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 (Date of earliest event reported): October 29, 2015

KEARNY FINANCIAL CORP.

(Exact Name of Registrant as Specified in its Charter)

Maryland	001-37399	30-0870244
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

120 Passaic Avenue, Fairfield, New Jersey	07004
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (973) 244-4500

Not Applicable

(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 (see General Instruction A.2. below):

¨ 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))

Item 2.02 Results of Operation and Financial Condition.

On October 29, 2015, Kearny Financial Corp. (the “Company”) issued a press release reporting its financial results for the first quarter ended September 30, 2015.

A copy of the press release announcing the results is included as Exhibit 99.1 to this report. The information in the preceding Item, as well as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.

Item 7.01 Regulation FD Disclosure

On October 29, 2015, the Company made an investor presentation at the 2015 Annual Meeting of Stockholders. A copy of the slide presentation used in the Company’s investor presentation is filed as Exhibit 99.2 hereto and incorporated herein by reference.

The information included in this Current Report pursuant to this Item 7.01 is being furnished to, and not filed with, the Securities and Exchange Commission.

Item 9.01 Financial Statements and Exhibits

(a) Financial Statements of Businesses Acquired. Not applicable.

(b) Pro Forma Financial Information. Not applicable.

(c) Shell Company Transactions. Not applicable.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release issued by the Company on October 29, 2015 announcing its financial results for the first quarter ended September 30, 2015.
99.2	Kearny Financial Corp. Presentation dated October 29, 2015.

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.

		KEARNY FINANCIAL CORP.
DATE: October 29, 2015	By:	/s/ Craig L. Montanaro
		Craig L. Montanaro
		President and Chief Executive Officer

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

October 29, 2015

For further information contact:

Craig L. Montanaro, President and Chief Executive Officer, or

Eric B. Heyer, Executive Vice President and Chief Financial Officer

Kearny Financial Corp.

(973) 244-4500

KEARNY FINANCIAL CORP.

REPORTS FIRST QUARTER 2016 OPERATING RESULTS

Fairfield, New Jersey, October 29, 2015 – Kearny Financial Corp. (NASDAQ GS: KRNY) (the “Company”), the holding company of Kearny Bank (the “Bank”), today reported net income for the quarter ended September 30, 2015 of $3.0 million, or $0.03 per basic and diluted share. The results represent an increase of $6.3 million compared to a net loss of $3.3 million, or $(0.04) per basic and diluted share, for the prior quarter ended June 30, 2015.

The net loss for the prior quarter ended June 30, 2015 reflected a $10.0 million charitable contribution made by the Company to the KearnyBank Foundation in conjunction with the closing of the Company’s second-step conversion and stock offering on May 18, 2015. After giving effect to the income tax benefit, the contribution reduced net income for the quarter ended June 30, 2015 by approximately $6.1 million or $0.07 per basic and diluted share.

The increase in net income between linked quarters reflected increases in net interest income and non-interest income that were partially offset by increases in the provision for loan losses and non-interest expense (exclusive of the charitable contribution discussed above). The pre-tax net income recorded during the quarter ended September 30, 2015 resulted in the recognition of income tax expense for the quarter. By comparison, the Company recorded a pre-tax net loss during the quarter ended June 30, 2015 that resulted in the recognition of an income tax benefit during that quarter.

At September 30, 2015, the Company had total assets of $4.30 billion, which included net loans receivable of $2.40 billion and total investment securities, including mortgage-backed and non-mortgage-backed securities, of $1.40 billion. As of that same date, deposits and borrowings totaled $2.46 billion and $628.4 million, respectively, while stockholders’ equity totaled $1.16 billion, or 27.05% of total assets. By comparison, at June 30, 2015, the Company had total assets of $4.24 billion, which included net loans receivable of $2.09 billion and total investment securities, including mortgage-backed and non-mortgage-backed securities, of $1.43 billion. As of that same date, deposits and borrowings totaled $2.47 billion and $571.5 million, respectively, while stockholders’ equity totaled $1.17 billion, or 27.55% of total assets.

The Bank operates from its administrative headquarters in Fairfield, New Jersey, and a total of 42 retail branch offices located throughout northern and central New Jersey and Brooklyn and Staten Island, New York.

The following is a discussion and tabular presentation of the Company’s financial results for the quarter ended September 30, 2015 compared to those for the quarter ended June 30, 2015. The comparative statement of condition information for June 30, 2015 and the statement of operations information for the quarter ended September 30, 2014 are also presented in tabular form in the Financial Highlights section at the end of this discussion.

Net Interest Income

Net interest income during the quarter ended September 30, 2015 increased by $1.4 million to $22.4 million from $20.9 million for the quarter ended June 30, 2015. For those same comparative periods, the Company’s net interest margin increased by 16 basis points to 2.28% from 2.12%. The increase in net interest income reflected an increase in interest income that was partially offset by an increase in interest expense. The increase in interest income reflected an increase in the average yield on earning assets that was partially offset by a decrease in their average balance. The increase in interest expense reflected an increase in the average cost of interest-bearing liabilities that was partially offset by a decrease in their average balance.

The increase in interest income of $1.9 million between linked periods was largely attributable to increases in the average balances of loans and securities with a corresponding decrease in the average balance of comparatively lower yielding cash equivalents. The noted changes to the average balances largely reflected the deployment of the remaining excess liquidity that had accumulated during the prior quarter resulting from the completion of the Company’s second-step conversion and stock offering. During the quarter ended September 30, 2015, the average balance of loans increased by $201.4 million while the average balance of mortgage-backed and non-mortgage-backed securities increased by $103.0 million and $5.7 million, respectively. For the same period, the average balance of other interest-earning assets decreased by $338.2 million largely reflecting the noted reinvestment into loans and securities. The decrease in the average balance of other interest-earning assets also reflected the effects of the Company’s additional investment in bank-owned life insurance at end of the quarter ended June 30, 2015 which contributed significantly to the $78.1 million increase in the average balance of non-interest earning assets during the quarter ended September 30, 2015.

The increase in interest income attributable to the noted reallocation of interest-earning assets contributed to a 21 basis point increase in their average yield to 3.00% for the quarter ended September 30, 2015 from 2.79% for the quarter ended June 30, 2015. The increase in average yield on earning assets primarily reflected a 22 basis point increase in the average yield on other interest-earning assets primarily attributable to the noted re-deployment of the excess liquidity held by the Bank during the prior quarter. The net increase in the average yield on earning assets also reflected a four basis point increase in the average yield on non-mortgage-backed securities that was partially offset by declines in the average yields on loans and mortgage-backed securities of six basis points and 21 basis points, respectively. The decrease in the average yield on loans and mortgage-backed securities largely reflected the origination and purchase of assets whose average yields fell below those of the existing aggregate portfolios.

As noted, the increase in interest income between linked quarters was partially offset by an increase in interest expense between the same comparative periods. The $444,000 increase in interest expense between linked quarters reflected an increase in the average cost of interest-bearing liabilities that was partially offset by a decrease in their average balance.

The average cost of interest-bearing liabilities increased by 15 basis points to 0.99% for the quarter ended September 30, 2015 from 0.84% for the quarter ended June 30, 2015. The increase reflected an eight basis point increase in the average cost of interest-bearing deposits coupled with a 27 basis point increase in the average cost of borrowings. The increase in the average cost of interest-bearing deposits largely reflected a 13 basis point increase in the average cost of interest-bearing checking accounts attributable to the comparatively higher balance of lower costing deposits held during the subscription phase of the Company’s second-step conversion and stock offering during the prior quarter ended June 30, 2015. To a lesser extent, the increase in the cost of interest-bearing deposits also reflected increases in the cost of savings and club accounts and certificates of deposit of one basis point and three basis points, respectively.

2

The decrease in the average balance of interest-bearing liabilities between linked quarters reflected a decrease in the average balance of interest-bearing deposits that was partially offset by an increase in the average balance of borrowings. The average balance of interest-bearing deposits decreased by $333.9 million to $2.24 billion for the quarter ended September 30, 2015 from $2.57 billion for the quarter ended June 30, 2015. The decrease in the average balance of interest-bearing deposits included a decrease of $304.8 million in interest-bearing checking accounts that resulted from the comparatively higher balances of such funds held during the prior quarter relating to the Company’s second-step conversion and stock offering, as described above. The decline in the average balance of interest-bearing deposits also reflected decreases in the average balances of savings and club accounts and certificates of deposit of $5.2 million and $23.9 million, respectively. These decreases largely reflected the effects of deposit withdrawals by Bank customers during the prior quarter to purchase shares of the Company’s common stock in conjunction with the second-step conversion and stock offering.

The increase in the average balance of borrowings partly reflected a $24.4 million increase in the average balance of FHLB advances. That increase in the average balance reflected an additional short-term advance of $50.0 million drawn during the quarter ended September 30, 2015 whose cost had been effectively fixed over a five-year period based on a previously executed swap transaction whose terms became effective during the period. The increase in the average balance of borrowings also included a $3.4 million increase in the average balance of depositor sweep accounts included in other borrowings.

Provision for Loan Losses

The provision for loan losses increased by $884,000 to $2.6 million for the quarter ended September 30, 2015 compared to $1.8 million during the quarter ended June 30, 2015. The increase was partly attributable to a larger provision on non-impaired loans evaluated collectively for impairment due primarily to comparatively higher growth in such loans between periods. The net increase in provision expense attributable to non-impaired loans also reflected quarterly updates to historical loss factors arising from net charge off activity for the quarter ended September 30, 2015.

The net increase in provision expense attributable to non-impaired loans was partially offset by a decrease in specific losses recognized on nonperforming loans individually reviewed for impairment. This decrease in specific losses was partially offset by a decrease in recoveries of prior charge offs attributable to such loans between comparative periods.

Non-interest Income

Non-interest income, excluding gains and losses on the sale of real estate owned (“REO”), increased by $839,000 to $2.5 million for the quarter ended September 30, 2015 from $1.7 million for the quarter ended June 30, 2015. The increase was largely attributable to greater income from bank-owned life insurance reflecting an increase in the average balance of the underlying cash surrender value of the associated policies which provides the basis for the income earned on such policies. The increase in the average balance of bank owned life insurance reflected the Company’s purchase of an additional $80.0 million in such policies during the prior quarter ended June 30, 2015.

The increase in non-interest income also included an increase in gains on sale of SBA loans reflecting an overall increase in related loan origination and sale activity. Other less noteworthy increases in non-interest income were reflected in deposit-related fees and service charges, including those reported in electronic banking fees and charges, as well as other miscellaneous income.

3

The increase in total non-interest income also reflected a reduction in net losses attributable to the sale and write downs of REO between comparative quarters. During the prior quarter ended June 30, 2015, the Company had recognized a $137,000 write down of one foreclosed property to reflect a decline in its fair value based on an updated property appraisal and listing agreement. No such write downs or sale losses were recognized during the quarter ended September 30, 2015.

Non-interest Expense

Non-interest expense decreased by $9.0 million to $18.4 million for the quarter ended September 30, 2015 from $27.4 million for the quarter ended June 30, 2015. The decrease was largely attributable to the Company’s $10.0 million charitable contribution to the KearnyBank Foundation that was made in conjunction with the closing of the Company’s second-step conversion and stock offering during the prior quarter ended June 30, 2015 for which no such expense was recognized during the quarter ended September 30, 2015.

The overall decrease in non-interest expense was partially offset by a net aggregate increase of $1.0 million across the remaining categories of non-interest expense. That increase was primarily attributable to the increase in salaries and employee benefits expenses which largely reflected the effects of annual increases in non-executive wages and salaries for fiscal 2016 coupled with the cost of staffing additions within the lending function. The increase in employee compensation-related expense also reflected an increase in employee incentive compensation expense based on actual corporate performance for the fiscal year ended June 30, 2015 compared to the performance targets established for that year. The increase in employee compensation-related expenses also reflected increases in employee pension plan expense as well as increases in ESOP and payroll tax expenses.

The increase in non-interest expense also reflected an increase in professional service expenses included in miscellaneous expense. Such increases reflected a portion of the costs of engaging a third-party consulting firm to thoroughly review and analyze the Company’s current operating practices, policies and procedures and the effectiveness with which its supporting infrastructure, including human resources and systems, are organized, deployed and utilized. Additionally, the increase in miscellaneous expense reflected an increase in insurance expense arising from expanded coverage across several corporate policies as well as an increase in workers compensation expense.

The noted increases in miscellaneous expense were partially offset by a decrease in losses arising from a limited number of fraudulent ATM cash withdrawals that had been initiated against our customer’s deposit accounts during the prior quarter ended June 30, 2015. Such fraudulent transactions resulted in the recognition of $197,000 in losses during that prior quarter. No additional losses were recognized relating to fraudulent ATM card skimming incidents during the quarter ended September 30, 2015.

The variances in other categories of non-interest expense, including premises occupancy expense, equipment and system expense, advertising and marketing expense, federal deposit insurance expense and director compensation expense generally represented normal operating fluctuation in those categories between comparative periods.

Provision for Income Taxes

For the quarter ended September 30, 2015, the Company’s pre-tax net income was approximately $3.8 million while its income tax expense totaled approximately $850,000, resulting in an effective income tax rate of approximately 22.2% for the quarter ended September 30, 2015.

4

By comparison, the $10.0 million charitable contribution made by the Company to the KearnyBank Foundation during the quarter ended June 30, 2015 resulted in the Company reporting a pre-tax loss of $6.7 million for the period. The Company recognized a $3.9 million income tax benefit related to that charitable contribution. Additionally, through the merger of Kearny MHC into the Company concurrent with the closing of the second-step conversion and stock offering, the Company recognized a federal income tax benefit of approximately $354,000 relating to a net operating loss carryforward previously accumulated by the mutual holding company for which no tax benefit had previously been taken.

Absent the effects of these items, the Company’s adjusted pre-tax net income was approximately $3.3 million for the quarter ended June 30, 2015 while its adjusted income tax expense totaled approximately $902,000 resulting in an adjusted effective income tax rate of approximately 27.3%.

The overall increase in income tax expense and the effective income tax rate, as adjusted, largely reflected the underlying differences in the taxable portion of pre-tax net income between comparative periods.

Cash and Cash Equivalents

Cash and cash equivalents, which consist primarily of interest-earning and non-interest-earning deposits in other banks, decreased by $237.5 million to $102.6 million at September 30, 2015 from $340.1 million at June 30, 2015. The decrease in cash and cash equivalents reflected the deployment of the remaining portion of proceeds raised through the Company’s second-step conversion and stock offering that were not yet fully invested at June 30, 2015. As noted in greater detail below, such funds were primarily reinvested into the loan portfolio during the quarter ended September 30, 2015.

Loans Receivable

The outstanding balance of loans receivable, excluding deferred fees and costs and the allowance for loan losses, increased by $312.4 million to $2.41 billion at September 30, 2015 from $2.10 billion at June 30, 2015. The overall increase in the loan portfolio during the quarter ended September 30, 2015 reflected an aggregate increase in commercial loans, including non-residential mortgages, multi-family mortgages, commercial business loans and land loans, totaling $284.7 million. The increase in commercial loans was augmented by an increase in the balance of one-to-four family mortgage loans, comprising residential first mortgages, home equity loans and home equity lines of credit, totaling $28.0 million. For those same comparative periods, the outstanding balance of construction loans decreased $625,000 while consumer loans increased $288,000.

The increase in commercial loans partly reflected the purchase of $255.0 million in commercial mortgage loan participations that are secured by commercial real estate properties located in New York and New Jersey. The funding for these participations was provided, in part, by a portion of the capital proceeds received through the second-step conversion and stock offering. The noted increase in one-to-four family mortgage loans also reflected the purchase of $34.7 million in first mortgage loans secured by residential properties located in Massachusetts.

The Company continued its strategic focus on commercial lending during the first quarter of fiscal 2016. As noted above, the commercial loan portfolio increased by $284.7 million, or 20.2%, to $1.69 billion, or 70.1% of total loans, at September 30, 2015 from $1.41 billion, or 67.0% of total loans, at June 30, 2015. The growth in the portfolio during the first three months of fiscal 2016 reflected the effects of the Company’s expanding commercial loan origination and acquisition resources and its competitive term and pricing strategies for high quality loans.

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As noted above, the residential loan portfolio increased by $28.0 million, or 4.1%, to $712.0 million, or 29.5% of total loans, at September 30, 2015 from $684.0 million, or 32.5% of total loans, at June 30, 2015. The growth in the portfolio during the first three months of fiscal 2016 reflected the Company’s intent to modestly increase the outstanding balance of the residential mortgage portfolio while allowing the segment to continue to decline as a percentage of total loans and earning assets. The Company intends to expand it residential lending infrastructure during fiscal 2016 to support strategies focused on increasing the origination volume of residential mortgage loans for sale into the secondary market.

At September 30, 2015, the balance of the Company’s nonperforming assets totaled $23.2 million, or 0.54% of total assets, and comprised nonperforming loans totaling $21.5 million, or 0.89% of total loans, plus three REO properties totaling $1.7 million. By comparison, at June 30, 2015, the balance of the Company’s nonperforming assets totaled $23.8 million, or 0.56% of total assets, and comprised nonperforming loans totaling $22.9 million, or 1.09% of total loans, plus two REO properties totaling $942,000.

Nonperforming loans generally include loans reported as “accruing loans over 90 days past due” as well as loans reported as “nonaccrual”. However, the balances of nonperforming loans at September 30, 2015 and June 30, 2015 were comprised entirely of nonaccrual loans with no loans reported as over 90 days past due and accruing.

The balance of loans at September 30, 2015 includes 63 residential mortgage loans with an aggregate carrying value totaling $18.7 million that were serviced by BAC Home Loan Servicing, a subsidiary of Bank of America (“BOA”). Such loans include 34 nonperforming with carrying values totaling $6.4 million as of that date. During the quarter ended September 30, 2015, the Bank and BOA mutually agreed to transfer the servicing of all remaining loans owned by the Bank, including the nonperforming loans, from BOA to the Bank during the quarter ending December 31, 2015.

The terms of the applicable servicing transfer agreement include provisions requiring the Bank to reimburse BOA for all “scheduled” principal and interest (“P&I”) payments advanced to the Bank by BOA where such payments had not been paid by the borrower. The agreement terms also require the Bank to reimburse BOA for all taxes and insurance (“T&I”) advances that have resulted in negative escrow balances as well as other corporate payments advanced by BOA to support the collections and foreclosure process on nonperforming loans where such payments have not been repaid by the borrower through the date of servicing transfer.

The Bank has generally reduced the carrying value of the applicable nonperforming loans by the amount of P&I payments advanced by BOA. Consequently, the Bank’s reimbursement of such advances to BOA is expected to result in an increase in the carrying value of nonperforming loans during the quarter ending December 31, 2015. Based on preliminary information provided by BOA, the Bank estimates that the transfer of servicing will increase the reportable balance of nonperforming loans by approximately $3.5 million. However, the amount of the increase may vary from this estimate based on the final reconciliation and reimbursement of advances to BOA at the time of transfer.

The impairment analysis regularly conducted by Company in conjunction with its periodic allowance for loan loss (“ALLL”) calculation consistently recognized the Bank’s ultimate obligation to reimburse BOA for all applicable advances on nonperforming loans. As such, the Bank does not expect the transfer of servicing, nor the expected increase in the balance of the related nonperforming loans, to result in significant charge offs or additions to the required level of the ALLL.

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The Bank reports the payment and accrual status of the BOA loans based on the borrower’s actual payment status rather than the “cash payment” basis that would otherwise reflect the “scheduled” P&I payments advanced to the Bank by BOA on delinquent loans. As such, the Bank does not expect the transfer of servicing to result in significant changes to the number of past due or nonaccrual loans. However, the carrying value of such loans is expected to increase for the reasons noted earlier reported.

Other than the reimbursement of advances noted above, the Bank will pay no additional fees to BOA to complete the transfer of loan servicing discussed above. Consequently, the annual servicing fee of 0.25% per loan currently paid to BOA will be discontinued at no additional cost to the Bank once the servicing transfer is completed during the quarter ending December 31, 2015.

Mortgage-backed and Non-mortgage-backed Securities

The aggregate balance of mortgage-backed securities, which are predominantly government agency pass-through securities and collateralized mortgage obligations, decreased by $30.9 million to $759.2 million at September 30, 2015 from $790.1 million at June 30, 2015. Such balances included securities available for sale and securities held to maturity of $329.3 million and $429.9 million, respectively, at September 30, 2015 and $346.6 million and $443.5 million, respectively, at June 30, 2015. The aggregate decrease in mortgage-backed securities reflected principal repayments, net of premium amortization and discount accretion, totaling approximately $33.5 million for the quarter ended September 30, 2015 that was partially offset by a $2.6 million increase in the fair value of the available for sale portion of the portfolio to an unrealized gain of $4.7 million at September 30, 2015 from an unrealized gain of $2.1 million at June 30, 2015.

The aggregate balance of non-mortgage-backed securities increased by $4.5 million to $645.1 million at September 30, 2015 from $640.5 million at June 30, 2015. Such balances included securities available for sale and securities held to maturity of $416.5 million and $228.6 million, respectively, at September 30, 2015 and $420.7 million and $219.9 million, respectively, at June 30, 2015. The aggregate increase in non-mortgage-backed securities reflected purchases totaling $9.1 million which were comprised entirely of municipal obligations. The effect of the security purchases was partially offset by principal repayments, net of premium amortization and discount accretion, totaling $522,000 as well as a $4.1 million decrease in the fair value of the available for sale portion of the portfolio to a net unrealized loss of $6.3 million at September 30, 2015 from a net unrealized loss of $2.2 million at June 30, 2015.

Other Assets

The aggregate balance of other assets, including premises and equipment, FHLB stock, interest receivable, goodwill, bank owned life insurance, deferred income taxes and other miscellaneous assets, increased by $16.0 million to $395.2 million at September 30, 2015 from $379.2 million at June 30, 2015.

The increase in other assets included a $5.2 increase in miscellaneous assets representing funds disbursed in advance of the upcoming servicing transfer of residential mortgage loans from BOA to the Bank, as described above as well as a $2.2 million increase in FHLB stock resulting from an increase in short-term advances drawn during the quarter ended September 30, 2015. The increase in other assets also reflected a $4.5 million increase in deferred income taxes arising primarily from changes in the fair value of the Company’s available for sale securities and derivatives portfolios coupled with an increase in the allowance for loan losses. The increases and decreases in the remaining categories of other assets generally reflected normal operating fluctuations within their applicable balances.

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Deposits

Total deposits decreased by $1.8 million to $2.46 billion at September 30, 2015 from $2.47 billion at June 30, 2015. The decrease in deposit balances reflected an $11.2 million decrease in interest-bearing deposits that was partially offset by a $9.4 million increase in non-interest-bearing checking accounts. The net decrease in interest-bearing deposits comprised decreases in interest-bearing checking accounts and savings and club accounts totaling $13.7 million and $9.0 million, respectively. The decrease in the balance of interest-bearing checking accounts during the quarter ended September 30, 2015 partly reflected the transfer of aggregate account balances totaling approximately $9.8 million associated with a single customer relationship to depositor “sweep accounts” during the period. The noted decreases in interest-bearing deposits were partially offset by an $11.6 million increase in the balance of certificates of deposit.

The balance of interest-bearing checking accounts at September 30, 2015 included deposits maintained as a wholesale funding source through Promontory Interfinancial Network’s Insured Network Deposits (“IND”) program. The Bank’s IND balances decreased by $1.9 million to $224.3 million or 9.1% of total deposits at September 30, 2015 from $226.2 million or 9.2% of total deposits at June 30, 2015. The terms of the IND program generally establish a reciprocal commitment for Promontory to deliver and the Bank to accept such deposits for a period of no less than five years during which time total aggregate balances shall generally be maintained within a range of $200.0 million to $230.0 million.

The Bank also continued to utilize a deposit listing service through which it has attracted “non-brokered” wholesale time deposits targeting institutional investors with a three-to-five year investment horizon. The Bank generally prohibits the withdrawal of its listing service deposits prior to maturity. The balance of the Bank’s listing service time deposits remained stable at $89.9 million, or 3.6% of total deposits, at September 30, 2015 and June 30, 2015.

Borrowings

The Company’s borrowings increased by $56.9 million to $628.4 million at September 30, 2015 from $571.5 million at June 30, 2015. As noted earlier, the increase partly reflected an additional short-term advance of $50.0 million drawn during the quarter ended September 30, 2015 whose cost had been effectively fixed over a five-year period based on a previously executed interest rate swap transaction whose terms became effective during the period. At September 30, 2015, the wholesale funding associated with all of the Company’s outstanding interest rate derivatives has been fully drawn with such swaps and caps expected to serve as effective cash flow hedges over their remaining terms to maturity.

The increase in borrowings also reflected a $6.9 million increase in outstanding overnight “sweep account” balances linked to customer demand deposits. As noted above, the increase in depositor “sweep account” balances partly reflected the addition of approximately $9.8 million in balances associated with a single customer relationship that were transferred from interest-bearing checking accounts during the quarter ended September 30, 2015.

Stockholders’ Equity and Capital Management

Stockholders’ equity decreased by $3.8 million to $1.16 billion at September 30, 2015 from $1.17 billion at June 30, 2015. The net decrease in stockholders’ equity reflected a $5.7 million decrease in accumulated other comprehensive loss due primarily to changes in the fair value of the Company’s available for sale securities portfolio and outstanding derivatives. This decrease was partially offset by net income of $3.0 million less $1.8 million in cash dividends paid to shareholders during the quarter ended September 30, 2015

8

At September 30, 2015, the Company’s total consolidated equity to assets ratio was 27.05% while the Bank’s total consolidated equity to assets ratio was 18.19%. The Company’s and Bank’s capital ratios at September 30, 2015 were well in excess of the levels required by federal banking regulators to be classified “well-capitalized” under regulatory guidelines.

Statements contained in this news release that are not historical facts are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, factors discussed in documents filed by Kearny Financial Corp. with the Securities and Exchange Commission from time to time. The Company does not undertake and specifically disclaims any obligation to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.

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KEARNY FINANCIAL CORP.

FINANCIAL HIGHLIGHTS

(Dollars in Thousands, Except Per Share Data, Unaudited)

	At
	September 30,			June 30,
	2015			2015
Selected Balance Sheet Data:
Cash and cash equivalents	$	102,630		$	340,136
Debt securities available for sale		416,470			420,660
Mortgage-backed securities available for sale		329,310			346,619
Securities available for sale		745,780			767,279
Debt securities held to maturity		228,597			219,862
Mortgage-backed securities held to maturity		429,912			443,479
Securities held to maturity		658,509			663,341
Loans receivable		2,417,512			2,102,864
Allowance for loan losses		(17,690	)		(15,606	)
Net loans receivable		2,399,822			2,087,258
Premises & equipment		39,256			39,180
Federal Home Loan Bank stock		29,717			27,468
Goodwill		108,591			108,591
Bank owned life insurance		171,842			170,452
Other assets		45,794			33,482
Total assets	$	4,301,941		$	4,237,187
Non-interest bearing deposits	$	227,941		$	218,533
Interest-bearing deposits		2,235,949			2,247,117
Deposits		2,463,890			2,465,650
Federal Home Loan Bank advances		586,376			536,405
Other borrowings		41,975			35,094
Borrowings		628,351			571,499
Other liabilities		46,090			32,663
Total liabilities		3,138,331			3,069,812
Stockholders’ equity		1,163,610			1,167,375
Total liabilities & stockholders’ equity	$	4,301,941		$	4,237,187
Consolidated Capital Ratios:
Equity to assets at period end		27.05	%		27.55	%
Tangible equity to tangible assets at period end (1)		25.15	%		25.63	%
Share Data:
Outstanding shares (in thousands)		93,528			93,528
Closing price as reported by NASDAQ	$	11.47		$	11.16
Equity per share	$	12.44		$	12.48
Tangible equity per share (1)	$	11.27		$	11.31
Asset Quality Ratios:
Non-performing loans to total loans		0.89	%		1.09	%
Non-performing assets to total assets		0.54	%		0.56	%
Allowance for loan losses to total loans		0.73	%		0.74	%
Allowance for loan losses to non-performing loans		82.25	%		68.17	%

⁽¹⁾ Tangible equity equals total stockholders’ equity reduced by goodwill and core deposit intangible assets.

10

KEARNY FINANCIAL CORP.

FINANCIAL HIGHLIGHTS

(Dollars in Thousands, Except Per Share Data, Unaudited)

	For the Three Months Ended
	September 30,		June 30,			September 30,
	2015		2015			2014
Summary of Operations:
Interest income on:
Loans receivable	$	22,032	$	20,321		$	18,405
Mortgage-backed securities		4,514		4,270			4,776
Non-mortgage-backed securities		2,430		2,352			2,220
Other interest-earning assets		439		617			297
Total interest income		29,415		27,560			25,698
Interest expense on:
Interest-bearing checking		1,009		1,110			943
Savings and clubs		215		215			205
Certificates of deposit		2,848		2,843			2,698
Total interest-bearing deposits		4,072		4,168			3,846
Federal Home Loan Bank advances		2,940		2,406			2,290
Other borrowings		47		41			37
Total borrowings		2,987		2,447			2,327
Total interest expense		7,059		6,615			6,173
Net interest income		22,356		20,945			19,525
Provision for loan losses		2,641		1,757			858
Net interest income after loan loss provision		19,715		19,188			18,667
Fees and service charges		673		658			699
Gain on sale of securities		0		0			0
Loss on sale and write down of real estate owned		0		(137	)		(151	)
Gain on sale of loans		72		20			0
Income from bank-owned life insurance		1,390		630			652
Electronic banking fees and charges		286		277			284
Miscellaneous		72		69			96
Total non-interest income		2,493		1,517			1,580
Salaries and employee benefits		10,625		9,761			10,076
Net occupancy expense of premises		1,909		1,871			1,642
Equipment and systems		1,978		1,957			1,930
Advertising and marketing		428		409			148
Federal deposit insurance premium		662		708			589
Directors’ compensation		182		184			196
Contribution to chartitable foundation		0		10,000			0
Miscellaneous		2,598		2,508			2,190
Total non-interest expense		18,382		27,398			16,771
Income (loss) before taxes		3,826		(6,693	)		3,476
Provision for income taxes		850		(3,352	)		553
Net income (loss)	$	2,976	$	(3,341	)	$	2,923
Per Share Data:
Net income per share - Basic and diluted (2)	$	0.03	($	0.04	)	$	0.03
Weighted average number of common shares outstanding (in thousands):
Basic (2)		89,590		89,269			92,452
Diluted (2)		89,619		89,292			92,999
Cash dividends per share (1) (2)	$	0.02	$	0.00		$	0.00

⁽¹⁾ Represents dividends declared per common share.

⁽²⁾ As a result of the second-step conversion and stock offering, all historical per share information has been revised to reflect the 1.3804-to-one exchange ratio.

11

KEARNY FINANCIAL CORP.

FINANCIAL HIGHLIGHTS

(Dollars in Thousands, Unaudited)

	For the Three Months Ended
	September 30,			June 30,			September 30,
	2015			2015			2014
Average Balances:
Loans receivable	$	2,218,497		$	2,017,081		$	1,750,271
Mortgage-backed securities		775,808			672,802			729,957
Non-mortgage-backed securities		647,701			641,996			628,102
Other interest-earning assets		283,199			621,358			131,123
Total interest-earning assets		3,925,205			3,953,237			3,239,453
Non-interest-earning assets		352,338			274,253			269,320
Total assets	$	4,277,543		$	4,227,490		$	3,508,773
Interest-bearing checking	$	725,169		$	1,029,965		$	711,897
Savings and clubs		519,940			525,120			515,347
Certificates of deposit		991,546			1,015,485			1,026,092
Total interest-bearing deposits		2,236,655			2,570,570			2,253,336
Federal Home Loan Bank advances		571,811			547,448			483,817
Other borrowings		36,740			33,335			29,624
Total borrowings		608,551			580,783			513,441
Total interest-bearing liabilities		2,845,206			3,151,353			2,766,777
Non-interest-bearing liabilities		265,242			256,560			246,175
Total liabilities		3,110,448			3,407,913			3,012,952
Stockholders’ equity		1,167,095			819,577			495,821
Total liabilities and stockholders’ equity	$	4,277,543		$	4,227,490		$	3,508,773
Average interest-earning assets to average interest-bearing liabilities		137.96	%		125.45	%		117.08	%

12

KEARNY FINANCIAL CORP.

FINANCIAL HIGHLIGHTS

	For the Three Months Ended
	September 30,			June 30,			September 30,
	2015			2015			2014
Performance ratios:
Yield on average:
Loans receivable		3.97	%		4.03	%		4.21	%
Mortgage-backed securities		2.33	%		2.54	%		2.62	%
Non-mortgage-backed securities		1.50	%		1.46	%		1.41	%
Other interest-earning assets		0.62	%		0.40	%		0.91	%
Total interest-earning assets		3.00	%		2.79	%		3.17	%
Cost of average:
Interest-bearing checking		0.56	%		0.43	%		0.53	%
Savings and clubs		0.17	%		0.16	%		0.16	%
Certificates of deposit		1.15	%		1.12	%		1.05	%
Interest-bearing deposits		0.73	%		0.65	%		0.68	%
Federal Home Loan Bank advances		2.06	%		1.76	%		1.89	%
Other borrowings		0.51	%		0.50	%		0.50	%
Total borrowings		1.96	%		1.69	%		1.81	%
Total interest-bearing liabilities		0.99	%		0.84	%		0.89	%
Net interest rate spread (1)		2.01	%		1.95	%		2.28	%
Net interest margin (2)		2.28	%		2.12	%		2.41	%
Non-interest income to average assets (annualized)		0.23	%		0.14	%		0.18	%
Non-interest expense to average assets (annualized)		1.72	%		2.59	%		1.91	%
Efficiency ratio		73.98	%		121.98	%		79.46	%
Return on average assets (annualized)		0.28	%		-0.32	%		0.33	%
Return on average equity (annualized)		1.02	%		-1.63	%		2.36	%

⁽¹⁾  Interest income divided by average interest-earning assets less interest expense divided by average interest-bearing liabilities.

⁽²⁾ Net interest income divided by average interest-earning assets.

13

EX-99.2

Annual Meeting of Shareholders

Nasdaq: KRNY

October 2015

Exhibit 99.2

1

This presentation may include certain “forward-looking statements,” which are made in good faith by Kearny Financial Corp.

(the “Company”) pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.

These forward-looking statements involve risks and uncertainties, such as statements of the Company’s plans, objectives,

expectations, estimates and intentions that are subject to change based on various important factors (some of which are

beyond the Company’s control).  In addition to the factors described under Item 1A. Risk Factors in the Company’s Annual

Report on Form 10-K, the following factors, among others, could cause the Company’s financial performance to differ

materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements:

•

the strength of the United States economy in general and the strength of the local economy in which the Company

conducts operations,

•

the effects of and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the

Board of Governors of the Federal Reserve System, inflation, interest rates, market and monetary fluctuations,

•

the impact of changes in financial services laws and regulations (including laws concerning taxation, banking,

securities and insurance),

•

changes in accounting policies and practices, as may be adopted by regulatory agencies, the Financial Accounting

Standards Board (“FASB”) or the Public Company Accounting Oversight Board,

•

technological changes.

•

competition among financial services providers and,

•

the success of the Company at managing the risks involved in the foregoing and managing its business.

The Company cautions that the foregoing list of important factors is not exclusive. The Company does not undertake to update

any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.

Forward Looking Statements

Overview of Kearny Financial Corp

(1)

As of October 15, 2015

(2)

As of June 30, 2015

Source: SNL Financial, Company Filings

(dollars in millions)

as of June 30, 2015

Total Assets

$4,237.2

Total Deposits

$2,465.7

Total Loans

$2,102.9

Corporate Headquarters

Fairfield, NJ

Branches

42

Market Capitalization¹

$1,112.0

•

Founded in 1884

•

6

th

Largest New Jersey based deposit franchise

–

42 branch locations in 11 counties throughout Northern

and Central New Jersey and Southern New York

–

Top 15 deposit market share in the counties of Bergen,

Hudson, Ocean, and Monmouth, New Jersey²

•

Active acquirer

–

Completed 5 bank acquisitions since 1999 including

most recently Brooklyn, NY based Atlas Bank in June,

2014

2

3

Kearny Bank Mission Statement

Kearny Bank is dedicated to providing professional service and

sound financial advice to our client and shareholder base.  This is

successfully accomplished through deep-rooted guiding principles of

strong values consisting of ethics and integrity, and by giving back to

the communities we serve.  Through our financial expertise, strong

leadership, and loyal relationships, we help our clients achieve their

financial goals both for today and for tomorrow.

Brand Logo Flag

The New Kearny Logo

People

Our significant stakeholders, including employees, current and future

customers, stockholders, and the communities we serve.

Relationships

Delivery of superior service, a keen understanding of clients’ needs, and

a welcoming environment has resulted in high levels of customer

satisfaction, loyalty, and strong long-lasting relationships.

Performance

A strong resolve to remain true to sound, conservative practices, and

superior customer service which has led to steady progress and growth

throughout the years

4

5

Kearny Value Creation Post-Conversion

•

Optimization of asset mix

–

Continue to increase commercial real estate lending

–

Continue to increase commercial business lending

–

Reinvest cashflows

from the investment portfolio into loans while still maintaining a

diverse composition and allocation to reduce exposure to long term interest rate risk

•

Shift funding mix to focus more on core deposits: non-interest bearing and non-

maturity deposits

•

Implementing several strategies over the near term with the goal of controlling

non-interest expense and improving operating efficiency

•

Significant opportunities to grow in market

•

Conservative lending policies and strong credit quality

•

Established and experienced acquirer and integrator

Attractive Market Demographics

Note Deposit numbers and growth estimates as od June 30, 2015

1)

Defined as the New York-Northern New Jersey-Long Island MSA

Source: SNL Financial

•

Attractive markets

•

Part of the largest

MSA¹ in the U.S

•

Opportunities still exist

for organic growth in

existing branch footprint

•

Weighted average

median household

income in Kearny

franchise counties was

$74,231 vs. $55,551

median household

income nationwide

–

Household income

poised to grow

6

$1,014

$1,268

$1,284

$1,361

$1,741

$2,103

$0

$500

$1,000

$1,500

$2,000

$2,500

2010FY

2011FY

2012FY

2013FY

2014FY

2015FY

Total Loans

Loan Portfolio Growth

Kearny Financial

Corp. Historical Loan Growth (dollars in millions)

•

Loan growth focus:

–

Expand upon expertise in commercial real estate, C&I, multifamily, and SBA lending;

–

Continue to hire additional commercial lenders and support personnel to increase market share;

–

Business development officers continue to work collaboratively with the retail branch network to further

develop/strengthen small business deposit, loan, and merchant business relationships

•

Strong performance in the NYC market with over $200 million in CRE originations during the 2015 fiscal year

7

Loan Portfolio Composition

•

As of June 30, 2015 KRNY had $2.1 billion

in net loans, comprising 49.3% of total

assets

•

Kearny’s yield on loans was 4.14% for the

2015 fiscal year

•

Kearny continues to make progress towards

its intended shift in loan mix

•

Maintaining strong underwriting quality of

new loans

MRQ

Loan Portfolio

0%

20%

40%

60%

80%

100%

2013FQ4

2014FQ4

2015FQ4

1-4 Family

Multifamily

CRE

C&D

Consumer

Commercial

8

1-4 Family -

28.17%

Multifamily -

34.64%

CRE -

27.62%

C&D -

0.27%

Consumer -

4.56%

Commercial -

4.73%

Commercial Lending Success Continues

9

Asset Quality & Reserves

1)

NPAs as defined by SNL to include nonaccrual loans and leases, renegotiated loans and leases, and real estate owned

2)

Peer group defined in KRNY’s 2015 conversion offering prospectus and includes companies with the following tickers: BKMU, CFFN, DCOM, NFBK, NWBI, OCFC, ORIT, PFS, TRST, UBNK, and WSFS

Note:  Peer comparison periods changed to conform to the same time periods as Kearny Financial Corp.’s fiscal periods (June 30 fiscal year-end)

Source: SNL Financial

NPAs / Assets¹

Loan Loss Reserves/ Gross Loans

0.92%

1.34%

1.18%

0.86%

0.64%

2.25%

1.98%

1.41%

1.18%

0.98%

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

2011FY

2012FY

2013FY

2014FY

2015FY

KRNY

Peer Median²

0.93%

0.79%

0.80%

0.71%

0.74%

1.50%

1.38%

1.35%

1.24%

0.95%

0.0%

0.5%

1.0%

1.5%

2.0%

2011FY

2012FY

2013FY

2014FY

2015FY

KRNY

Peer Median²

•

Kearny has been successful in reducing its percent of nonperforming assets over the past

four calendar years

–

Reduced NPAs excluding restructured assets as a percent of total assets by about a third from 0.92%

at June 30, 2011 to 0.64% at June 30, 2015

–

Kearny has historically, and continues to outperform peers in key asset quality metrics

•

Kearny’s conservative underwriting standards and prompt attention to potential problem

loans supports consistently superior asset quality

–

This consistency allows Kearny to hold loan loss reserves at slightly lower levels than peers

10

Securities Portfolio

Source: SNL Financial, Company Filings

•

Kearny’s yield on securities was 2.08% for the 2015 fiscal year, the same as

during 2014

•

Kearny is working to reduce the portion of securities as a percent of total assets

and improve the general make-up of the portfolio

–

As of June 30, 2015, 34.4% of Kearny’s total assets were comprised of securities as

compared to 42.2% of total assets at June 30, 2011

MRQ Securities

Portfolio

Yield on Securities

3.15%

2.69%

2.16%

2.08%

2.08%

0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

3.00%

3.50%

2011FY

2012FY

2013FY

2014FY

2015FY

U.S. Agency Obligations -

10.50%

Municipal Bonds -

7.14%

CLO & ABS Securities -

15.11%

Corporate Bonds -

11.36%

TPS -

0.54%

Agency MBS -

55.33%

Non-Agency MBS -

0.01%

11

Deposit Composition

Note: Deposit percentages via Kearny Bank regulatory reports

•

Kearny Financial Corp. had $2.47 billion in

deposits as of June 30, 2015

–

The quarter ended June 30, 2015’s cost of

total deposits was 0.67% down from 1.06% 

for the quarter ended June 30, 2011

•

Kearny continues to shift its deposit mix to

“stickier”, lower cost retail/non-maturity

deposits

•

This shift in cost of funding has helped

improve net income and profitability metrics

over the past 5 years

MRQ Deposit

Portfolio

Noninterest bearing

deposits -

8.86%

Interest bearing DDA -

29.38%

Savings and clubs -

21.13%

Certificates of deposit

-

40.63%

0%

20%

40%

60%

80%

100%

2013FY

2014FY

2015FY

Noninterest bearing deposits

Interest bearing DDA

Savings and clubs

Certificates of deposit

12

Improving Performance Metrics

Profitability

Efficiency Ratio

Performance Metrics

•

Performance metrics are improving

•

Both efficiency ratio and ROAA have

improved over the past three years

$5,078

$6,506

$10,188

$5,629

0.18%

0.19%

0.32%

0.32%

0.10%

0.15%

0.20%

0.25%

0.30%

0.35%

0.40%

$0

$2,000

$4,000

$6,000

$8,000

$10,000

$12,000

2012FY

2013FY

2014FY

2015FY

Net Income

Core ROAA

77.45%

83.02%

76.52%

75.83%

60.00%

65.00%

70.00%

75.00%

80.00%

85.00%

90.00%

2012FY

2013FY

2014FY

2015FH1

Efficiency Ratio

$70,180

$66,257

$73,821

$80,608

7.18%

9.23%

8.46%

7.92%

2.65%

2.50%

2.44%

2.34%

$60,000

$65,000

$70,000

$75,000

$80,000

$85,000

$90,000

0.00%

2.00%

4.00%

6.00%

8.00%

10.00%

2012FY

2013FY

2014FY

2015FH1

Net Interest Income

Noninterest Inc/ Operating Rev

Net Interest Margin

13

Maintenance of Strong Capital Ratios

1)

Peer group defined in KRNY’s prospectus and includes companies with the following tickers: BKMU, CFFN, DCOM, NFBK, NWBI, OCFC, ORIT, PFS, TRST, UBNK, and WSFS

2)

Pro forma risk-based and leverage ratios via offering prospectus.  TCE/TA assumes midpoint offering with 68.5mm shares offered and $652mm in net proceeds post-foundation contribution

Note: Peer group defined in KRNY’s 2015 conversion offering prospectus and includes companies with the following tickers: BKMU, CFFN, DCOM, NFBK, NWBI, OCFC, ORIT, PFS, TRST, UBNK, and WSFS

Source: SNL Financial.  Bank level financial numbers used where unavailable at the holding company

Tangible Common Equity to Tangible Assets

Tier 1 Leverage Ratio

Tier 1 Risk Based Capital Ratio

Risk-Based Capital Ratio

13.5%

13.5%

11.8%

25.6%

10.0%

9.9%

10.5%

9.9%

9.2%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

2011FY

2012FY

2013FY

2014FY

2015FY

KRNY

Peer Median¹

12.0%

12.1%

11.3%

10.8%

25.8%

9.4%

9.9%

10.4%

11.0%

10.5%

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

2011FY

2012FY

2013FY

2014FY

2015FY

KRNY

Peer Median¹

24.5%

24.6%

21.1%

19.8%

46.5%

16.0%

16.4%

16.5%

15.3%

14.3%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

2011FY

2012FY

2013FY

2014FY

2015FY

KRNY

Peer Median¹

25.3%

25.4%

21.8%

20.5%

47.2%

17.1%

17.9%

18.1%

16.8%

16.1%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

2011FY

2012FY

2013FY

2014FY

2015FY

KRNY

Peer Median¹

14

11.3%

15

M&A History and Strategy

Source: SNL Financial, Company Filings

Seller

Completed

Type

Assets

($000)

Branches

1

st

Bergen Bancorp

March 31, 1999

Thrift

300,755

4

Pulaski Bancorp, Inc. MHC

October 18, 2002

Thrift

237,596

6

West Essex Bancorp

July 1, 2003

Thrift

390,333

8

Central Jersey Bancorp

November 30, 2010

Bank

571,295

13

Atlas Bank

June 30, 2014

Thrift

110,480

2

•

Kearny is an experienced acquirer and integrator, having successfully completed 5 bank

acquisitions over the past 15 years

•

Kearny actively seeks out opportunities to deploy capital, including through mergers and

acquisitions with other financial institutions

–

The greatest emphasis of future expansion opportunities will be on expanding within existing markets

or areas contiguous to current markets

–

In addition to acquiring banks and their branches, the Company will also consider opportunities to

broaden the product and services offerings of the bank

–

Management is sensitive to key merger metrics such as TBV dilution and earn-back periods

16

2015 Strategic Review: A Stronger Kearny Post-Conversion

•

Robust capital to support continued growth

–

The second step offering allows Kearny to pursue organic and strategic growth

opportunities that will continue Kearny’s historically strong loan growth

•

Eliminated uncertainties associated with the mutual holding company structure

under financial reform legislation

•

Transitioned Kearny to a more familiar and flexible organizational structure

•

Facilitates future mergers and acquisitions

–

Allows for increased flexibility to use common stock while bidding for potential strategic

targets

–

Potential to make Kearny a more attractive participant in the mergers and acquisitions

market, particularly in New Jersey

•

A larger public float and more familiar structure create a more liquid and active

market for Kearny’s common stock

17

•

Traditional Relationship Banking Focus

–

Growth/ Diversification of loan mix: CRE/Multifamily/C&I/SBA/Residential/Consumer

–

Grow funding thru traditional deposit sources utilizing a technological focus: mobile banking/on-line

account opening /P2P/cash management/RDC

•

New Opportunities

–

Launch mortgage banking platform/fee income generation

–

Expand governmental banking group

•

Expand customer wallet share

–

Extraordinary service

–

Innovative products for Millennials, Boomers, & Gen Xers

–

Digital marketing

–

On-boarding

•

Utilize Traditional Capital Market Strategies

–

Dividends

–

Buybacks (after one year regulatory limit)

–

M&A

•

Control operating expenses/utilizing technology

•

Continued focus on the Kearny Bank brand

2016 Strategic Focus

18

Comparative Stock Price Performance

1)

Peer group defined in KRNY’s 2015 conversion offering prospectus and includes companies with the following tickers: BKMU, CFFN, DCOM, NFBK, NWBI, OCFC, ORIT, PFS,

TRST, UBNK, and WSFS

Source: SNL Financial

Stock Price Performance since January 1, 2012

72.8%

30.8%

73.3%

(20%)

(10%)

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

KRNY

KRNY Peers

NASDAQ Bank

19

Peer Group Valuation Comparison

Note: Market Metrics as of October 16, 2015

Note: Peer group defined in KRNY’s prospectus and includes companies with the following tickers: BKMU, CFFN, DCOM, NFBK, NWBI, OCFC, ORIT, PFS, TRST, UBNK, and WSFS

Source: SNL Financial

($ in thousands)

Total

Price/

Peer Company

Ticker

Headquarters

Assets

TBV

Capitol Federal Financial, Inc.

CFFN

Topeka, KS

$9,131

122%

Provident Financial Services, Inc.

PFS

Iselin, NJ

8,751

181%

Northwest Bancshares, Inc.

NWBI

Warren, PA

7,865

140%

United Financial Bancorp, Inc.

UBNK

Glastonbury, CT

5,681

136%

WSFS Financial Corporation

WSFS

Wilmington, DE

5,077

184%

TrustCo Bank Corp NY

TRST

Glenville, NY

4,741

142%

Dime Community Bancshares, Inc.

DCOM

Brooklyn, NY

4,645

148%

Oritani Financial Corp.

ORIT

Township of Washington, NJ

3,353

136%

Northfield Bancorp, Inc.

NFBK

Woodbridge, NJ

3,147

131%

OceanFirst Financial Corp.

OCFC

Toms River, NJ

2,395

138%

Bank Mutual Corporation²

BKMU

Milwaukee, WI

2,467

122%

Mean

5,205

144%

Median

4,741

138%

105%

122%

138%

131%

136%

148%

142%

184%

136%

140%

181%

122%

50%

70%

90%

110%

130%

150%

170%

190%

210%

KRNY¹

BKMU

OCFC

NFBK

ORIT

DCOM

TRST

WSFS

UBNK

NWBI

PFS

CFFN

Peer Median P/TBV: 138%