MCB / Metropolitan Bank Holding Corp. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Metropolitan Bank Holding Corp.
US ˙ NYSE ˙ US5917741044

Mga Batayang Estadistika
CIK 1476034
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Metropolitan Bank Holding Corp.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 1, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropolitan Bank Holding

July 17, 2025 EX-99.2

Contents 1 Page Disclosure 2 Performance Metrics 3 Differentiating Factors 7 Loans and Deposits 12 Modern Banking in Motion Digital Transformation 21 Selected Financial Information and Guidance 24 Disclosure 2 This presentation contains “forward-look

Exhibit 99.2 2Q 2025 Investor Presentation Contents 1 Page Disclosure 2 Performance Metrics 3 Differentiating Factors 7 Loans and Deposits 12 Modern Banking in Motion Digital Transformation 21 Selected Financial Information and Guidance 24 Disclosure 2 This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of for

July 17, 2025 EX-99.1

Metropolitan Bank Holding Corp. Reports Second Quarter 2025 Results Net Interest Margin increased to 3.83% Diluted EPS of $1.76

Exhibit 99.1 Release: 4:10 P.M. July 17, 2025 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Second Quarter 2025 Results Net Interest Margin increased to 3.83% Diluted EPS of $1.76 Financial Highlights ●Diluted earnings per share of $1.76 for the second quarter of 2025, an increase of 21.4% compared to the first quarter of 2025, inclusive of $1.6 million of digital transforma

July 17, 2025 EX-99.3

Metropolitan Bank Holding Corp. Announces Initial Cash Dividend and New Share Repurchase Program

Exhibit 99.3 Release:Immediate Release, July 17, 2025 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Announces Initial Cash Dividend and New Share Repurchase Program NEW YORK, July 17, 2025 – Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank, is pleased to announce that its board of directors declared a quarterly dividen

July 17, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): July 17, 2025 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Org

June 13, 2025 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38282 A. Full title o

May 30, 2025 EX-FILING FEES

Calculation of Filing Fee Table.

Exhibit 107 FILING FEE TABLE Calculation of Filing Fee Table Form S-8 (Form Type) Metropolitan Bank Holding Corp.

May 30, 2025 8-K

Submission of Matters to a Vote of Security Holders

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): May 28, 2025 METROPOLITAN BANK HOLDING CORP. (Exact name of registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or orga

May 30, 2025 S-8

As filed with the Securities and Exchange Commission on May 30, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 Metropolitan Bank Holding Corp. (Exact name of Reg

Registration No. 333- As filed with the Securities and Exchange Commission on May 30, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Metropolitan Bank Holding Corp. (Exact name of Registrant as specified in its charter) New York 13-4042724 (State or other jurisdiction of (I.R.S. Employer Identification N

May 8, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

May 2, 2025 EX-10.1

Form of Performance Based Restricted Stock Award Agreement – 2022 Plan

Exhibit 10.1 Performance-Based Restricted Stock Unit Award Agreement Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. AMENDED AND RESTATED 2022 EQUITY INCENTIVE PLAN This Performance-Based Restricted Stock Unit Award Agreement (“Agreement”) is and shall be subject in every respect to the provisions of the Amended and Restated 2022 Equity Incentive Plan (the “Pla

May 2, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropolitan Bank Holdin

May 2, 2025 EX-10.2

Form of Performance-Based Restricted Stock Unit Award Agreement- 2022 Equity Incentive Plan

Exhibit 10.2 Restricted Stock Unit Award Agreement Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. AMENDED AND RESTATED 2022 EQUITY INCENTIVE PLAN This Restricted Stock Unit Award Agreement (“Agreement”) is and shall be subject in every respect to the provisions of the Amended and Restated 2022 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Cor

April 23, 2025 8-K

Financial Statements and Exhibits, Other Events

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): April 23, 2025 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Or

April 23, 2025 EX-99.1

Metropolitan Bank Holding Corp. Announces Intention to Commence a Quarterly Common Stock Dividend

EXHIBIT 99.1 Metropolitan Bank Holding Corp. Announces Intention to Commence a Quarterly Common Stock Dividend NEW YORK, N.Y. — April 23, 2025 — Metropolitan Bank Holding Corp. (“Company”), the publicly traded holding company of Metropolitan Commercial Bank (“MCB” or the “Bank”), announced that the capital plan recently approved by its board of directors contemplates the declaration of a quarterly

April 21, 2025 EX-99.1

Metropolitan Bank Holding Corp. Reports First Quarter 2025 Results Strong Financial Results and Robust Capital Position

Exhibit 99.1 Release: 4:05 P.M. April 21, 2025 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports First Quarter 2025 Results Strong Financial Results and Robust Capital Position Financial Highlights ●Total loans at March 31, 2025 were $6.3 billion, an increase of $308.0 million, or 5.1%, from December 31, 2024 and $622.9 million, or 10.9%, from March 31, 2024. ●Total deposits at

April 21, 2025 EX-99.2

Contents 1 Page Disclosure 2 Relationship Driven Commercial Bank 3 Performance Metrics 5 Loans and Deposits 11 Modern Banking in Motion Digital Transformation 20 Selected Financial Information 23 Disclosure 2 This presentation contains “forward-looki

Exhibit 99.2 1Q 2025 Investor Presentation Contents 1 Page Disclosure 2 Relationship Driven Commercial Bank 3 Performance Metrics 5 Loans and Deposits 11 Modern Banking in Motion Digital Transformation 20 Selected Financial Information 23 Disclosure 2 This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forw

April 21, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 21, 2025 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Or

April 17, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.    ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

March 12, 2025 EX-99.1

Metropolitan Bank Holding Corp. Announces $50 million Stock Repurchase Program

Exhibit 99.1 Metropolitan Bank Holding Corp. Announces $50 million Stock Repurchase Program NEW YORK, N.Y. — March 12, 2025 — Metropolitan Bank Holding Corp. (“Company”) the publicly traded holding company of Metropolitan Commercial Bank (“MCB” or the “Bank”) is pleased to announce that its board of directors has approved a share repurchase plan with authorization to purchase up to fifty million d

March 12, 2025 8-K

Financial Statements and Exhibits, Other Events

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): March 12, 2025 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Or

February 28, 2025 EX-19.1

Insider Trading Policy.

Exhibit 19.1 INTERNAL Insider Trading Policy 102781174 INTERNAL ‌i INTERNAL Contents PURPOSE OF POLICY ‌1 DEFINITIONS POLICY STATEMENT AND SCOPE/APPLICABILITY ‌1 GOVERNING REGULATIONS TRANSACTIONS UNDER COMPANY PLANS‌5 ADDITIONAL PROHIBITED TRANSACTIONS‌6 EXCEPTIONS - STRICT COMPLIANCE EXPECTED‌7 RECORD RETENTION OWNERSHIP AND ADMINISTRATION‌8 ADDENDUM “A” ‌9 ADDENDUM "B" - Sample Email Regarding

February 28, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38282 METROPOLITAN BANK HOLDING CORP

February 28, 2025 EX-10.16

Form of Director Award Agreement.

Exhibit 10.16 Restricted Stock Unit Award Agreement Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. AMENDED AND RESTATED 2022 EQUITY INCENTIVE PLAN This Restricted Stock Unit Award Agreement (“Agreement”) is and shall be subject in every respect to the provisions of the Amended and Restated 2022 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Co

February 12, 2025 EX-99.1

EXHIBIT 99.1

EX-99.1 2 b84199679.htm THE IDENTITY AND THE ITEM 3 CLASSIFICATION OF THE RELEVANT SUBSIDIARY EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Basswood Capital Management, L.L.C., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

January 23, 2025 EX-99.1

Metropolitan Bank Holding Corp. Reports Fourth Quarter and Full Year 2024 Results Strong Quarter and Full Year Results Underscored by Successful Execution of Strategic Initiatives

Exhibit 99.1 Release: 4:05 P.M. January 23, 2025 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Fourth Quarter and Full Year 2024 Results Strong Quarter and Full Year Results Underscored by Successful Execution of Strategic Initiatives Financial Highlights ●The net interest margin for the fourth quarter of 2024 was 3.66%, an increase of 4 basis points compared to 3.62% for th

January 23, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 23, 2025 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or

January 23, 2025 EX-99.2

Disclosure 1 This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial cond

Exhibit 99.2 4Q 2024 Investor Presentation Disclosure 1 This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looking sta

November 29, 2024 EX-4.4

Form of Senior Indenture

Exhibit 4.4 METROPOLITAN BANK HOLDING CORP., AS ISSUER AND [ ], AS TRUSTEE SENIOR INDENTURE DATED AS OF [ ], 20[ ] SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE Reconciliation and tie between the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), and the Indenture dated as of [ ], 20[ ]. SECTION OF TRUST INDENTURE ACT SECTION OF INDENTURE 310(a)(1) and (2) 7.09 310(a)(3) and (4) N

November 29, 2024 EX-FILING FEES

Filing Fee Table

EXHIBIT 107 Calculation of Filing Fee Table FORM S-3 (Form Type) METROPOLITAN BANK HOLDING CORP.

November 29, 2024 EX-4.5

Form of Subordinated Indenture

Exhibit 4.5 METROPOLITAN BANK HOLDING CORP., AS ISSUER AND [ ], AS TRUSTEE SUBORDINATED INDENTURE DATED AS OF [ ], 20[ ] SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE Reconciliation and tie between the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), and the Indenture dated as of [ ], 20[ ]. SECTION OF TRUST INDENTURE ACT SECTION OF INDENTURE 310(a)(1) and (2) 7.09 310(a)(

November 29, 2024 S-3ASR

As filed with the Securities and Exchange Commission on November 29, 2024

As filed with the Securities and Exchange Commission on November 29, 2024 Registration No.

November 14, 2024 EX-99.2

AGREEMENT OF REPORTING PERSONS

EX-99.2 3 b79903768c.htm AGREEMENT OF REPORTING PERSONS EXHIBIT 99.2 AGREEMENT OF REPORTING PERSONS The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint f

November 14, 2024 SC 13G

MCB / Metropolitan Bank Holding Corp. / BASSWOOD CAPITAL MANAGEMENT, L.L.C. - SCHEDULE 13G Passive Investment

SC 13G 1 b79903768a.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) 591774104 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement

November 14, 2024 EX-99.1

EXHIBIT 99.1

EX-99.1 2 b79903768b.htm THE IDENTITY AND THE ITEM 3 CLASSIFICATION OF THE RELEVANT SUBSIDIARY EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Basswood Capital Management, L.L.C., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

November 8, 2024 EX-3.3

Amended and Restated Bylaws of Metropolitan Bank Holding Corp. (incorporated by reference to Exhibit 3.3 to the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2024 (File No. 001-38282)).

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF METROPOLITAN BANK HOLDING CORP. (THE “CORPORATION”) As amended and restated on July 31, 2024 ARTICLE I SHAREHOLDER MEETINGS Section 1. Place and Time of Meetings. Meetings of the shareholders may be held at any place, within or without the State of New York, designated by the Board of Directors of the Corporation (the “Board” or the “Board of Directors”)

November 8, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropolitan Bank Ho

October 17, 2024 EX-99.1

Metropolitan Bank Holding Corp. Reports Third Quarter 2024 Results Strong Operating Results Underscored By Increased Net Interest Margin

Exhibit 99.1 Release: 4:05 P.M. October 17, 2024 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Third Quarter 2024 Results Strong Operating Results Underscored By Increased Net Interest Margin Financial Highlights ●The net interest margin for the third quarter of 2024 was 3.62%, an increase of 18 basis points compared to 3.44% for the second quarter of 2024. ●Total loans at S

October 17, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 17, 2024 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or

October 17, 2024 EX-99.2

Disclosure 1 This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial cond

Exhibit 99.2 3Q 2024 Investor Presentation Disclosure 1 This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looking sta

August 2, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropolitan Bank Holding

August 2, 2024 EX-3.1

AMENDED AND RESTATED BYLAWS METROPOLITAN BANK HOLDING CORP. (THE “CORPORATION”) As amended and restated on July 31, 2024 ARTICLE I SHAREHOLDER MEETINGS

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF METROPOLITAN BANK HOLDING CORP. (THE “CORPORATION”) As amended and restated on July 31, 2024 ARTICLE I SHAREHOLDER MEETINGS Section 1. Place and Time of Meetings. Meetings of the shareholders may be held at any place, within or without the State of New York, designated by the Board of Directors of the Corporation (the “Board” or the “Board of Directors”)

July 18, 2024 EX-99.1

Metropolitan Bank Holding Corp. Reports Second Quarter 2024 Results Strong Earnings, Liquidity, Capital and Asset Quality While Executing Strategic Initiatives

Exhibit 99.1 Release: 4:05 P.M. July 18, 2024 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Second Quarter 2024 Results Strong Earnings, Liquidity, Capital and Asset Quality While Executing Strategic Initiatives Financial Highlights ●Loans at June 30, 2024 were $5.8 billion, an increase of $119.7 million from March 31, 2024 and $689.3 million from June 30, 2023. ●Total depos

July 18, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 18, 2024 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Org

July 18, 2024 EX-99.2

Disclosure 1 This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial cond

Exhibit 99.2 2Q 2024 Investor Presentation Disclosure 1 This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looking sta

May 29, 2024 EX-FILING FEES

Calculation of Filing Fee Table.

Exhibit 107 FILING FEE TABLE Calculation of Filing Fee Table Form S-8 (Form Type) Metropolitan Bank Holding Corp.

May 29, 2024 S-8

As filed with the Securities and Exchange Commission on May 29, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 Metropolitan Bank Holding Corp. (Exact name of Reg

Registration No. 333- As filed with the Securities and Exchange Commission on May 29, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Metropolitan Bank Holding Corp. (Exact name of Registrant as specified in its charter) New York 13-4042724 (State or other jurisdiction of (I.R.S. Employer Identification N

May 29, 2024 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38282 A. Full title o

May 29, 2024 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): May 29, 2024 METROPOLITAN BANK HO

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): May 29, 2024 METROPOLITAN BANK HOLDING CORP. (Exact name of registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or orga

May 3, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropolitan Bank Holdin

April 22, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.      )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.      ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒

April 18, 2024 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): April 18, 2024 METROPOLITAN BANK

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): April 18, 2024 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Or

April 18, 2024 EX-99.2

Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condit

Exhibit 99.2 1Q 2024 Investor Presentation Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looking state

April 18, 2024 EX-99.1

Metropolitan Bank Holding Corp. Reports First Quarter 2024 Results Strong commercial bank franchise underscores resiliency in challenging macroeconomic environment Investment in core banking digital transformation underway to support continued growth

Exhibit 99.1 Release: 4:05 P.M. April 18, 2024 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports First Quarter 2024 Results Strong commercial bank franchise underscores resiliency in challenging macroeconomic environment Investment in core banking digital transformation underway to support continued growth Financial Highlights ●Total deposits at March 31, 2024 were $6.2 billion,

February 28, 2024 EX-97.01

Incentive Compensation Recoupment Policy.

‌Exhibit 97.1 Metropolitan Bank Holding Corp. INCENTIVE COMPENSATION RECOUPMENT POLICY 1.Introduction. The Board of Directors (the “Board”) of Metropolitan Bank Holding Corp. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance

February 28, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38282 METROPOLITAN BANK HOLDING CORP

February 28, 2024 EX-31.02

Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 31.2 CERTIFICATION I, Daniel F. Dougherty, certify that: 1. I have reviewed this annual report on Form 10-K of Metropolitan Bank Holding Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleadi

February 28, 2024 EX-19.01

Insider Trading Policy.

Exhibit 19.1 INTERNAL Insider Trading Policy Owner: Legal INTERNAL CHANGE HISTORY Version Approval Date Approved by Updated by Summary of changes 2016-1 July 1, 2016 Audit Committee Joshua Oliver Initial Document 2017-1 October 10, 2017 BOD Gary Lax Revised Policy to fit Public Regulations 2018-1 May 29, 2018 BOD Gary Lax Annual Review 2019-1 January 1, 2019 Corporate Governance Committee Heather

February 28, 2024 EX-31.01

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 31.1 CERTIFICATION I, Mark R. DeFazio, certify that: 1. I have reviewed this annual report on Form 10-K of Metropolitan Bank Holding Corp.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading w

February 14, 2024 EX-99.B

Page 13 of 13

EX-99.B EXHIBIT B Powers of Attorney for Macquarie Group Limited incorporated by reference to 13G filings made by Macquarie Group Limited on June 7, 2023. Page 13 of 13

February 14, 2024 SC 13G/A

MCB / Metropolitan Bank Holding Corp. / MACQUARIE GROUP LTD - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Metropolitan Bank Holding Corp (Name of Issuer) Common Shares (Title of Class of Securities) 591774104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

February 14, 2024 EX-99.A

Page 8 of 13

EX-99.A EXHIBIT A AGREEMENT TO FILE JOINT ACQUISITION STATEMENTS AGREEMENT made this [7th] day of FEBRUARY, 2024 by and between Delaware Funds by Macquarie,® Optimum Fund Trust and Macquarie ETF Trust listed on Annex A hereto, Macquarie Investment Management Business Trust, Macquarie Management Holdings, Inc, and the Macquarie Parties listed on Annex B hereto (collectively referred to as the “part

February 13, 2024 SC 13G/A

MCB / Metropolitan Bank Holding Corp. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01447-metropolitanbankhold.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Metropolitan Bank Holding Corp Title of Class of Securities: Common Stock CUSIP Number: 591774104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate

January 18, 2024 EX-99.1

Metropolitan Bank Holding Corp. Reports Fourth Quarter and Full Year 2023 Results Stable performance demonstrates MCB’s ability to execute on its business plan in a challenging economic environment

Exhibit 99.1 Release: 4:05 P.M. January 18, 2024 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Fourth Quarter and Full Year 2023 Results Stable performance demonstrates MCB’s ability to execute on its business plan in a challenging economic environment Financial Highlights ●Total deposits at December 31, 2023 were $5.7 billion, an increase of $215.7 million from September 30

January 18, 2024 EX-99.2

Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condit

Exhibit 99.2 4Q 2023 Investor Presentation Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looking state

January 18, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 18, 2024 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or

November 9, 2023 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): November 6, 2023 METROPOLITAN BANK HOLDING CORP. (Exact name of registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

November 9, 2023 EX-99.1

Metropolitan Bank Holding Corp. Promotes Treasurer to CFO

Exhibit 99.1 Metropolitan Bank Holding Corp. Promotes Treasurer to CFO Daniel F. Dougherty has been appointed Executive Vice President and Chief Financial Officer of the Company and the Bank NEW YORK, N.Y. — November 6, 2023 — Metropolitan Bank Holding Corp. (NYSE: MCB) (the “Company”), the parent company of Metropolitan Commercial Bank (the “Bank”), is pleased to announce the promotion of Daniel

November 3, 2023 EX-3.3

Amended and Restated Bylaws of Metropolitan Bank Holding Corp.

‌Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF METROPOLITAN BANK HOLDING CORP. (THE “CORPORATION”) As amended and restated on October 31, 2023 ARTICLE I SHAREHOLDER MEETINGS Section 1. Place and Time of Meetings. Meetings of the shareholders may be held at any place, within or without the State of New York, designated by the Board of Directors of the Corporation (the “Board” or the “Board of Director

November 3, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropolitan Bank Ho

October 19, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 19, 2023 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or

October 19, 2023 EX-99.2

- - -  -  -- - - -- --   ! " -   -# "  $%&'(&)%*+(* , - ./ !0102 301456./7 6 789  . 20 //102#-56#7 6#-78,0220: 4 23/4

Exhibit 99.2 - - -  -  -- - - - --   ! " -   -# "  $%&'(&)%*+(* , - ./ !0102 301456./7 6 789  . 20 //102#-56#7 6#-78,0220: 4 23/4 9410;90,0 <!<. 190:4= >-- #04, - 19;-0:040<0 044<.3049 ;?./,0/ @A;

October 19, 2023 8-K

Financial Statements and Exhibits, Other Events

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 16, 2023 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or

October 19, 2023 8-K/A

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 TO CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 31, 2023 METROPOLITAN BANK HOLDING CORP. (Exact name of registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of

October 19, 2023 EX-99.1

Order to Cease and Desist and Order of Assessment of a Civil Money Penalty Issued Upon Consent with the Board of Governors of the Federal Reserve System

Exhibit 99.1

October 19, 2023 EX-99.3

Metropolitan Commercial Bank Announces Settlements with Federal Reserve and New York State Department of Financial Services

Exhibit 99.3 Metropolitan Commercial Bank Announces Settlements with Federal Reserve and New York State Department of Financial Services NEW YORK – October 19, 2023 – Metropolitan Bank Holding Corp (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the “Bank”), today announced that the Bank has entered into Consent Orders with the Board of Governors of the Federal Reserve System (t

October 19, 2023 EX-99.2

Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condit

Exhibit 99.2 3Q 2023 Investor Presentation Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looking state

October 19, 2023 EX-99.1

Metropolitan Bank Holding Corp. Reports Third Quarter 2023 Results Sustained Core Funding and Balance Sheet Growth Demonstrates Disciplined Approach to Balance Sheet Management

Exhibit 99.1 Release: 4:15 P.M. October 19, 2023 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Third Quarter 2023 Results Sustained Core Funding and Balance Sheet Growth Demonstrates Disciplined Approach to Balance Sheet Management Quarterly Financial Highlights ●Total deposits at September 30, 2023 were $5.5 billion, an increase of $233.0 million from June 30, 2023 and an i

October 4, 2023 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 2, 2023 METROPOLITAN BANK

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 2, 2023 METROPOLITAN BANK HOLDING CORP. (Exact name of registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or o

September 19, 2023 SC 13D/A

MCB / Metropolitan Bank Holding Corp / Patriot Financial Partners Iii, L.p. - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2) Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 591774104 (CUSIP Number) David Honold Patriot Financial Partners III, L.P.

September 19, 2023 EX-1

Joint Filing Agreement, dated as of September 19, 2023, by and among Patriot Financial Partners III, L.P., Patriot Financial Partners GP III, L.P., Patriot Financial Partners GP III, LLC, W. Kirk Wycoff and James F. Deutsch.

CUSIP No. 591774104 13D Page 1 of 1 Pages EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned. Date: September 19, 2023 PATRIOT FINANCIAL PARTNERS I

September 13, 2023 EX-1

Joint Filing Agreement, dated as of September 12, 2023, by and among Patriot Financial Partners III, L.P., Patriot Financial Partners GP III, L.P., Patriot Financial Partners GP III, LLC, W. Kirk Wycoff, James J. Lynch and James F. Deutsch.

EX-1 2 tm2325993d1ex1.htm EXHIBIT 1 CUSIP No. 591774104 13D Page 1 of 1 Pages EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned. Date: September 1

September 13, 2023 SC 13D/A

MCB / Metropolitan Bank Holding Corp / Patriot Financial Partners Iii, L.p. - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1) Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 591774104 (CUSIP Number) David Honold Patriot Financial Partners III, L.P.

August 21, 2023 POS AM

As filed with the Securities and Exchange Commission on August 21, 2023

As filed with the Securities and Exchange Commission on August 21, 2023 Registration No.

August 18, 2023 SC 13D

MCB / Metropolitan Bank Holding Corp / Patriot Financial Partners Iii, L.p. - SC 13D Activist Investment

SC 13D 1 tm2324136d1sc13d.htm SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. ) Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 591774104 (CUSIP Number) David Honold P

August 18, 2023 EX-1

Joint Filing Agreement, dated as of August 18, 2023, by and among Patriot Financial Partners III, L.P., Patriot Financial Partners GP III, L.P., Patriot Financial Partners GP III, LLC, W. Kirk Wycoff, James J. Lynch and James F. Deutsch.

EX-1 2 tm2324136d1ex1.htm EXHIBIT 1 CUSIP No. 591774104 13D Page 11 of 11 Pages EXHIBIT 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned. Date: August 18

August 4, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropolitan Bank Holding

July 27, 2023 CORRESP

* * * * *

July 27, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Financial Services 100 F Street, N.

July 20, 2023 EX-99.1

Metropolitan Bank Holding Corp. Reports Second Quarter 2023 Results Balance Sheet Strength and Stability Continue to Stand Out

Exhibit 99.1 Release: 4:05 P.M. July 20, 2023 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Second Quarter 2023 Results Balance Sheet Strength and Stability Continue to Stand Out Strength and Stability ●Total deposit verticals at June 30, 2023 were $5.2 billion, excluding crypto-related corporate and reserve deposits of $58.1 million, an increase of $377.2 million, or 7.8%,

July 20, 2023 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): July 20, 2023 METROPOLITAN BANK H

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): July 20, 2023 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Org

July 20, 2023 EX-99.2

Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condit

Exhibit 99.2 2Q 2023 Investor Presentation Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looking state

June 26, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38282 A. Full title o

June 1, 2023 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): May 31, 2023 METROPOLITAN BANK HO

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): May 31, 2023 METROPOLITAN BANK HOLDING CORP. (Exact name of registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or orga

May 4, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropolitan Bank Holdin

April 28, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.      )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.      ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒

April 28, 2023 EX-10.1

Rescission Agreement between Metropolitan Bank Holding Corp. and Mark DeFazio dated April 26, 2023 (incorporated by reference to Exhibit 10.1 to the Form 8-K filed with the Securities and Exchange Commission on April 28, 2023 (File No. 001-38282)).

Exhibit 10.1 RESCISSION AGREEMENT This Rescission Agreement (“Agreement”) is entered into as of the 26th day of April 2023 (the “Execution Date”) by and between Metropolitan Bank Holding Corp., a New York corporation (the “Company”), and Mark DeFazio (the “Recipient”). Each of the Company and Recipient is referred to herein as a “Party” and collectively they are referred to as “Parties.” This Agre

April 28, 2023 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): April 26, 2023 METROPOLITAN BANK

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): April 26, 2023 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Or

April 18, 2023 EX-99.1

Metropolitan Bank Holding Corp. Reports First Quarter 2023 Results

Exhibit 99.1 Release: 4:05 P.M. April 18, 2023 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports First Quarter 2023 Results Quarterly Financial Highlights Year-Over-Year: ●Net income of $25.1 million, an increase of 31.8%. ●Diluted earnings per share of $2.25, an increase of 33.1%. ●Revenues1 of $65.5 million, an increase of 21.2%. ●Net interest income of $58.5 million, an incre

April 18, 2023 EX-99.2

Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condit

Exhibit 99.2 1Q 2023 Investor Presentation Disclosure This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s future financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looking state

April 18, 2023 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): April 18, 2023 METROPOLITAN BANK

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): April 18, 2023 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or Or

March 30, 2023 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): March 30, 2023 METROPOLITAN BANK

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): March 30, 2023 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation o

March 30, 2023 EX-99.1

Metropolitan Commercial Bank Issues Updated Financial Information

Exhibit 99.1 Metropolitan Commercial Bank Issues Updated Financial Information NEW YORK, March 30, 2023 ‒ Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the “Bank”) today updated the following financial information (unaudited): · The Company and Bank remain well capitalized across all measures of regulatory capital, with a total r

February 28, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Metropolitan Bank Holding Corp.

February 28, 2023 EX-10.21

Form of Executive Award Agreement with Performance-Based Vesting (incorporated by reference to Exhibit 10.21 to the Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 2022 (File No. 001-38282)).

Exhibit 10.21 PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. 2022 EQUITY INCENTIVE PLAN This Performance-Based Restricted Stock Unit Award Agreement (“Agreement”) is and shall be subject in every respect to the provisions of the 2022 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Corp. (t

February 28, 2023 EX-10.20

Form of Executive Award Agreement with Time-Based Vesting (incorporated by reference to Exhibit 10.20 to the Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 2022 (File No. 001-38282)).

Exhibit 10.20 EXECUTIVE RESTRICTED STOCK UNIT AWARD AGREEMENT Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. 2022 EQUITY INCENTIVE PLAN This Restricted Stock Unit Award Agreement (“Agreement”) is and shall be subject in every respect to the provisions of the 2022 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Corp. (the “Company”) which are in

February 28, 2023 POSASR

As filed with the Securities and Exchange Commission on February 28, 2023

POSASR 1 tm237080d1posasr.htm POSASR As filed with the Securities and Exchange Commission on February 28, 2023 Registration No. 333-260532 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 METROPOLITAN BANK HOLDING CORP. (Exact name of registrant as specified in its charter) New

February 28, 2023 EX-10.19

Form of Director Award Agreement

Exhibit 10.19 DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. 2022 EQUITY INCENTIVE PLAN This Restricted Stock Unit Award Agreement (“Agreement”) is and shall be subject in every respect to the provisions of the 2022 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Corp. (the “Company”) which are inc

February 28, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from          to          Commission f

February 28, 2023 POS AM

As filed with the Securities and Exchange Commission on February 28, 2023

As filed with the Securities and Exchange Commission on February 28, 2023 Registration No.

February 28, 2023 EX-10.23

Change in Control Agreement between Metropolitan Bank Holding Corp., Metropolitan Commercial Bank and Laura Capra (incorporated by reference to Exhibit 10.23 to the Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 28, 2022 (File No. 001-38282)).

Metropolitan National Bank 212 659-0600 99 Park Avenue fscsimile 212 659-0610 New York, NY 10016 www.

February 14, 2023 SC 13G

MCB / Metropolitan Bank Holding Corp / MACQUARIE GROUP LTD - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 0)* METROPOLITAN BANK HOLDING CORP (Name of Issuer) Common Shares (Title of Class of Securities) 591774104 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

February 14, 2023 EX-99.A

Page 9 of 13

EX-99.A Exhibit 99.A EXHIBIT A AGREEMENT TO FILE JOINT ACQUISITION STATEMENTS AGREEMENT made this 2nd day of FEBRUARY, 2021 by and between Delaware Funds® by Macquarie listed on Annex A hereto, Macquarie Investment Management Business Trust, Macquarie Management Holdings, Inc, and the Macquarie Parties listed on Annex B hereto (collectively referred to as the “parties”). WHEREAS, the parties heret

February 14, 2023 EX-99.B

Page 13 of 13

EX-99.B Exhibit 99.B EXHIBIT B Powers of Attorney for Macquarie Group Limited and Macquarie Bank Limited incorporated by reference to 13G filings made by Macquarie Group Limited and Macquarie Bank Limited on May 25, 2021. Page 13 of 13

February 9, 2023 SC 13G

MCB / Metropolitan Bank Holding Corp / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SC 13G 1 tv01414-metropolitanbankhold.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Metropolitan Bank Holding Corp. Title of Class of Securities: Common Stock CUSIP Number: 591774104 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the r

January 20, 2023 EX-99.2

Disclosure 1 This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Companys future financial conditi

Exhibit 99.2 4 Q 2022 Investor Presentation Disclosure 1 This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Companys future financial condition and capital ratios, results of operations and the Companys outlook and business. Forward-looking statem

January 20, 2023 EX-99.1

Metropolitan Bank Holding Corp. Reports Fourth Quarter 2022 and Full Year 2022 Results

Exhibit 99.1 Release: 7:05 A.M. January 20, 2023 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Fourth Quarter 2022 and Full Year 2022 Results Annual Financial Highlights Year-Over-Year: ●Revenues increased 41.5%. ●Net interest income of $229.2 million, an increase of 46.0%. ●Net interest margin of 3.49%, an increase of 72 basis points. ●Net income of $59.4 million, inclusive

January 20, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): January 20, 2023 METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) New York 001-38282 13-4042724 (State or Other Jurisdiction of Incorporation or

January 10, 2023 EX-99.1

Metropolitan Bank Holding Corp. to Exit Crypto-Asset Related Vertical

Exhibit 99.1 Release: 7:05 A.M., January 9, 2023 212-365-6721 [email protected] Metropolitan Bank Holding Corp. to Exit Crypto-Asset Related Vertical NEW YORK, January 9, 2023 – Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank, today announced that it will fully exit the crypto-asset related vertical. This decision follows a careful re

January 10, 2023 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): January 9, 2023 Metropolitan Bank

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): January 9, 2023 Metropolitan Bank Holding Corp. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

October 31, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? ? ? QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? ? ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission File No. 001-38282 Metrop

October 20, 2022 EX-99.1

Metropolitan Bank Holding Corp. Reports Quarterly Net Income Revenues Increased 48.1% Year-Over-Year Loans Increased 28.1% Year-Over-Year Return on Average Tangible Common Equity1 of 17.1%

Exhibit 99.1 ? ? Release: 4:05 P.M. October 20, 2022 212-365-6721 [email protected] ? Metropolitan Bank Holding Corp. Reports Quarterly Net Income Revenues Increased 48.1% Year-Over-Year Loans Increased 28.1% Year-Over-Year Return on Average Tangible Common Equity1 of 17.1% ? NEW YORK, October 20, 2022 ? Metropolitan Bank Holding Corp. (the ?Company?) (NYSE: MCB), the holding company for Metropolita

October 20, 2022 EX-99.2

Disclosure 1 This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Companys future financial conditi

Exhibit 99.2 3 Q 2022 Investor Presentation Disclosure 1 This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Companys future financial condition and capital ratios, results of operations and the Companys outlook and business. Forward-looking statem

October 20, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

? 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 20, 2022 ? METROPOLITAN BANK HOLDING CORP. (Exact Name of Registrant as Specified in Its Charter) ? ? ? ? New York 001-38282 13-4042724 (State or Other Jurisdiction of Inc

August 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? ? ? QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? ? ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission File No. 001-38282 Metropolita

July 21, 2022 EX-99.2

2Q 2022 Investor Presentation Disclosure 1 This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the C

Exhibit 99.2 2Q 2022 Investor Presentation Disclosure 1 This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company's future financial condition and capital ratios, results of operations and the Company's outlook and business. Forwardlooking stat

July 21, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 21, 2022 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

July 21, 2022 EX-99.1

Metropolitan Bank Holding Corp. Reports Quarterly Net Income Revenues Increased 44.4% Year-Over-Year Loans Increased 26.8% Year-Over-Year Return on Average Tangible Common Equity1 of 16.7%

Exhibit 99.1 Release: 4:05 P.M. July 21, 2022 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Quarterly Net Income Revenues Increased 44.4% Year-Over-Year Loans Increased 26.8% Year-Over-Year Return on Average Tangible Common Equity1 of 16.7% NEW YORK, July 21, 2022 ? Metropolitan Bank Holding Corp. (the ?Company?) (NYSE: MCB), the holding company for Metropolitan Commercial B

June 1, 2022 EX-FILING FEES

Attached as Exhibit 107

Exhibit 107 FILING FEE TABLE Calculation of Filing Fee Tables Form S-8 (Form Type) Metropolitan Bank Holding Corp.

June 1, 2022 S-8

As filed with the Securities and Exchange Commission on June 1, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 Metropolitan Bank Holding Corp. (Exact Name of Reg

Registration No. 333- As filed with the Securities and Exchange Commission on June 1, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Metropolitan Bank Holding Corp. (Exact Name of Registrant as Specified in its Charter) New York 13-4042724 (State or Other Jurisdiction of (I.R.S. Employer Identification N

May 31, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): May 31, 2022 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

May 23, 2022 DEFA14A

Company’s additional definitive proxy soliciting materials on Schedule 14A, filed on May 23, 2022

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

May 6, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? ? ? QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? ? ? TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to Commission File No. 001-38282 Metropolit

April 21, 2022 EX-99.2

1 Q 2022 Investor Presentation

Exhibit 99.2 1 Q 2022 Investor Presentation Disclosure 1 This presentation contains ?forward - looking statements? within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward - looking statements include but are not limited to the Company?s future financial condition and capital ratios, results of operations and the Company?s outlook and business. Forward - look

April 21, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 21, 2022 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation o

April 21, 2022 EX-99.1

Metropolitan Bank Holding Corp. Reports Quarterly Net Income Revenues Increased 38.6% Year-Over-Year Loans Increased 10.4% Quarter-Over-Quarter Return on Average Tangible Common Equity1 of 14.0%

Exhibit 99.1 Release: 4:05 P.M. April 21, 2022 212-365-6700 [email protected] Metropolitan Bank Holding Corp. Reports Quarterly Net Income Revenues Increased 38.6% Year-Over-Year Loans Increased 10.4% Quarter-Over-Quarter Return on Average Tangible Common Equity1 of 14.0% NEW YORK, April 21, 2022 ? Metropolitan Bank Holding Corp. (the ?Company?) (NYSE: MCB), the holding company for Metropolitan Comm

April 20, 2022 DEF 14A

Company’s definitive proxy statement on Schedule 14A, filed on April 20, 2022

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.??????) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

March 10, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 11, 2022 SC 13G/A

MCB / Metropolitan Bank Holding Corp / EJF Capital LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 591774104 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa

January 20, 2022 EX-99.1

Metropolitan Bank Holding Corp. Reports Record Quarterly and Annual Net Income Banking-As-A-Service Revenues Increased 94.3% Year-Over-Year Tangible Book Value Per Share Increased 27.6% Year-Over-Year1

Exhibit 99.1 Release: 4:05 P.M. January 20, 2022 212-365-6700 [email protected] Metropolitan Bank Holding Corp. Reports Record Quarterly and Annual Net Income Banking-As-A-Service Revenues Increased 94.3% Year-Over-Year Tangible Book Value Per Share Increased 27.6% Year-Over-Year1 NEW YORK, January 20, 2022 ? Metropolitan Bank Holding Corp. (the ?Company?) (NYSE: MCB), the holding company for Metrop

January 20, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 20, 2022 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

January 20, 2022 EX-99.2

4 Q 2021 Investor Presentation

Exhibit 99.2 4 Q 2021 Investor Presentation Disclosure 1 This presentation contains ?forward - looking statements? within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward - looking statements include but are not limited to the Company?s future financial condition and capital ratios, results of operations and the Company?s outlook and business. Forward - look

December 23, 2021 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 25, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporati

November 5, 2021 SC 13D/A

MCB / Metropolitan Bank Holding Corp / ENDICOTT MANAGEMENT CO Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 591774104 (CUSIP Number) Bradley E. Maneely Chief Financial Officer Chief Compliance Officer The Endicott Group 570 Lexington Avenue, 37th Floor New York, NY

November 3, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 27, 2021 EX-4.5

Form of Subordinated Indenture (incorporated by reference to Exhibit 4.5 to the Registration Statement on Form S-3ASR filed with the Securities and Exchange Commission on October 27, 2021 (File No. 333-260532)).

Exhibit 4.5 METROPOLITAN BANK HOLDING CORP., AS ISSUER AND [ ], AS TRUSTEE SUBORDINATED INDENTURE DATED AS OF [ ], 20[ ] SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE Reconciliation and tie between the Trust Indenture Act of 1939, as amended (the ?Trust Indenture Act?), and the Indenture dated as of [ ], 20[ ]. SECTION OF TRUST INDENTURE ACT SECTION OF INDENTURE 310(a)(1) and (2) 7.09 310(a)(

October 27, 2021 EX-99.1

Metropolitan Bank Holding Corp. and Metropolitan Commercial Bank Appoint Two New Board Members (Chaya Pamula and Katrina Robinson Join Boards of Directors)

Exhibit 99.1 For Immediate Release Metropolitan Bank Holding Corp. and Metropolitan Commercial Bank Appoint Two New Board Members (Chaya Pamula and Katrina Robinson Join Boards of Directors) NEW YORK, N.Y. ? October 27, 2021 ? Metropolitan Bank Holding Corp. (NYSE: MCB) (the ?Company?) and its wholly-owned subsidiary Metropolitan Commercial Bank (the ?Bank?) announced that Chaya Pamula and Katrina

October 27, 2021 S-3ASR

As filed with the Securities and Exchange Commission on October 27, 2021

As filed with the Securities and Exchange Commission on October 27, 2021 Registration No.

October 27, 2021 EX-4.4

Form of Senior Indenture (incorporated by reference to Exhibit 4.4 to the Registration Statement on Form S-3ASR filed with the Securities and Exchange Commission on October 27, 2021 (File No. 333-260532)).

Exhibit 4.4 METROPOLITAN BANK HOLDING CORP., AS ISSUER AND [ ], AS TRUSTEE SENIOR INDENTURE DATED AS OF [ ], 20[ ] SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE Reconciliation and tie between the Trust Indenture Act of 1939, as amended (the ?Trust Indenture Act?), and the Indenture dated as of [ ], 20[ ]. SECTION OF TRUST INDENTURE ACT SECTION OF INDENTURE 310(a)(1) and (2) 7.09 310(a)(3) and (4) N

October 27, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 25, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

October 21, 2021 EX-99.1

Sustained Performance Drives Metropolitan Bank Holding Corp. Third Quarter Net Income of $16.2 Million and Diluted EPS of $1.77

Exhibit 99.1 Release: 4:05 P.M. October 20, 2021 212-365-6721 [email protected] Sustained Performance Drives Metropolitan Bank Holding Corp. Third Quarter Net Income of $16.2 Million and Diluted EPS of $1.77 NEW YORK, October 20, 2021 ? Metropolitan Bank Holding Corp. (the ?Company?) (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the ?Bank?), reported net income of $16.2 million,

October 21, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 20, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

October 21, 2021 EX-99.2

3Q 2021 Investor Presentation

Exhibit 99.2 3Q 2021 Investor Presentation Disclosure 1 This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company's financial condition and capital ratios, results of operations and the Company's outlook and business. Forward-looking statements

September 16, 2021 EX-1.1

Underwriting Agreement, dated as of September 15, 2021, by and among Metropolitan Bank Holding Corp., J.P. Morgan Securities LLC and Keefe, Bruyette & Woods, Inc., as representative of the underwriters named therein.

Exhibit 1.1 Metropolitan Bank Holding Corp. 2,000,000 Shares of Common Stock Underwriting Agreement September 15, 2021 J.P. Morgan Securities LLC Keefe, Bruyette & Woods, Inc. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Keefe, Bruyette & Woods, Inc. 787 Seventh Avenue 5th Floor New York, N

September 16, 2021 424B5

2,000,000 Shares Common Stock

TABLE OF CONTENTS ?Filed Pursuant To Rule 424(b)(5)? ?Registration No. 333-254197? PROSPECTUS SUPPLEMENT (To Prospectus dated August 30, 2021) 2,000,000 Shares Common Stock We are offering 2,000,000 shares of our common stock, $0.01 par value per share. Our common stock is listed for trading on the New York Stock Exchange, under the symbol ?MCB.? On September 15, 2021, the last reported sale price

September 16, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): September 15, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporati

September 16, 2021 EX-99.1

Metropolitan Bank Holding Corp. Prices Public Offering of Common Stock

Exhibit 99.1 NEWS RELEASE Metropolitan Bank Holding Corp. Prices Public Offering of Common Stock NEW YORK, NEW YORK ? September 15, 2021 ? Metropolitan Bank Holding Corp. (NYSE: MCB) (the ?Company?), the holding company for Metropolitan Commercial Bank (the ?Bank?), today announced the pricing of an underwritten public offering of 2,000,000 shares of its common stock at a price of $75.00 per share

September 13, 2021 EX-99.1

Metropolitan Bank Holding Corp. Launches Public Offering of Common Stock

Exhibit 99.1 NEWS RELEASE Metropolitan Bank Holding Corp. Launches Public Offering of Common Stock NEW YORK, NEW YORK ? September 13, 2021 ? Metropolitan Bank Holding Corp. (NYSE: MCB) (the ?Company?), the holding company for Metropolitan Commercial Bank (the ?Bank?), today announced it launched an underwritten public offering of $150 million of common stock. The Company also expects to grant the

September 13, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): September 13, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporati

September 13, 2021 424B5

SUBJECT TO COMPLETION, DATED SEPTEMBER 13, 2021

TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed.

August 26, 2021 S-3/A

As filed with the Securities and Exchange Commission on August 25, 2021

As filed with the Securities and Exchange Commission on August 25, 2021 Registration No.

August 26, 2021 CORRESP

METROPOLITAN BANK HOLDING CORP. 99 Park Avenue, 12th Floor New York, New York 10016

METROPOLITAN BANK HOLDING CORP. 99 Park Avenue, 12th Floor New York, New York 10016 August 26, 2021 Via Edgar Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Metropolitan Bank Holding Corp. Registration Statement on Form S-3 (Registration No. 333-254197) Request for Acceleration of Effectiveness Ladies and Gentlemen: Metropolitan Bank Holding Corp., a New York corp

August 4, 2021 EX-3.3

AMENDED AND RESTATED BYLAWS METROPOLITAN BANK HOLDING CORP. (As amended and restated on October 10, 2017) ARTICLE I SHAREHOLDER MEETINGS

? Exhibit 3.3 ? AMENDED AND RESTATED BYLAWS OF METROPOLITAN BANK HOLDING CORP. ? (As amended and restated on October 10, 2017) ? ARTICLE I SHAREHOLDER MEETINGS Section 1. Place and Time of Meetings. Meetings of the shareholders may be held at any place, within or without the State of New York, designated by the Board of Directors and, in the absence of such designation, shall be held at the office

August 4, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 21, 2021 EX-99.1

Metropolitan Bank Holding Corp. Reports Second Quarter Net Income of $13.3 Million and Diluted EPS of $1.55

Exhibit 99.1 Release: 4:30 P.M. July 21, 2021 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Second Quarter Net Income of $13.3 Million and Diluted EPS of $1.55 v Total Revenues increased 20.4% from the prior year quarter v Tangible book value per share increased 14.7% from the prior year quarter NEW YORK, July 21, 2021 ? Metropolitan Bank Holding Corp. (the ?Company?) (NYSE:

July 21, 2021 EX-99.2

2Q 2021 Investor Presentation $11 $34 $56 $125 $172 $238 $304 $360 $390 $490 $494 $439 $410 $412 $494 $627 $810 $1,043 $1,405 $1,846 $2,647 $3,101 $3,412 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2

Exhibit 99.2 2Q 2021 Investor Presentation $11 $34 $56 $125 $172 $238 $304 $360 $390 $490 $494 $439 $410 $412 $494 $627 $810 $1,043 $1,405 $1,846 $2,647 $3,101 $3,412 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021Q2 Since our founding, we have delivered exceptional match-funded loan growth . . . 1 Net Loans since December 31, 1999

July 21, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 21, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

May 27, 2021 8-K

Current Report

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): May 26, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

May 5, 2021 10-Q

Quarterly Report - 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 5, 2021 EX-3.3

Amended and Restated Bylaws of Metropolitan Bank Holding Corp. (incorporated by reference to Exhibit 3.3 to the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 5, 2021 (File No. 001-38282)).

? Exhibit 3.3 ? AMENDED AND RESTATED BYLAWS OF METROPOLITAN BANK HOLDING CORP. ? (As amended and restated on October 10, 2017) ? ARTICLE I SHAREHOLDER MEETINGS Section 1. Place and Time of Meetings. Meetings of the shareholders may be held at any place, within or without the State of New York, designated by the Board of Directors and, in the absence of such designation, shall be held at the office

April 23, 2021 DEF 14A

Definitive Proxy Statement on Schedule 14A, filed with the SEC on April 23, 2021

? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.??) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ?

April 22, 2021 EX-99.2

1 Q 2021 Investor Presentation

Exhibit 99.2 1 Q 2021 Investor Presentation Disclosure 1 This presentation contains ?forward - looking statements? within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward - looking statements include but are not limited to the Company?s financial condition and capital ratios, results of operations and the Company?s outlook and business. Forward - looking sta

April 22, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 21, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation o

April 22, 2021 EX-99.1

Metropolitan Bank Holding Corp. Reports Net Income of $12 Million and Diluted EPS of $1.43 for the First Quarter

Exhibit 99.1 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Net Income of $12 Million and Diluted EPS of $1.43 for the First Quarter v Net income of $12 million for second sequential quarter sets the stage for robust earnings growth for 2021 v Continued strong momentum in core deposit growth, up 16% from year-end 2020, provides sustainable funding for increased loan

April 12, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): April 12, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation o

April 6, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): April 2, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

April 6, 2021 EX-10.1

Metropolitan Commercial Bank Amended and Restated Executive Annual Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 6, 2021 (File No. 001-38282)).

EXHIBIT 10.1 METROPOLITAN COMMERCIAL BANK AMENDED AND RESTATED EXECUTIVE ANNUAL INCENTIVE PLAN ARTICLE I Establishment and Purpose 1.1 Establishment. This Amended and Restated Executive Annual Incentive Plan (the ?Plan?) is adopted by Metropolitan Commercial Bank (the ?Bank?) effective as of April 1, 2021. This Plan shall be the successor plan to the Metropolitan Commercial Bank Executive Annual I

March 12, 2021 EX-4.5

Form of Subordinated Indenture

Exhibit 4.5 METROPOLITAN BANK HOLDING CORP., AS ISSUER AND [ ], AS TRUSTEE SUBORDINATED INDENTURE DATED AS OF [ ], 20[ ] SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE Reconciliation and tie between the Trust Indenture Act of 1939, as amended (the ?Trust Indenture Act?), and the Indenture dated as of [ ], 20[ ]. SECTION OF TRUST INDENTURE ACT SECTION OF INDENTURE 310(a)(1) and (2) 7.09 310(a)(

March 12, 2021 S-3

Power of Attorney (included on signature page)**

As filed with the Securities and Exchange Commission on March 12, 2021 Registration No.

March 12, 2021 EX-3.2

Certificate of Amendment to the Certificate of Incorporation of Metropolitan Bank Holding Corp. (incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-3 filed with the Securities and Exchange Commission on March 12, 2021 (File No. 333-254197)).

Exhibit 3.2 CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF METROPOLITAN BANK HOLDING CORP. Under Section 805 of the Business Corporation Law FIRST: The name of the corporation is Metropolitan Bank Holding Corp. The name under which the corporation was initially formed was Metbank Holding Corp. SECOND: The certificate of incorporation of the corporation was filed with the Departmen

March 12, 2021 EX-4.4

Form of Senior Indenture

Exhibit 4.4 METROPOLITAN BANK HOLDING CORP., AS ISSUER AND [ ], AS TRUSTEE SENIOR INDENTURE DATED AS OF [ ], 20[ ] SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE Reconciliation and tie between the Trust Indenture Act of 1939, as amended (the ?Trust Indenture Act?), and the Indenture dated as of [ ], 20[ ]. SECTION OF TRUST INDENTURE ACT SECTION OF INDENTURE 310(a)(1) and (2) 7.09 310(a)(3) and (4) N

March 8, 2021 10-K

Annual Report - 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 12, 2021 EX-99.1

EXHIBIT 99.1

EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Basswood Capital Management, L.L.C., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

February 12, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock, Par Value $0.01 Per Share (Title of Cla

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) 591774104 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi

February 4, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 591774104 (CUSIP Number) January 25, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

January 21, 2021 EX-99.1

Metropolitan Bank Holding Corp. Reports Record Net Income of $11.8 Million and Diluted EPS of $1.39 for the Fourth Quarter

Exhibit 99.1 Release: 4:30 P.M. January 21, 2021 Contact: Investor Relations Department 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Record Net Income of $11.8 Million and Diluted EPS of $1.39 for the Fourth Quarter NEW YORK, January 21, 2021 – Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the “B

January 21, 2021 EX-99.2

Presentation Materials

Exhibit 99.2 4Q 2020 Investor Presentation Disclosure This presentation contains “forward-looking state-ments” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of for-ward-looking statements include but are not limited to the Company’s financial condition and capital ratios, results of operations and the Company’s out-look and business. Forward-looking statement

January 21, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 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): January 21, 2021 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

December 9, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 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): December 9, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

December 9, 2020 EX-99.1

Slide Presentation

Exhibit 99.1

November 4, 2020 EX-3.2

Amended and Restated Bylaws of Metropolitan Bank Holding Corp.

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF METROPOLITAN BANK HOLDING CORP. (As amended and restated on October 10, 2017) ARTICLE I SHAREHOLDER MEETINGS Section 1. Place and Time of Meetings. Meetings of the shareholders may be held at any place, within or without the State of New York, designated by the Board of Directors and, in the absence of such designation, shall be held at the office of the

November 4, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Me

October 22, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - METROPOLITAN BANK HOLDING CORP. FORM 8-K OCTOBER 21, 2020

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 21, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

October 22, 2020 EX-99.2

Investor Presentation 2020 Q3 Forward-looking Statement This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not lim

EXHIBIT 99.2 Investor Presentation 2020 Q3 Forward-looking Statement This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include but are not limited to the Company’s financial condition and capital ratios, results of operations and the Company’s outlook and business. Forward-looki

October 22, 2020 EX-99.1

Metropolitan Bank Holding Corp. Reports Net Income of $10.8 Million And Diluted EPS of $1.27 for the Third Quarter

EXHIBIT 99.1 Release: 4:30 P.M. October 21, 2020 Contact: Investor Relations Department 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Net Income of $10.8 Million And Diluted EPS of $1.27 for the Third Quarter NEW YORK, October 21, 2020 – Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the “Bank”), t

September 28, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - METROPOLITAN BANK HOLDING CORP. FORM 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): September 23, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporati

August 19, 2020 EX-10.1

Change in Control Agreement between Metropolitan Bank Holding Corp., Metropolitan Commercial Bank and Gregory Sigrist (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 19, 2020 (File No. 001-38282)).

METROPOLITAN BANK HOLDING CORP. AND METROPOLITAN COMMERCIAL BANK CHANGE IN CONTROL AGREEMENT This change in control agreement (the “Agreement”) is made effective as of the 11th day of August, 2020 (the “Effective Date”), by and among Metropolitan Bank Holding Corp., a New York corporation with its principal place of business located at 99 Park Avenue, New York, New York 10016 (the “Company”), its

August 19, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - METROPOLITAN BANK HOLDING CORP. FORM 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): August 18, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

August 7, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): August 3, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation o

August 5, 2020 EX-99.1

Metropolitan Bank Holding Corp. Appoints Dixiana Berrios Chief Operating Officer

For Immediate Release Metropolitan Bank Holding Corp. Appoints Dixiana Berrios Chief Operating Officer NEW YORK–(BUSINESS WIRE)–Metropolitan Bank Holding Corp. (NYSE:MCB) (“Metropolitan” or the “Company”), the holding company for Metropolitan Commercial Bank (the “Bank”), today announced that the Company appointed Dixiana M. Berrios as Chief Operating Officer. She will report to Mark R. DeFazio, P

August 5, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): July 31, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

August 5, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-38282 Metropo

July 22, 2020 EX-99.1

Metropolitan Bank Holding Corp. Reports Net Income of $10.8 Million Diluted EPS of $1.29 for the Second Quarter

Exhibit 99.1 Release: 7:30 A.M. July 22, 2020 Contact: Investor Relations Department 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Net Income of $10.8 Million Diluted EPS of $1.29 for the Second Quarter NEW YORK, July 22, 2020 – Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the “Bank”), today repo

July 22, 2020 EX-99.2

Investor Presentation 2020 Q2

Exhibit 99.2 Investor Presentation 2020 Q2 1 Forward - looking Statement This presentation contains “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 . Examples of forward - looking statements include but are not limited to the Company’s financial condition and capital ratios, results of operations and the Company’s outlook and business . For

July 22, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 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): July 22, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

June 29, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): June 24, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

May 5, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001‑38282 Metrop

April 21, 2020 EX-99.2

Investor Presentation 2020 Q1

Exhibit 99.2 Investor Presentation 2020 Q1 1 Forward - looking Statement This presentation contains “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 . Examples of forward - looking statements include but are not limited to the Company’s financial condition and capital ratios, results of operations and the Company’s outlook and business . For

April 21, 2020 EX-99.1

Metropolitan Bank Holding Corp. Reports Net Income of $6.1 Million Diluted EPS of $0.72 and Growth in Loans, Deposits and Net Interest Margin for the First Quarter Includes $3.1 Million COVID-19-Related Provision for Loan Losses

Exhibit 99.1 Release: 4:30 P.M. April 20, 2020 Contact: Investor Relations Department 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Net Income of $6.1 Million Diluted EPS of $0.72 and Growth in Loans, Deposits and Net Interest Margin for the First Quarter Includes $3.1 Million COVID-19-Related Provision for Loan Losses NEW YORK, April 20, 2020 – Metropolitan Bank H

April 21, 2020 8-K

Submission of Matters to a Vote of Security Holders

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): April 21, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation o

April 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 20, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation o

April 8, 2020 DEFA14A

MCB / Metropolitan Bank Holdings Corp. DEFA14A - - METROPOLITAN BANK HOLDING CORP. SCHEDULE 14A DEFINITIVE ADDITIONAL MATERIALS APRIL 8, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

March 17, 2020 DEF 14A

MCB / Metropolitan Bank Holdings Corp. DEF 14A - - DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

March 9, 2020 EX-4.3

Exhibit 4.3 to our Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on March 9, 2020

Exhibit 4.3 DESCRIPTION OF SECURITIES OF METROPOLITAN BANK HOLDING CORP. Description of Registrant’s Securities The following description of our securities is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to our Amended Certificate of Incorporation (the “Certificate of Incorporation”) and our Amended and Restated Bylaws (the “Bylaws”), e

March 9, 2020 10-K

MCB / Metropolitan Bank Holdings Corp. 10-K - Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from          to          Commission

February 12, 2020 SC 13G/A

591774104 / Metropolitan Bank Holding Corp / EJF Capital LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 591774104 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa

February 11, 2020 SC 13G

591774104 / Metropolitan Bank Holding Corp / BASSWOOD CAPITAL MANAGEMENT, L.L.C. - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Metropolitan Bank Holding Corp. (Name of Issuer) Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) 591774104 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa

February 11, 2020 EX-99.2

AGREEMENT OF REPORTING PERSONS

EXHIBIT 99.2 AGREEMENT OF REPORTING PERSONS The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each

February 11, 2020 EX-99.1

EXHIBIT 99.1

EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary are: Basswood Capital Management, L.L.C., which is an Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

January 22, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 22, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

January 22, 2020 EX-99.1

Metropolitan Bank Holding Corp. Reports Sustained Growth in Earnings Diluted EPS of $0.93 for the Fourth Quarter

Exhibit 99.1 Release: 4:30 P.M. January 22, 2020 Contact: Investor Relations Department 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Sustained Growth in Earnings Diluted EPS of $0.93 for the Fourth Quarter NEW YORK, January 22, 2020 – Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the “Bank”), tod

January 22, 2020 EX-99.2

Investor Presentation 2019 Q4 1 Forward - looking Statement This presentation contains certain “forward - looking statements” about the Company which, to the extent applicable, are intended to be covered by the safe harbor for forward - looking state

Exhibit 99.2 Investor Presentation 2019 Q4 1 Forward - looking Statement This presentation contains certain “forward - looking statements” about the Company which, to the extent applicable, are intended to be covered by the safe harbor for forward - looking statements provided under Federal securities laws. Examples of forward - looking statements include but are not limited to the Company’s finan

January 8, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): January 7, 2020 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

January 8, 2020 EX-10.1

Amended and Restated Employment Agreement by and among Metropolitan Bank Holding Corp., Metropolitan Commercial Bank and Mark R. DeFazio (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form S-1 filed with the Securities and Exchange Commission on October 4, 2017 (File No. 333-220805)).

EXHIBIT 10.1 METROPOLITAN BANK HOLDING CORPORATION AND METROPOLITAN COMMERCIAL BANK AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made effective as of January 7, 2020 (the “Commencement Date”), by and among Metropolitan Bank Holding Corporation, a New York corporation with its principal place of business located at 99 Park Avenue, New Yor

December 3, 2019 EX-10.2

Change in Control Agreement between Metropolitan Bank Holding Corp., Metropolitan Commercial Bank and Anthony Fabiano

EXHIBIT 10.2 METROPOLITAN BANK HOLDING CORP. AND METROPOLITAN COMMERCIAL BANK CHANGE IN CONTROL AGREEMENT This change in control agreement (the “Agreement”) is made effective as of the 27th day of November, 2019 (the “Effective Date”), by and among Metropolitan Bank Holding Corp., a New York corporation with its principal place of business located at 99 Park Avenue, New York, New York 10016 (the “

December 3, 2019 EX-10.1

Change in Control Agreement between Metropolitan Bank Holding Corp., Metropolitan Commercial Bank and Nick Rosenberg (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission on December 3, 2019 (File No. 001-38282)).

EXHIBIT 10.1 METROPOLITAN BANK HOLDING CORP. AND METROPOLITAN COMMERCIAL BANK CHANGE IN CONTROL AGREEMENT This change in control agreement (the “Agreement”) is made effective as of the 27th day of November, 2019 (the “Effective Date”), by and among Metropolitan Bank Holding Corp., a New York corporation with its principal place of business located at 99 Park Avenue, New York, New York 10016 (the “

December 3, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): November 27, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporatio

November 8, 2019 10-Q

MCB / Metropolitan Bank Holdings Corp. 10-Q - Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001‑38282 Me

October 24, 2019 8-K/A

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 23, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdict

October 24, 2019 EX-99.1

Investor Presentation 2019 Q3 1 Forward - looking Statement This presentation contains certain “forward - looking statements” about the Company which, to the extent applicable, are intended to be covered by the safe harbor for forward - looking state

Exhibit 99.1 Investor Presentation 2019 Q3 1 Forward - looking Statement This presentation contains certain “forward - looking statements” about the Company which, to the extent applicable, are intended to be covered by the safe harbor for forward - looking statements provided under Federal securities laws. Examples of forward - looking statements include but are not limited to the Company’s finan

October 23, 2019 EX-99.2

Investor Presentation 2019 Q3 1 Forward - looking Statement This presentation contains certain “forward - looking statements” about the Company which, to the extent applicable, are intended to be covered by the safe harbor for forward - looking state

Exhibit 99.2 Investor Presentation 2019 Q3 1 Forward - looking Statement This presentation contains certain “forward - looking statements” about the Company which, to the extent applicable, are intended to be covered by the safe harbor for forward - looking statements provided under Federal securities laws. Examples of forward - looking statements include but are not limited to the Company’s finan

October 23, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 23, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation

October 23, 2019 EX-99.1

Metropolitan Bank Holding Corp. Reports Sustained Growth in Earnings, Loans and Deposits

Exhibit 99.1 Release: 4:30 P.M. October 23, 2019 Contact: Investor Relations Department 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Sustained Growth in Earnings, Loans and Deposits NEW YORK, October 23, 2019 – Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the “Bank”), today reported net income o

September 25, 2019 EX-99.1

Metropolitan Bank Holding Corp. Announces Appointment of Imran Riaz as New Chief Credit Risk Officer Following the Retirement of Karen Rojeski

Exhibit 99.1 Metropolitan Bank Holding Corp. Announces Appointment of Imran Riaz as New Chief Credit Risk Officer Following the Retirement of Karen Rojeski Company Release - 9/25/2019 8:00 AM ET NEW YORK-(BUSINESS WIRE)- Metropolitan Bank Holding Corp. (NYSE: MCB) (the “Company”), the holding company for Metropolitan Commercial Bank (the “Bank”), today announced that it has appointed Imran Riaz as

September 25, 2019 8-K

Financial Statements and Exhibits, Other Events

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): September 25, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporati

August 26, 2019 EX-10.3

Form of Restricted Stock Unit Award Agreement – 2019 Plan (incorporated by reference to Exhibit 10.3 to the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on August 26. 2019 (File No. 333-233465)).

EXHIBIT 10.3 [FORM OF] Restricted Stock Unit Award Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. 2019 EQUITY INCENTIVE PLAN This restricted stock unit agreement (“Award Agreement”) is and shall be subject in every respect to the provisions of the 2019 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Corp. (the “Company”) which are incorporated

August 26, 2019 S-8

MCB / Metropolitan Bank Holdings Corp. S-8 - - METROPOLITAN BANK HOLDING CORP. FORM S-8

Registration No. 333- As filed with the Securities and Exchange Commission on August 26, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Metropolitan Bank Holding Corp. (Exact Name of Registrant as Specified in its Charter) New York 13-4042724 (State or Other Jurisdiction of Incorporation or Organization)

August 26, 2019 EX-10.4

Form of Time-Based Restricted Stock Award Agreement – 2019 Plan (incorporated by reference to Exhibit 10.4 to the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on August 26. 2019 (File No. 333-233465)).

EXHIBIT 10.4 [FORM OF] Time-Based Restricted Stock Award Agreement Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. 2019 EQUITY INCENTIVE PLAN This restricted stock award agreement (“Restricted Stock Award” or “Agreement”) is and shall be subject in every respect to the provisions of the 2019 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Corp.

August 26, 2019 EX-10.6

Form of Non-Qualified Stock Option Agreement – 2019 Plan (incorporated by reference to Exhibit 10.6 to the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on August 26. 2019 (File No. 333-233465)).

EXHIBIT 10.6 [FORM OF] NON-QUALIFIED STOCK OPTION Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. 2019 EQUITY INCENTIVE PLAN This non-qualified stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2019 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Corp. (the “Company”) which are inco

August 26, 2019 EX-10.2

Form of Performance-Based Restricted Stock Award Agreement – 2019 Plan (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on August 26. 2019 (File No. 333-233465)).

EXHIBIT 10.2 [FORM OF] Performance-Based Restricted Stock Award Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. 2019 EQUITY INCENTIVE PLAN This restricted stock agreement (“Restricted Stock Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2019 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Corp. (the “Comp

August 26, 2019 EX-10.5

Form of Incentive Stock Option Agreement – 2019 Plan (incorporated by reference to Exhibit 10.5 to the Registration Statement on Form S-8 filed with the Securities and Exchange Commission on August 26. 2019 (File No. 333-233465)).

EXHIBIT 10.5 [FORM OF] INCENTIVE STOCK OPTION Granted by METROPOLITAN BANK HOLDING CORP. under the METROPOLITAN BANK HOLDING CORP. 2019 EQUITY INCENTIVE PLAN This incentive stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2019 Equity Incentive Plan (the “Plan”) of Metropolitan Bank Holding Corp. (the “Company”) which are incorporated

August 7, 2019 10-Q

MCB / Metropolitan Bank Holdings Corp. 10-Q - Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001‑38282 Metropo

July 25, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 24, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

July 25, 2019 EX-99.2

Investor Presentation 2019 Q2

Exhibit 99.2 Investor Presentation 2019 Q2 1 Forward - looking Statement This presentation contains certain “forward - looking statements” about the Company which, to the extent applicable, are intended to be covered by the safe harbor for forward - looking statements provided under Federal securities laws and, regardless of such coverage, you are cautioned about. Examples of forward - looking sta

July 25, 2019 EX-99.1

Metropolitan Bank Holding Corp. Reports Core Earnings Growth and Sustained Growth in Loans and Deposits

Exhibit 99.1 Release: 4:00 P.M. July 24, 2019 Contact: Investor Relations Department 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Core Earnings Growth and Sustained Growth in Loans and Deposits NEW YORK, July 24, 2019 – Metropolitan Bank Holding Corp. (the “Company”) (NYSE: MCB), the holding company for Metropolitan Commercial Bank (the “Bank”), today reported net

July 11, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): May 28, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

May 29, 2019 8-K

Submission of Matters to a Vote of Security Holders

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): May 28, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

May 17, 2019 8-K

Other Events

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): May 16, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation or

May 9, 2019 10-Q

MCB / Metropolitan Bank Holdings Corp. 10-Q Quarterly Report 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001‑38282 Metrop

April 24, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 24, 2019 METROPOLITAN BANK HOLDING CORP. (Exact name of the registrant as specified in its charter) New York 001-38282 13-4042724 (State or other jurisdiction of incorporation o

April 24, 2019 EX-99.1

Metropolitan Bank Holding Corp. Reports Record Growth in Loans and Deposits

Exhibit 99.1 Release: 4:00 P.M. April 24, 2019 Contact: Investor Relations Department 212-365-6721 [email protected] Metropolitan Bank Holding Corp. Reports Record Growth in Loans and Deposits NEW YORK, April 24, 2019 – Metropolitan Bank Holding Corp. (NYSE:MCB), the holding company (the “Company”) for Metropolitan Commercial Bank (the “Bank”), today reported net income of $8.5 million or

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