PCSB GOES PUBLIC

PCSB Bank last week announced that its Board of Trustees has unanimously approved a Plan of Conversion whereby PCSB Bank will convert from a New York-chartered mutual savings bank to a New York-chartered stock savings bank. As part of the conversion, PCSB Bank will become the wholly-owned subsidiary of a new corporation, named PCSB Financial Corporation, which will become the bank holding company of PCSB Bank.

In accordance with the Plan of Conversion, PCSB Financial Corporation will offer shares of common stock for sale to eligible depositors of PCSB Bank and other persons in a subscription offering. The amount of common stock to be offered for sale will be determined by an independent appraisal. The Plan of Conversion establishes September 30, 2015 as the eligibility record date for determining the eligible depositors of PCSB Bank entitled to first priority non-transferable subscription rights to subscribe for shares of common stock in the subscription offering. If any shares of common stock remain unsold after the completion of the subscription offering, the unsold shares may be offered for sale in a community offering, a syndicated community offering and/or a firm commitment offering.

The transactions contemplated by the Plan of Conversion are subject to regulatory approval by the New York State Department of Financial Services, the Federal Deposit Insurance Corporation and the Board of Governors of the Federal Reserve System, as well as the approval of depositors of PCSB Bank. The Plan of Conversion also provides for the establishment of a charitable foundation that will be funded with shares of common stock of PCSB Financial Corporation and cash. The charitable foundation will be dedicated to supporting charitable causes and community development activities in the communities in which PCSB Bank operates.

PCSB Bank has served the Lower Hudson Valley since 1871. It operates from its executive offices/headquarters and 15 branch offices located in Dutchess, Putnam, Rockland and Westchester Counties in New York. At September 30, 2016, it had consolidated total assets of $1.3 billion, total deposits of $1.1 billion and total equity of $111.5 million. PCSB has one Rockland County branch, located in New City.