United States securities and exchange commission logo
December 6, 2023
Susan K. Cullen
Senior Executive Vice President, Treasurer and Chief Financial Officer
Flushing Financial Corporation
220 RXR Plaza
Uniondale, New York 11556
Re: Flushing Financial
Corporation
Form 10-K for the
Fiscal Year Ended December 31, 2022
For 10-Q for the
Quarterly Period Ended September 30, 2023
File No. 001-33013
Dear Susan K. Cullen:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments.
Please respond to this letter within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe a
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2022
Lending Activities, page 3
1. We note the tabular
disclosure on page 4 detailing the composition of your gross loan
portfolio, which
includes commercial real estate ( CRE ). Given the significance of CRE
in your total loan
portfolio, please revise your disclosures, in future filings, to further
disaggregate the
composition of your CRE loan portfolio by separately presenting owner
and non-owner occupied,
by borrower type (e.g., by office, hotel, multifamily, etc.),
geographic
concentrations and other characteristics (e.g., current weighted average and/or
range of loan-to-value
ratios, occupancy rates, etc.) material to an investor s
understanding of your
CRE loan portfolio. In addition, revise to describe the specific
details of any risk
management policies, procedures or other actions undertaken by
management in response
to the current environment.
Form 10-Q for the Quarterly Period Ended September 30, 2023
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Susan K. Cullen
FirstName LastNameSusan K. Cullen
Flushing Financial Corporation
Comapany6,
December NameFlushing
2023 Financial Corporation
December
Page 2 6, 2023 Page 2
FirstName LastName
Financial Condition
Liabilities, page 56
2. We note that your brokered deposits totaled $1,102.6 million at
September 30, 2023,
representing an increase of $246.3 million from $856.3 million at
December 31, 2022. In
future filings, please identify which lines in your deposits table
include your brokered
deposits. In addition, include a more fulsome discussion of factors
driving change in these
brokered deposits as well as in your uninsured deposits, along with an
enhanced
discussion of the effects such deposit changes have on the bank s
liquidity and funding
costs. Further, expand your disclosures to discuss the impacts, if
any, that brokered
deposits have had on your interest expense, net interest income, and
deposit beta.
Interest Rate Risk
Income Simulation Analysis, page 58
3. We note your disclosure stating that management provides a report,
which quantifies the
potential changes in net interest income under various scenarios, for
review by the Asset-
Liability Investment Committee ( ALCO ) of the Board of Directors.
Please expand your
disclosure in future filings, to discuss the different ways the ALCO
committee manages
interest rate risk, such as any management or governance controls,
policy limits, the
information the Committee gains from the analysis, how it is used and
any limitations of
the output from the approach. In addition, include a more fulsome
discussion of the
changes in the outputs in the analysis from period to period and the
factors driving the
changes.
4. We note the disclosure on page 58 that the computation of prospective
effects of
hypothetical interest rate changes are based on assumptions. Please
revise your disclosures
in future filings to fully describe and define the various identified
assumptions, whether
you use proprietary or third-party data, how the data are used in your
modeling and any
unique facts and circumstances about them, such as how they have or
may respond to
unknown facts and circumstances, such as exogenous events.
Additionally, please disclose
changes in any assumptions used for any comparative period, including
changes to the
data source used or significant changes in the actual assumption
itself due to, and for
example, internal data, market conditions or significant changes in
the judgments and
determinations made by management as you refine your modeling over
time. Please see
Item 305(a)(1)(ii)(B) of Regulation S-K.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
Please contact Sarmad Makhdoom at 202-551-5776 or Robert Klein at
202-551-3847
with any questions.
Susan K. Cullen
Flushing Financial Corporation
December 6, 2023
Page 3
FirstName LastNameSusan K. Cullen Sincerely,
Comapany NameFlushing Financial Corporation
Division of Corporation Finance
December 6, 2023 Page 3 Office of Finance
FirstName LastName