Arrow Financial Corporation · NASDAQ:AROW

Arrow Financial — Merger or Acquisition (February 2026)

14 slides from Arrow Financial's merger presentation, Feb 26, 2026

  1. Slide 1: Announcing the Strategic Acquisition of Adirondack Bancorp, Inc.

    Announcing the Strategic Acquisition of Adirondack Bancorp, Inc. February 26, 2026

  2. Slide 2: Disclaimer: Cautionary Notes on Forward Looking Statements

    2 Disclaimer Cautionary Notes on Forward Looking Statements This presentation includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 193

  3. Slide 3: Disclaimer: Additional Information and Where to Find It

    3 Disclaimer Additional Information and Where to Find It In connection with the proposed transaction, Arrow will file a registration statement on Form S-4 with the SEC to register the shares of Arrow common stock to be issued in connection with the proposed transaction. The registration statement wi

  4. Slide 4: Transaction Rationale

    4 Transaction Rationale (1) Based on non-NYC MSA NY headquartered publicly traded banks with less than $10 billion in assets Compelling Strategic Combination Low Risk Transaction Financially Attractive • Natural extension of our growth strategy • Market expansion with addition of high quality, low-c

  5. Slide 5: Overview of Adirondack Bancorp, Inc.

    5 Overview of Adirondack Bancorp, Inc. • Subsidiary: Adirondack Bank; Headquarters: Utica, NY • Operates 19 branches and 1 LPO across Upstate and Central New York • Chobani: Broke ground in April 2025 on a $1.2 billion plant in Oneida County expected to create over 1,000 new jobs • Micron: Building

  6. Slide 6: Pro Forma Company Snapshot

    6 Pro Forma Company Snapshot Geographic Footprint(1) Arrow Financial Corp. (38) Adirondack Bancorp, Inc. (20) Pro Forma Financial Highlights(2) Top 10 Upstate New York Community Banks(3) $5.5B Total Assets $4.9B Total Deposits $4.1B Gross Loans $431M Tangible Common Equity 8.0% TCE / TA 11.9% CET1 R

  7. Slide 7: Pro Forma Loan & Deposit Composition

    7 Pro Forma Loan & Deposit Composition L o a n C o m p o s it io n D e p o s it M ix Note: Financial data as of December 31, 2025; Loan and deposit compositions reflect Call Report information Note: Jumbo Time Deposits are time deposits with balances of more than $250,000 (1) Pro Forma compositions

  8. Slide 8: Credit Quality and Due Diligence Review

    8 Credit Quality and Due Diligence Review Diligence Focus AreasNet Charge-Offs / Average Loans (%) Non-Performing Assets / Total Assets (%)(1) 0.19% 0.01% 2016Y 2017Y 2018Y 2019Y 2020Y 2021Y 2022Y 2023Y 2024Y 2025Y AROW Adirondack 0.15% 0.47% 2016Y 2017Y 2018Y 2019Y 2020Y 2021Y 2022Y 2023Y 2024Y 202

  9. Slide 9: Transaction Structure & Overview

    9 Transaction Structure & Overview Acquiror / Target Implied Transaction Value(1) Consideration Pro Forma Ownership Approvals Due Diligence Anticipated Closing Arrow Financial Corporation (NASDAQ: AROW) / Adirondack Bancorp, Inc. $89.1 million or $82.79 per share 89.2% AROW / 10.8% Adirondack Bancor

  10. Slide 10: Key Transaction Assumptions

    10 Key Transaction Assumptions Merger Costs Cost Savings Earnings Projections Purchase Accounting Adjustments $29.8 million pre-tax; $23.0 million after-tax 45.0% of Adirondack Bancorp, Inc.’s non-interest expense base ▪ 75% realized in 2026 and 100% thereafter ▪ AROW assumes consensus analyst estim

  11. Slide 11: Pro Forma Financial Impact

    11 Pro Forma Financial Impact Note: Figures shown assumes June 30, 2026 transaction closing date (1) Excludes the impact of merger charges (2) Includes cost savings and opportunity cost of cash (3) Tangible book value earnback calculated using the crossover method (4) AROW 2027 standalone based on c

  12. Slide 12: Appendix

    Appendix - =\RROW Financial Corporation

  13. Slide 13: EPS & Goodwill Reconciliation

    13 EPS & Goodwill Reconciliation Note: See page 10 for transaction assumptions Source: S&P Capital IQ Pro Illustrative 2027 EPS Accretion Goodwill Reconciliation Projected at Closing (6/30/2026) $ in thousands Aggregate Deal Value $89,107 Adirondack Common Equity 68,804 Less: Adirondack Intangibles

  14. Slide 14: Thank you!

    Thank you! =\RROW Financial Corporation

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