Regis M. MacNeil Johnston President, Crocker Communications Co. 2021

Mr. Kevin J. O'Neil Retired 2021

Mr. William F. Ahlemeyer Retired 2022

Mr. Robert R. Carey, Esq. Curtiss, Carey, Gates & Goodridge, LLP 2022

Mr. Andrew C. Chase Head of School, Eaglebrook School 2022

Mr. Keith C. Finan CFO, Deerfield Academy 2022

Ms. Nancy A. Fournier, CPA Melanson, Heath & Company, P.C. 2022

Ms. Darci L. Brown President, Brown Motors, Inc. 2023

Dr. Jeffrey M. Collura, DMD Owner, Turners Falls Dental 2023

Ms. Susan G. Fentin, Esq. Attorney at Law 2023

Mr. Josiah L. Simpson President, Simpson Contemporary Glass 2023

Ms. Molly L. Wood Owner, Small Corp. 2023

Ms. Elizabeth A. Dolby Owner, The Body Shoppe 2024

Ms. Christine M. Eugin Retired 2024

Ms. Elizabeth G. Fisk Account Executive, WHAI, WPVQ 2024

Mr. Thomas C. Hodgkins Retired 2024

Mr. William R. Pratt Padula Brothers, Inc. 2024

Mr. Arjen P. Vriend Owner, Pioneer Gardens 2024

Mr. Richard F. LaPierre President, LaPierre's Advertising, Inc. 2025

Mr. Kevin D. Parsons, Esq. Attorney at Law 2025

Mr. Douglas P. Clarke Retired 2026

Mr. John W. Kuhn Kuhn Riddle Architects, Inc. 2026

Mr. Peter W. MacConnell, Esq. Bacon Wilson, P.C. 2026

Mr. Robb D. Morton, CPA Boisselle, Morton & Associates, LLP 2026

Ms. Margarita R. O'Byrne Curtis Head of School, Deerfield Academy 2026

Mr. Edward D. Etheredge, Esq. Etheredge & Steuer, P.C. 2027

Ms. JoAnne J. Finck Vice President, Finck & Perras 2027

Ms. Lora M. Hodges Exec. Director- Center for Responsive Classrooms 2027

Ms. Susan M. Renfrew Renfrew Real Estate 2027

Mr. William T. Stapleton Retired 2027

Mr. Peter J. Whalen President, Whalen Insurance 2027

Ms. Martha S. Borawski President, Pioneer Valley Travel 2028

Ms. Deborah J. Falcon Retired 2028

Ms. Jennifer R. Papageorge Community Foundation of Western Mass 2029

Ms. Ann C. Dillon CFO, Stevens & Associates 2029

Mr. William A. Dufraine President, Dufraine & Co., LLC 2029

Mr. Michael E. Tucker, Esq. President & CEO, Greenfield Cooperative Bank 2029Mr. Jeffrey I. Fialky, Esq. Bacon Wilson, P.C. 2029

Dr. Yves P. Salomon-Fernandez President, GCC 2029

Corporators of Greenfield Bancorp, MHC as of 6/16/2020

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Corporate Changes

Mr. Wolfgang Adametz, Vice President & Workout Officer retired from Greenfield Cooperative Bank as of May 29, 2020. Wolf came to us in April of 2007 to help us work with borrowers who might need additional help. He brought a new level of skill to our bank and our workout area. His pragmatic approach and counselling for borrowers (and the bank) as we worked through various issues and problems will be missed. He retires after 45 years’ in banking and helping people. Everyone here at GCB acknowledges Wolf for his years of service to the Bank, and wish him a long and happy retirement with his family.

Attorney Edward Etheredge is retiring from the Board of Directors at this Annual Meeting. Ed has served as a director of Northampton Cooperative Bank and subsequently with Greenfield Cooperative Bank and Greenfield Bancorp, MHC since March of 1999. Attorney Etheredge continues to practice law in the Northampton area. He has generously provided his time and knowledge to our bank staff throughout his 20+ year tenure. We acknowledge him for his years of service to the bank and our community. Mr. Etheredge remains associated with Greenfield Bancorp, MHC as a Corporator until June, 2027.

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277 Federal Street Branch Northampton Branch277 Federal Street 67 King Street

Greenfield MA 01301 Northampton MA 01060

College Street Branch Shelburne Falls Branch 390 College Street 33 Bridge StreetAmherst MA 01002 Shelburne Falls MA 01370

Florence Branch South Hadley Branch6 Main Street 487 Newton Street

Florence MA 01062 South Hadley MA 01075

Main Office Branch Sunderland Branch63 Federal Street 18 Amherst Road

Greenfield MA 01301 Sunderland MA 01375

Northfield Branch Turners Falls Branch144 Main Street 176 Avenue A

Northfield MA 01360 Turners Falls MA 01376

Commercial & Residential Lending & Operations Department62 Federal Street

Greenfield MA 01301

to our valued customers · to our valued customers: june 16, 2020 welcome to the 115th annual...

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