Item 5.07Submission of Matters to a Vote of Security Holders

On December 28, 2021, PDL Community Bancorp ("PDL") held a special meeting of stockholders. The items voted upon at the special meeting and the votes for each proposal were as follows:

1. The approval of a plan of conversion and reorganization, whereby Ponce Bank Mutual Holding Company ("Ponce Bank MHC") and PDL Community Bancorp, will convert and reorganize from the mutual holding company structure to the stock holding company structure, as more fully described in the attached proxy statement.

For Against Withhold/Abstain Broker Non-Votes 15,242,314 37,667 3,414

              0

2. The approval of the funding of the Ponce De Leon Foundation (the "Foundation") with a contribution equal to 3% of the shares sold in the concurrent offering, up to 416,588 shares of common stock at the adjusted maximum of the shares to be offered, and $1.0 million in cash, for a total contribution of up to $5.2 million.

For Against Withhold/Abstain Broker Non-Votes 15,036,789 237,850 8,696

              0

3. The approval of the adjournment of the special meeting, if necessary, to solicit additional proxies in the event that there are not sufficient votes at the time of the special meeting to approve the plan of conversion and reorganization and/or the funding of the Foundation.

For Against Withhold/Abstain Broker Non-Votes 13,531,362 1,735,033 17.000

             0

4. The approval of a provision in Ponce Financial Group, Inc.'s articles of incorporation requiring a super-majority vote of stockholders to approve certain amendments to Ponce Financial Group, Inc.'s articles of incorporation.

For Against Withhold/Abstain Broker Non-Votes 12,655,229 2,604,683 23,483

             0

5. The approval of a provision in Ponce Financial Group, Inc.'s articles of incorporation requiring a super-majority vote of stockholders to approve stockholder-proposed amendments to Ponce Financial Group, Inc.'s bylaws.

For Against Withhold/Abstain Broker Non-Votes 12,651,401 2,608,749 23,184

             0

6. The approval of a provision in Ponce Financial Group, Inc.'s articles of incorporation to limit the voting rights of shares beneficially owned in excess of 10% of Ponce Financial Group, Inc.'s outstanding voting stock.

For Against Withhold/Abstain Broker Non-Votes 12,702,985 2,554,817 25,533

             0

Item 9.01Financial Statements and Exhibits



Exhibits

Exhibit                              Description
Number
  104     Cover Page Interactive Data File (embedded within the Inline XBRL)

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