State of New Jersey In accordance with the provisions of Section 14A:9-2(4) of the New Jersey Business Corporation Act, the undersigned Corporation executes the following Certificate of Amendment to the Certificate of Incorporation: 1. The name of the Corporation is ConnectOne Bancorp, Inc., 2. The first sentence of Article FOURTH of the Certificate of Incorporation is amended and restated in its entirety to read as follows: The total number of shares of stock which the Corporation shall have authority to issue is ONE HUNDRED FIVE (105,000,000) shares, of which ONE HUNDRED Million (100,000,000) shares are designated as Common Stock, no par value ('Common Stock'), and Five Million (5,000,000) shares are designated as Preferred Stock, no par value ('Preferred Stock').