8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: March 4, 2024

(Date of earliest event reported)

ARROW FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

New York	0-12507	22-2448962
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

250 Glen Street	Glens Falls	New York	12801
(Address of principal executive offices)			(Zip Code)
Registrant’s telephone number, including area code:			518	745-1000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, Par Value $1.00 per share	AROW	NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company	☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act	☐

Item 8.01.     Other Events

On Monday, March 4, 2024, Glens Falls National Bank and Trust Company (“GFNB”), a wholly-owned subsidiary of the registrant, Arrow Financial Corporation (“Arrow”), and Berkshire Bank, a trust company organized under the laws of the Commonwealth of Massachusetts (“Berkshire”), executed a Purchase and Assumption Agreement pursuant to which GFNB will acquire certain assets and liabilities of Berkshire’s 184 Broadway, Whitehall, New York branch including deposit accounts with an aggregate approximate balance of $39 million and loans with an aggregate approximate balance of $3 million. The purchase of the branch is subject to regulatory approval and the satisfaction of customary closing conditions.

A copy of the press release announcing the branch purchase is furnished as Exhibit 99.1 to this report on Form 8-K.

Item 9.01. Financial Statements and Exhibits

Exhibit No. Description

99.1 Arrow Financial Corporation Press Release dated March 4, 2024 - Arrow Announces Acquisition of Berkshire Bank’s Whitehall, N.Y. Branch

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		ARROW FINANCIAL CORPORATION
Date:	March 4, 2024	/s/ Penko Ivanov
		Penko Ivanov Chief Financial Officer

EX-99

	250 Glen Street Glens Falls, NY 12801
	NASDAQ® Symbol: "AROW" Website: arrowfinancial.com Media Contact: Rachael Murray Tel: (518) 415-4313

FOR IMMEDIATE RELEASE

Arrow Announces Acquisition of Whitehall, N.Y. Branch

GLENS FALLS, N.Y. (March 4, 2024) — Arrow Financial Corporation (NasdaqGS® - AROW) today announced that its bank subsidiary, Glens Falls National Bank and Trust Company, has entered into a definitive agreement with Berkshire Bank, a subsidiary of Berkshire Hills Bancorp, Inc. (NYSE: BHLB), under which Glens Falls National Bank will acquire the branch office at 184 Broadway, Whitehall, New York.

The sale is targeted for completion by the end of the third quarter of 2024, subject to customary regulatory approvals. Following the anticipated completion of the sale, Glens Falls National Bank will operate a total of nine branches in Washington County.

“We are thrilled to announce the acquisition of the Whitehall location from Berkshire Bank, and we are eager to welcome its customers to our Arrow Family of Companies,” said Dave DeMarco, President and CEO of Arrow Financial Corporation and Glens Falls National Bank. “This strategic move marks a milestone in our growth and underscores our commitment to expanding our market presence, allowing us to further enhance our offerings and drive value for our shareholders. We have a long history of meeting diverse financial needs in Washington County and communities like Whitehall. With our commitment to the area and our local expertise, we are confident this will be a smooth transition for our new customers.”

The Whitehall branch includes deposit accounts with an aggregate approximate balance of $39 million and loans with an aggregate approximate balance of $3 million. The sale includes the branch premises and substantially all of the personal property and equipment used in the business. All employees associated with the Whitehall branch will be offered employment with the Arrow Family of Companies. Arrow’s advisor for the purchase was Piper Sandler & Co. and legal counsel was provided by Thompson Coburn LLP.

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Arrow Financial Corporation (NasdaqGS® - AROW) is a multi-bank holding company headquartered in Glens Falls, New York, serving the financial needs of northeastern New York. The Company is the parent of Glens Falls National Bank and Trust Company and Saratoga National Bank and Trust Company. Other subsidiaries include North Country Investment Advisers, Inc., and Upstate Agency, LLC, specializing in property and casualty insurance and group health and employee benefits.

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.

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Cover Page	Mar. 04, 2024
Cover [Abstract]
Document Type	8-K
Entity Registrant Name	ARROW FINANCIAL CORPORATION
Entity Incorporation, State or Country Code	NY
Entity File Number	0-12507
Entity Tax Identification Number	22-2448962
Entity Address, Address Line One	250 Glen Street
Entity Address, City or Town	Glens Falls
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	12801
City Area Code	518
Local Phone Number	745-1000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, Par Value $1.00 per share
Trading Symbol	AROW
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000717538
Amendment Flag	false
Document Period End Date	Mar. 04, 2024