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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended DECEMBER 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from______to_______
Commission file Number 0-12220
THE FIRST OF LONG ISLAND CORPORATION
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(Exact Name Of Registrant As Specified In Its Charter)
NEW YORK 11-2672906
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
10 GLEN HEAD ROAD, GLEN HEAD, NY 11545
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (516) 671-4900
Securities registered pursuant to Section 12(b) of the Act:
Title Of Each Class Name Of Each Exchange On Which Registered
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NONE N/A
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.10 par value per share
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(Title of class)
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirement for the past 90 days. Yes X No
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Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
[COVER PAGE 1 OF 2 PAGES]
The aggregate market value of the Corporation's voting stock (based on the
price at which the stock was last sold on March 5, 1998) held by non-affiliates
was $125,990,182 (excludes $17,113,012 representing the market value of common
stock beneficially owned by directors and executive officers of the Registrant).
Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of the latest practicable date.
Class Outstanding At March 5, 1998
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Common Stock, $.10 par value 3,110,939
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Corporation's Annual Report to shareholders for the fiscal
year ended December 31, 1997 are incorporated by reference into Parts II and IV.
Portions of the Registrant's Proxy Statement for the Annual Meeting of
Stockholders to be held April 21, 1998 are incorporated by reference into Part
III.
[COVER PAGE 2 OF 2 PAGES]
PART I
ITEM 1. BUSINESS
GENERAL
The First of Long Island Corporation (the "Registrant" or the "Corporation"),
a one-bank holding Company, was incorporated on February 7, 1984 for the purpose
of providing financial services through its wholly-owned subsidiary, The First
National Bank of Long Island (the "Bank").
The Bank was organized in 1927 as a national banking association under the
laws of the United States of America and was known as the First National Bank of
Glen Head through June 30, 1978. The Bank has a Trust and Investment Services
Department and conducts insurance business through The First of Long Island
Agency, Inc. (the "Agency"), a wholly-owned subsidiary.
The Bank serves the financial needs of privately owned businesses,
professionals, consumers, public bodies, and other organizations primarily in
Nassau and Suffolk Counties, Long Island. The principal business of the Bank has
historically consisted of attracting business and consumer checking, money
market and savings deposits and investing those funds in investment securities,
commercial and residential mortgage loans, commercial loans, and home equity
loans and lines. The Corporation's loan portfolio is primarily comprised of
loans to borrowers in Nassau and Suffolk Counties and real estate loans are
principally secured by properties located in these Counties.
A substantial portion of the Bank's investment securities portfolio is
comprised of U.S. Treasury securities, with lesser amounts invested in U.S.
government agency securities (modified pass-through, mortgage-backed securities
of Federal agencies), state and municipal securities, and collateralized
mortgage obligations. The Bank also regularly sells federal funds on an
overnight basis to a number of banking institutions.
The Bank offers a variety of deposit products having a wide range of interest
rates and terms. The principal products include checking accounts, money market
accounts, savings accounts, and time deposit accounts.
In addition to its loan and deposit products, the Bank offers other services
to its customers including the following:
ATM Banking PC Business Banking
Collection Services Safe Deposit Boxes
Counter Checks and Certified Checks Securities Transactions
Drive-Through Banking Signature Guarantee Services
Fixed Rate Annuities Telephone Banking
Foreign Drafts Travelers Checks
Gift Checks and Personal Money Orders Trust and Investment Management Services
Merchant Credit Card Depository Services U.S. Savings Bonds
Mutual Funds Wire Transfers and Foreign Cables
Night Depository Services Withholding Tax Depository Services
Payroll Services
The Trust and Investment Services Department provides investment management,
pension trust, personal trust, estate, and custody services and engages in the
sale of mutual funds.
The Agency is a licensed insurance agency which was organized in 1994 under
the laws of the State of New York and is primarily engaged in the sale of fixed
rate annuity products.
In addition to its designated main office located in Huntington, New York,
the Bank has eight full service branches and six commercial banking offices, all
of which are in Nassau and Suffolk Counties. The full service branches are
located in Glen Head, Greenvale, Locust Valley, Northport, Old Brookville,
Rockville Centre, Roslyn Heights, and Woodbury. The commercial banking offices
are located in Great Neck, Hicksville, Lake Success, Mineola, New Hyde Park, and
Valley Stream.
Management is actively searching for favorable locations at which to
establish new branches, particularly of the commercial banking unit
configuration. In this regard, the Bank has received approvals from the Office
of the Comptroller of the Currency to open three additional commercial banking
offices, one in Nassau County and two in Suffolk County. The Bank has signed a
lease for one of these locations and is in the process of negotiating leases for
the other two.
The Bank's revenues are derived principally from interest on loans,
interest on investment securities, service charges and fees on deposit accounts,
and income from trust and investment management services.
The Bank did not commence, abandon, or significantly change any of its lines
of business during 1997.
The Bank encounters substantial competition in its banking business from
numerous other banking facilities which have offices located in one or more of
the communities served by the Bank. Principal competitors are branches of large
banks such as Citibank, Chase Manhattan Bank, Bank of New York, and European
American Bank.
LENDING ACTIVITIES
GENERAL. The Bank's loan portfolio is primarily comprised of loans to small
and medium-sized privately owned businesses, professionals, and consumers in
Nassau and Suffolk Counties. The Bank offers a full range of lending services
including construction loans, commercial and residential mortgage loans, home
equity loans and lines, commercial loans, consumer loans, and commercial and
standby letters of credit. Commercial loans include, among other things,
short-term business loans, term and installment loans, revolving credit term
loans, and loans secured by marketable securities, the cash surrender value of
life insurance policies, or deposit accounts. Consumer loans include, among
other things, student loans guaranteed by the Federal government, auto loans,
unsecured home improvement loans, unsecured personal loans, overdraft checking
lines, and VISA(R) credit cards.
The Bank makes both fixed and variable rate loans. Variable rate loans are
tied to and reprice with changes in the Bank's prime interest rate, The Wall
Street Journal prime interest rate, or U.S. Treasury rates. Commercial mortgage
loans are made with terms usually not to exceed fifteen years, while the maximum
term on residential mortgage loans is thirty years. Commercial and consumer
loans generally mature within five years. The Bank's current practice is to
usually lend no more than 75% of appraised value on residential mortgage loans,
65% on home equity loans and 70% on commercial mortgage loans.
The risks inherent in the Bank's loan portfolio primarily stem from the
following factors relating to borrower size, geographic concentration, and
environmental contamination: first, loans to small and medium-sized businesses
sometimes involve a higher degree of risk than those to larger companies because
such businesses may have shorter operating histories and higher debt-to-equity
ratios than larger companies and may lack sophistication in internal record
keeping and financial and operational controls; second, the ability of many of
the Bank's borrowers to repay their loans is dependent on the strength of the
Long Island economy; and finally, if it becomes necessary to foreclose a loan
secured by real estate, the ability of the Bank to fully realize its investment
is dependent on the strength of the Long Island real estate market and the
absence of environmental contamination. The Bank does not have any significant
industry concentrations or foreign loans.
Except home equity loans and lines, loans from $300,000 to $500,000 require
the approval of the Management Loan Committee (home equity loans and lines have
more stringent approval requirements). All loans in excess of $500,000 require
the approval of the Management Loan Committee and two members of the Board Loan
Committee, one of whom must be a non-management director.
The Bank's lending is subject to written underwriting standards and loan
origination procedures, as approved by the Bank's Board of Directors and
contained in the Bank's loan policies. The Bank's loan policies allow for
exceptions and set forth the specific approvals required. Decisions on loan
applications are based on, among other things, the borrower's credit history,
the financial strength of the borrower, estimates of the borrower's ability to
repay the loan, and the value of the collateral, if any. All real estate
appraisals must meet the requirements of the Financial Institutions Reform,
Recovery and Enforcement Act of 1989.
PORTFOLIO COMPOSITION AND SELECTED LOAN MATURITY INFORMATION. The composition
of the Bank's loan portfolio and maturity and rate information for the Bank's
commercial and industrial loans can be found in "Note C - Loans" to the
Corporation's consolidated financial statements which have been incorporated by
reference into "Item 8. Financial Statements and Supplemental Data" of this Form
10-K.
COMMERCIAL LOANS. The Bank makes commercial loans on a demand basis,
short-term discounted basis, or installment basis. Short-term business loans are
generally due and payable within one year and should be self liquidating during
the normal course of the borrower's business cycle. Term and installment loans
are usually due and payable within five years. Generally, it is the policy of
the Bank to obtain personal guarantees of principal owners on loans made to
privately-owned businesses.
REAL ESTATE MORTGAGE AND HOME EQUITY LOANS AND LINES. The Bank makes
residential and commercial mortgage loans and home equity loans and establishes
home equity lines of credit. Applicants for residential mortgage loans and home
equity loans and lines will be considered for approval provided they have
satisfactory credit history and the Bank believes that there is sufficient
monthly income to service both the loan or line applied for and existing debt.
Applicants for commercial mortgage loans will be considered for approval
provided they, as well as any guarantors, have satisfactory credit history and
can demonstrate, through financial statements and otherwise, the ability to
repay. If the source of repayment is rental income, such income must be more
than sufficient to amortize the debt.
In processing requests for commercial mortgage loans, the Bank almost always
requires an environmental assessment to identify the possibility of
environmental contamination on or near the subject property. The extent of the
assessment procedures varies from property to property and is based on factors
such as whether or not the subject property is an industrial building, in close
proximity to a known environmentally hazardous area, or a suspected
environmental risk based on current or past use.
CONSTRUCTION LOANS. The Bank makes loans to finance the construction of both
residential and commercial properties. The maturity of such loans generally does
exceed one year and advances are made as the construction progresses. The
advances require the submission of bills by the contractor, verification by a
Bank-approved inspector that the work has been performed, and obtaining title
insurance updates to insure that no intervening liens have been placed.
CONSUMER LOANS AND LINES. The Bank makes student loans, auto loans, home
improvement loans, and other consumer loans, establishes revolving overdraft
lines of credit, and issues VISA(R) credit cards. Consumer loans and lines may
be secured or unsecured. With the exception of student loans, consumer loans are
generally made on an installment basis over terms not exceeding five years. In
reviewing loans and lines for approval, the Bank considers, among other things,
ability to repay, stability of employment and residence, and past credit
history.
PAST DUE, NONACCRUAL, AND RESTRUCTURED LOANS. Selected information about the
Bank's past due, nonaccrual, and restructured loans can be found in "Note C -
Loans" to the Corporation's consolidated financial statements which have been
incorporated by reference into "Item 8. Financial Statements and Supplemental
Data" of this Form 10-K.
The accrual of interest on loans is generally discontinued when principal or
interest payments become past due 90 days or more. As of December 31, 1997, the
Bank did not have any impaired loans or material potential problem loans except
for the loans disclosed in "Note C" to its consolidated financial statements.
Economic conditions in the Bank's market area continued to show improvement
during 1997. Future levels of past due, nonperforming, and restructured loans
will be affected by the strength of the local economy.
ALLOWANCE FOR LOAN LOSSES. The allowance for loan losses is an amount that
management currently believes will be adequate to absorb possible future losses
on existing loans. Changes in the Bank's allowance for loan losses and the
allocation of the Bank's total allowance for loans losses by loan type can be
found in "Note C Loans" to the Corporation's consolidated financial statements
which have been incorporated by reference into "Item 8. Financial Statements and
Supplemental Data" of this Form 10-K.
The provision charged to operations and the related balance in the allowance
for loan losses is based upon periodic evaluations of the loan portfolio by
management. These evaluations consider a variety of factors including, but not
limited to, historical losses; a borrower's ability to repay; the value of any
related collateral; levels of and trends in delinquencies and nonaccruing loans;
trends in volume and terms of loans; changes in lending policies and procedures;
experience, ability and depth of lending staff; national and local economic
conditions; concentrations of credit; and environmental risks.
The amount of future chargeoffs and provisions for loans losses will be
affected by, among other things, economic conditions on Long Island. Such
conditions affect the financial strength of the Bank's borrowers and the value
of real estate collateral securing the Bank's mortgage loans. In addition,
future provisions and chargeoffs could be affected by environmental impairment
of properties securing the Bank's mortgage loans. Loans secured by real estate
represent 78.6% of total loans outstanding at December 31, 1997. Since 1987,
environmental audits have been instituted, and the scope of these audits has
been increased over the succeeding years. Under the Bank's current policy, an
environmental audit is required on practically all commercial-type properties
that are considered for a mortgage loan. At the present time, the Bank is not
aware of any existing loans in the portfolio where there is environmental
pollution originating on the mortgaged properties that would materially affect
the value of the portfolio.
INVESTMENT ACTIVITIES
GENERAL. The investment policy of the Bank, as approved by the Board of
Directors and supervised by both the Board and the Investment Committee, is
intended to promote investment practices which are both safe and sound and in
full compliance with the Federal Reserve Board Supervisory Policy Statement on
Securities Activities and all other applicable regulations. Investment authority
will be granted and amended as is necessary by the Board of Directors.
The Bank's investment decisions seek to maximize income while keeping both
credit and market risk at acceptable levels, provide for the Bank's liquidity
needs, assist in managing interest rate sensitivity, and provide securities that
can be pledged, as needed, to secure deposits or borrowing lines.
The Bank's investment policy limits individual maturities to fifteen years
and average lives, in the case of collateralized mortgage obligations (CMO's)
and other mortgage-backed securities, to 10 years. At the time of purchase,
bonds of states and political subdivisions must generally be rated A or better,
notes of states and political subdivisions must generally be
rated MIG-2 (or equivalent) or better, and commercial paper must be rated A-1 or
P-1. In addition, management periodically reviews issuer credit ratings for all
securities in the Bank's portfolio other than those issued by the U.S.
government or its agencies. Any deterioration in the creditworthiness of an
issuer will be analyzed and appropriate action taken when deemed necessary. The
Bank has not engaged in the purchase and sale of securities for the primary
purpose of producing trading profits and its current investment policy does not
allow such activity.
The Bank does not purchase or currently hold any high risk mortgage
derivative products as defined by the Federal Financial Institutions Examination
Council Supervisory Policy Statement on Securities Activities. High-risk
mortgage derivative products are generally those that possess average life or
price volatility in excess of a benchmark fixed rate, 30-year, mortgage-backed
pass-through security.
At December 31, 1997, the Bank had net unrealized gains of $1,780,000 in it
held-to-maturity portfolio, consisting of gross unrealized gains of $2,216,000
and gross unrealized losses of $436,000. The unrealized gains and losses were
principally caused by decreases and increases, respectively, in interest rates
since the securities were purchased. The Bank has the intent and ability to hold
these securities to maturity and therefore expects that neither the unrealized
gains nor the unrealized losses will ever be realized. However, the effect of
holding securities with unrealized gains or losses is that more or less interest
will be earned in future periods than could be earned on securities purchased
currently.
PORTFOLIO COMPOSITION. The composition of the Bank's investment portfolio can
be found in "Note B - Investment Securities" to the Corporation's consolidated
financial statements which have been incorporated by reference into "Item 8.
Financial Statements and Supplemental Data" of this Form 10-K.
MATURITY INFORMATION. The maturities and weighted average yields of the
Bank's investment securities at December 31, 1997 can be found in "Note B -
Investment Securities" to the Corporation's consolidated financial statements
which have been incorporated by reference into "Item 8. Financial Statements and
Supplemental Data" of this Form 10-K.
The Bank received dividends on its Federal Reserve Bank stock of $6,924 in
1997 representing a yield of 6.00%.
SOURCES OF FUNDS
GENERAL. The Bank's primary sources of funds are deposits, retained earnings,
repayment of principal and interest on loans, maturity and redemption of
investment securities, interest earned on investment securities and federal
funds sold, and other funds provided from operations.
The Bank offers checking and interest-bearing deposit products. In addition
to business checking, the Bank has a variety of personal checking products
including "First Class", regular, budget, senior citizen and special checking.
Among other things, the personal products differ in minimum balance
requirements, monthly maintenance fees, and per check charges. The
interest-bearing deposit products, which have a wide range of interest rates and
terms, include checking; three money-market-type products, including a
traditional money market savings account, "Select Savings" - a statement savings
account that earns a money market rate, and "Diamond Savings" - a passbook
savings account that earns a money market rate; traditional statement savings;
traditional passbook savings; savings certificates (3 month, 6 month and 1 to 6
year terms); large and jumbo certificates; holiday club accounts; and individual
retirement accounts (savings certificates with terms of 1 to 6 years).
Total certificates of deposits, the majority of which mature within one year,
were $37,332,000, or 8.8% of total deposits, at December 31, 1997. Certificates
of deposit in amounts of $100,000 or more were $10,606,000 at December 31, 1997,
or 2.5% of total deposits.
The Bank relies primarily on customer service, calling programs, competitive
pricing, and advertising to attract and retain deposits. Currently, the Bank
solicits deposits only from its local market area and does not have any deposits
which qualify as brokered deposits under applicable Federal regulations. The
flow of deposits is influenced by general economic conditions, changes in
interest rates and competition.
CLASSIFICATION OF AVERAGE DEPOSITS. The classification of the Bank's average
deposits can be found in "Note E - Deposits" to the Corporation's consolidated
financial statements which have been incorporated by reference into "Item 8.
Financial Statements and Supplemental Data" of this Form 10-K.
REMAINING MATURITIES OF TIME DEPOSITS. The remaining maturities of the Bank's
time deposits in amounts of $100,000 or more at December 31, 1997 can be found
in "Note E - Deposits" to the Corporation's consolidated financial statements
which have been incorporated by reference into "Item 8. Financial Statements and
Supplemental Data" of this Form 10-K.
COMPETITION
The heavy concentration of financial institutions in Nassau and Suffolk
Counties has lead to keen competition for both loans and deposits. Competition
in originating commercial loans comes primarily from commercial institutions
located in the
Bank's market area. The Bank competes for commercial loans on the basis of the
quality of service it provides to borrowers, the interest rates and loan fees it
charges, and the types of loans it offers.
The Bank attracts all of its deposits through its banking offices primarily
from the communities in which those banking offices are located. Competition for
deposits is principally from other commercial banks, savings banks, brokerage
firms and credit unions located in these communities. The Bank competes for
these deposits by offering a variety of account alternatives at competitive
rates, a competitive service charge schedule, a high level of customer service
and convenient branch locations.
EMPLOYEES
As of December 31, 1997, the Bank had 159 full-time equivalent employees and
considers employee relations to be satisfactory. Employees of the Bank are not
represented by a collective bargaining unit.
REGULATION
The Corporation is subject to the regulation and supervision of the Federal
Reserve Board and the Securities and Exchange Commission. The primary banking
agency responsible for regulating the Bank is the Comptroller of the Currency.
The Bank is also subject to regulation and supervision by the Federal Reserve
Board and the Federal Deposit Insurance Corporation.
ITEM 2. PROPERTIES
The Corporation neither owns nor leases any real estate. Office facilities of
the Corporation are located at 10 Glen Head Road, Glen Head, NY in a building
owned by the Bank.
The Bank's designated main office is located at 253 New York Avenue,
Huntington, New York. Including the main office, the Bank owns a total of 10
buildings in fee and occupies seven other facilities under lease arrangements.
All of the facilities owned or leased by the Bank are in Nassau and Suffolk
Counties, New York.
The Corporation believes that the physical facilities of the Bank are
suitable and adequate at present and are being fully utilized.
ITEM 3. LEGAL PROCEEDINGS
Other than ordinary routine litigation incidental to the business, it is
believed that there are no material legal proceedings, either individually or in
the aggregate, to which the Corporation or the Bank is a party or to which any
of their property is subject.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS
None were submitted to a vote of security holders during the fourth quarter
of 1997.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
The Corporation's common stock trades on the Nasdaq SmallCap Market tier of
the Nasdaq Stock Market under the symbol "FLIC". The table appearing on page (i)
of the Corporation's Annual Report to Shareholders for the fiscal year ended
December 31, 1997 showing the high and low bid quotations, by quarter, for the
years ended December 31, 1997 and 1996 is incorporated herein by reference.
On March 3, 1998, there were 3,110,939 shares of the Corporation's common
stock outstanding with 815 holders of record. The holders of record include
banks and brokers who act as nominees, each of whom may represent more than one
stockholder.
During 1997 and 1996, the Corporation declared semi-annual cash dividends
aggregating $.49 and $.43 per share, respectively.
ITEM 6. SELECTED FINANCIAL DATA
The Selected Financial Data appearing on page (i) of the Corporation's Annual
Report to Shareholders for the fiscal year ended December 31, 1997 is
incorporated herein by reference.
The Corporation's dividend payout ratio was 20.4%, 20.0% and 19.1% for 1997,
1996 and 1995, respectively.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Management's Discussion and Analysis of Financial Condition and Results of
Operations appearing on pages 4 through 13 of the Corporation's Annual Report to
Shareholders for the fiscal year ended December 31, 1997 is incorporated herein
by reference.
In February 1998, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 132 "Employers' Disclosures about Pensions
and Other Postretirement Benefits" ("SFAS No. 132"). SFAS No. 132 supersedes the
disclosure requirements for pension and other postretirement plans as set forth
in SFAS No. 87 "Employers' Accounting For Pensions", SFAS No. 88 "Employers'
Accounting for Settlements and Curtailments of Defined Benefit Pension Plans and
For Termination Benefits, and SFAS No. 106 "Employers' Accounting For
Postretirement Benefits Other Than Pensions." SFAS No. 132 does not address
measurement or recognition for pension and other postretirement benefit plans.
SFAS No. 132 is effective for fiscal years beginning after December 15, 1997.
Restatement of disclosures for earlier periods provided for comparative purposes
is required unless the information is not readily available, in which case the
notes to the financial statements shall include all available information and a
description of the information not available.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The market risk information included in "Management's Discussion and Analysis
of Financial Condition and Results of Operations" and appearing on pages 10
through 12 of the Corporation's Annual Report to Shareholders for the fiscal
year ended December 31, 1997 is incorporated herein by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The consolidated financial statements and report of independent public
accountants appearing on pages 16 through 37 of Corporation's Annual Report to
Shareholders for the fiscal year ended December 31, 1997 are incorporated herein
by reference.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
"ELECTION OF DIRECTORS" appearing on pages 3 and 4 and "MANAGEMENT" appearing
on pages 6 and 7 of Registrant's Proxy Statement for its Annual Meeting of
Stockholders to be held April 21, 1998 are incorporated herein by reference.
ITEM 11. EXECUTIVE COMPENSATION
"COMPENSATION OF DIRECTORS", "BOARD COMPENSATION COMMITTEE REPORT",
"COMPENSATION OF EXECUTIVE OFFICERS", "SUMMARY COMPENSATION TABLE",
"COMPENSATION PURSUANT TO PLANS", and "PERFORMANCE GRAPH" appearing on pages 5,
7 and 8 through 15 of the Registrant's Proxy Statement for its Annual Meeting of
Stockholders to be held April 21, 1998 are incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
"VOTING SECURITIES AND PRINCIPAL STOCKHOLDERS" appearing on Pages 1 through 3
of Registrant's Proxy Statement for its Annual Meeting of Stockholders to be
held April 21, 1998 is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
"TRANSACTIONS WITH MANAGEMENT AND OTHERS" appearing on pages 15 and 16 of
Registrant's Proxy Statement for its Annual Meeting of Stockholders to be held
April 21, 1998 is incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM
8-K
(a) 1. Consolidated Financial Statements
The following consolidated financial statements of the Corporation and its
subsidiary, and Report of Independent Public Accountants thereon, as required by
Item 8 of this report are incorporated herein by reference.
Consolidated Balance Sheets - December 31, 1997 and 1996
Consolidated Statements of Income - Years ended December 31, 1997, 1996 and
1995
Consolidated Statement of Changes in Stockholders' Equity - Years ended
December 31, 1997, 1996 and 1995
Consolidated Statements of Cash Flows - Years ended December 31, 1997, 1996
and 1995
Notes to Consolidated Financial Statements
(a) 2. Financial Statement Schedules
None Applicable.
(a) 3. Listing of Exhibits
The following exhibits are submitted herewith.
EXHIBIT NO. NAME EXHIBITS
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3(i) Certificate of Incorporation, as amended
3 (ii) By-laws, as amended
10.1 Incentive Compensation Plan *
10.2 1986 Stock Option and Appreciation Rights Plan **
10.3 1996 Stock Option and Appreciation Rights Plan ***
10.4 Employment Agreement Between Registrant
and J. William Johnson, dated January 31, 1996,
as amended December 18, 1996 and ****
January 2, 1998
13 Registrant's Annual Report to Shareholders
for the fiscal year ended December 31, 1997
21 Subsidiary of Registrant
23 Consent of Independent Public Accountants
27 Financial Data Schedule
99 Notice of 1998 Annual Meeting and Proxy Statement *****
* "Incentive Compensation Plan" and "Board Compensation Committee Report"
appearing on pages 12 and 7, respectively, of the Registrant's Proxy
Statement for its Annual Meeting of Stockholders to be held April 21, 1998
are incorporated herein by reference.
** Previously filed as an exhibit to Form 10-K which exhibit is incorporated
herein by reference.
*** Previously filed as part of Report on Form 10-K for 1995, filed on March
22, 1996, as exhibit 10(b).
**** Employment agreement previously filed as part of Report on Form 10-K for
1995, filed on March 22, 1996, as exhibit 10(c). The December 18, 1996
amendment increased Mr. Johnson's base annual salary from $280,000 to
$295,000 and the January 2, 1998 amendment increased Mr. Johnson's base
salary from $295,000 to $307,000.
*****The Corporation's Proxy Statement for its Annual Meeting of Stockholders to
be held April 21, 1998 was submitted in electronic format on March 10, 1998
and is incorporated herein by reference.
(b) Reports on Form 8-K
There were no reports filed on Form 8-K for the three-month period ended
December 31, 1997.
(c) Exhibits
Exhibits as listed under 14(a) 3. above are submitted as a separate section
of this report.
(d) Financial Statement Schedules - None
Signatures
Pursuant to the requirements of Section l3 or l5(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
THE FIRST OF LONG ISLAND CORPORATION
(Registrant)
Dated: March 20, 1998 By /S/ J. WILLIAM JOHNSON
-----------------------
J. WILLIAM JOHNSON, President
(principal executive officer)
By /S/ MARK D. CURTIS
-----------------------
MARK D. CURTIS,
Senior Vice President and
Treasurer (principal financial
officer and principal accounting
officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the date indicated.
SIGNATURES TITLES DATE
/S/ J. WILLIAM JOHNSON President, Chairman MARCH 20, 1998
- ---------------------- of the Board, Chief --------------
J. William Johnson Executive Officer
/S/ PAUL T. CANARICK Director MARCH 20, 1998
- -------------------- --------------
Paul T. Canarick
/S/ BEVERLY ANN GEHLMEYER Director MARCH 20, 1998
- ------------------------- --------------
Beverly Ann Gehlmeyer
/S/ HOWARD THOMAS HOGAN, JR. Director MARCH 20, 1998
- ----------------------------- --------------
Howard Thomas Hogan, Jr.
/S/ J. DOUGLAS MAXWELL, JR. Director MARCH 20, 1998
- ----------------------------- --------------
J. Douglas Maxwell, Jr.
/S/ JOHN R. MILLER III Director MARCH 20, 1998
- ----------------------- --------------
John R. Miller III
/S/ WALTER C. TEAGLE III Director MARCH 20, 1998
- ------------------------ --------------
Walter C. Teagle III
EXHIBIT INDEX
EXHIBIT DESCRIPTION
- ------- -----------
3(i) Certificate of Incorporation, as amended
3(ii) By-laws, as amended
10.1 Incentive Compensation Plan *
10.2 1986 Stock Option and Appreciation Rights Plan **
10.3 1996 Stock Option and Appreciation Rights Plan ***
10.4 Employment Agreement Between Registrant and J. William Johnson,
dated January 31, 1996, as amended December 18, 1996 and ****
January 2, 1998
13 Registrant's Annual Report to Shareholders for the fiscal year ended
December 31, 1997
21 Subsidiary of Registrant
23 Consent of Independent Public Accountants
27 Financial Data Schedule
99 Notice of 1998 Annual Meeting and Proxy Statement *****
* "Incentive Compensation Plan" and "Board Compensation Committee Report"
appearing on pages 12 and 7, respectively, of the Registrant's Proxy Statement
for its Annual Meeting of Stockholders to be held April 21, 1998 are
incorporated herein by reference.
**Previously filed as an exhibit to Form 10-K which exhibit is incorporated
herein by reference.
*** Previously filed as part of Report on Form 10-K for 1995, filed on March 22,
1996, as exhibit 10(b).
**** Previously filed as part of Report on Form 10-K for 1995, filed on March
22, 1996, as exhibit 10(c). The December 18, 1996 amendment increased Mr.
Johnson's base annual salary from $280,000 to $295,000 and the January 2, 1998
amendment increased Mr. Johnson's base salary from $295,000 to $307,000.
*****The Corporation's Proxy Statement for its Annual Meeting of Stockholders to
be held April 21, 1998 was submitted in electronic format on March 10, 1998 and
is incorporated herein by reference.