grepcent / static financial knowledge base

LCNB CORP (LCNB)

CIK: 0001074902. SIC: 6021 National Commercial Banks. Latest 10-K as of: 2026-03-11.

SIC breadcrumb: Finance, Insurance, And Real Estate > Depository Institutions > SIC 6021 National Commercial Banks

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1074902. Latest filing source: 0001437749-26-007758.

Informational only - descriptive public-record data, not investment advice.

Business

Read LCNB's verbatim Item 1 Business section from its latest 10-K: Business.

Risk Factors

Read LCNB's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue102,747,000USD20252026-03-11
Net income23,120,000USD20252026-03-11
Assets2,240,769,000USD20252026-03-11

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-11. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001074902.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Download these verified figures (annual + quarterly, with per-value filing provenance): JSON · CSV

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric2016201720182019202020212022202320242025
Revenue43,750,00044,463,00054,594,00065,194,00063,780,00061,177,00065,753,00079,599,000105,015,000102,747,000
Net income12,482,00012,972,00014,845,00018,912,00020,075,00020,974,00022,128,00012,628,00013,492,00023,120,000
Diluted EPS1.251.291.241.441.551.661.931.100.971.63
Operating cash flow15,484,00018,135,00019,742,00021,968,00013,678,00017,821,00028,712,00023,360,00093,236,00034,396,000
Capital expenditures9,450,0006,617,000600,0003,934,0002,791,0001,940,000884,0002,606,0003,798,000959,000
Dividends paid6,048,0006,088,0007,773,0009,028,0009,448,0009,720,0009,191,0009,938,00012,219,00012,472,000
Assets1,306,799,0001,295,638,0001,636,927,0001,639,308,0001,745,884,0001,903,629,0001,919,398,0002,291,592,0002,307,394,0002,240,769,000
Liabilities1,163,855,0001,145,367,0001,417,942,0001,411,260,0001,505,059,0001,665,025,0001,718,723,0002,056,289,0002,054,358,0001,966,840,000
Stockholders' equity142,944,000150,271,000218,985,000228,048,000240,825,000238,604,000200,675,000235,303,000253,036,000273,929,000
Cash and cash equivalents18,865,00025,386,00020,040,00020,765,00031,730,00018,136,00022,701,00039,723,00035,744,00021,614,000
Free cash flow6,034,00011,518,00019,142,00018,034,00010,887,00015,881,00027,828,00020,754,00089,438,00033,437,000

Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

Metric2016201720182019202020212022202320242025
Net margin28.53%29.17%27.19%29.01%31.48%34.28%33.65%15.86%12.85%22.50%
Return on equity8.73%8.63%6.78%8.29%8.34%8.79%11.03%5.37%5.33%8.44%
Return on assets0.96%1.00%0.91%1.15%1.15%1.10%1.15%0.55%0.58%1.03%
Liabilities / equity8.147.626.486.196.256.988.568.748.127.18

Industry Peer Context

Each number-line places LCNB against the min, median, and max of latest reported values among companies in the same SIC industry when at least three peers report that ratio.

Net margin peer context

LCNB Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.LCNB Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.76 SIC peersMin -32.0%Median 22.9%Max 50.3%LCNB 22.5%

ROE peer context

LCNB ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.LCNB ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.76 SIC peersMin -13.4%Median 9.9%Max 33.1%LCNB 8.4%

ROA peer context

LCNB ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.LCNB ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.76 SIC peersMin -1.6%Median 1.1%Max 2.6%LCNB 1.0%

Financial Bridges

Waterfall figures reconcile reported SEC companyfacts components. Missing bridges are omitted when required components are not present for the same fiscal year.

Free cash flow = operating cash flow - capital expenditures

LCNB FY2025 free cash flow bridge from reported figures.LCNB FY2025 free cash flow bridge from reported figures.LCNB free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$34.4MOperating cash flow-$959.0KCapex$33.4MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0001437749-26-007758; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0001437749-26-007758; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0001437749-26-007758; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

LCNB revenue, last 5 periods. Source: SEC companyfacts FY2025.LCNB revenue, last 5 periods. Source: SEC companyfacts FY2025.LCNB RevenueLatest point: FY2025 = $102.7MSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

LCNB net income, last 5 periods. Source: SEC companyfacts FY2025.LCNB net income, last 5 periods. Source: SEC companyfacts FY2025.LCNB Net incomeLatest point: FY2025 = $23.1MSource: SEC companyfacts FY2025.Fiscal yearNet income$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

LCNB diluted eps, last 5 periods. Source: SEC companyfacts FY2025.LCNB diluted eps, last 5 periods. Source: SEC companyfacts FY2025.LCNB Diluted EPSLatest point: FY2025 = $1.63/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)$0.00/share$2.00/share$4.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

LCNB operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.LCNB operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.LCNB Operating cash flowLatest point: FY2025 = $34.4MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

LCNB capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.LCNB capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.LCNB Capital expendituresLatest point: FY2025 = $959.0KSource: SEC companyfacts FY2025.Fiscal yearCapital expenditures$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

LCNB dividends paid, last 5 periods. Source: SEC companyfacts FY2025.LCNB dividends paid, last 5 periods. Source: SEC companyfacts FY2025.LCNB Dividends paidLatest point: FY2025 = $12.5MSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

LCNB assets, last 5 periods. Source: SEC companyfacts FY2025.LCNB assets, last 5 periods. Source: SEC companyfacts FY2025.LCNB AssetsLatest point: FY2025 = $2.2BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: Assets. Source concepts: us-gaap:Assets.

LCNB liabilities, last 5 periods. Source: SEC companyfacts FY2025.LCNB liabilities, last 5 periods. Source: SEC companyfacts FY2025.LCNB LiabilitiesLatest point: FY2025 = $2.0BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

LCNB stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.LCNB stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.LCNB Stockholders' equityLatest point: FY2025 = $273.9MSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

LCNB cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.LCNB cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.LCNB Cash and cash equivalentsLatest point: FY2025 = $21.6MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

LCNB free cash flow, last 5 periods. Source: SEC companyfacts FY2025.LCNB free cash flow, last 5 periods. Source: SEC companyfacts FY2025.LCNB Free cash flowLatest point: FY2025 = $33.4MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001437749-26-007758; filed 2026-03-11. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-06. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001074902.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q22022-06-300.49reported discrete quarter
2022-Q32022-09-300.49reported discrete quarter
2023-Q12023-03-310.37reported discrete quarter
2023-Q22023-06-3018,703,0004,694,0000.42reported discrete quarter
2023-Q32023-09-3019,668,0004,070,0000.37reported discrete quarter
2023-Q42023-12-3123,310,000-293,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-3124,758,0001,915,0000.15reported discrete quarter
2024-Q22024-06-3026,965,000925,0000.07reported discrete quarter
2024-Q32024-09-3026,398,0004,532,0000.31reported discrete quarter
2024-Q42024-12-3126,894,0006,120,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-3125,316,0004,609,0000.33reported discrete quarter
2025-Q22025-06-3025,939,0005,919,0000.41reported discrete quarter
2025-Q32025-09-3026,305,0006,936,0000.49reported discrete quarter
2025-Q42025-12-3125,187,0005,656,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-3125,430,0004,444,0000.31reported discrete quarter

Quarterly Charts

LCNB quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.LCNB quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.LCNB Quarterly RevenueLatest point: 2026-Q1 = $25.4MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001437749-26-015192; filed 2026-05-06. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

LCNB quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.LCNB quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.LCNB Quarterly Net incomeLatest point: 2026-Q1 = $4.4MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income-$250.0M$0.0B$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001437749-26-015192; filed 2026-05-06. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

LCNB quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.LCNB quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.LCNB Quarterly Diluted EPSLatest point: 2026-Q1 = $0.31/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)$0.00/share$0.50/share$1.00/share2022-Q22022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001437749-26-015192; filed 2026-05-06. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001437749-26-015192.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-06. Report date: 2026-03-31.

Item 2.          Management's Discussion and Analysis of Financial Condition and Results of Operations

Forward Looking Statements

Certain statements made in this document regarding LCNB’s financial condition, results of operations, plans, objectives, future performance and business, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as “anticipate”, “could”, “may”, “feel”, “expect”, “believe”, “plan”, and similar expressions. Please refer to LCNB’s Annual Report on Form 10-K for the year ended December 31, 2025, as well as its other filings with the SEC, for a more detailed discussion of risks, uncertainties and factors that could cause actual results to differ from those discussed in the forward-looking statements.

These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of LCNB’s business and operations. Additionally, LCNB’s financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These factors include, but are not limited to:

Column 1Column 2Column 3
1.the success, impact, and timing of the implementation of LCNB’s business strategies;
Column 1Column 2Column 3
2.LCNB’s ability to integrate future acquisitions may be unsuccessful, or may be more difficult, time-consuming, or costly than expected;
Column 1Column 2Column 3
3.LCNB may incur increased loan charge-offs in the future and the allowance for credit losses may be inadequate;
Column 1Column 2Column 3
4.LCNB may face competitive loss of customers to both bank and nonbank financial institutions;
Column 1Column 2Column 3
5.changes in the interest rate environment, either by interest rate increases or decreases, may have results on LCNB’s operations materially different from those anticipated by LCNB’s market risk management functions;
Column 1Column 2Column 3
6.changes in general economic conditions, including increased competition, could adversely affect LCNB’s operating results;
Column 1Column 2Column 3
7.changes in or instability regarding regulations and government policies affecting bank holding companies and their subsidiaries, including changes in monetary policies, could negatively impact LCNB’s operating results;
Column 1Column 2Column 3
8.LCNB may experience difficulties growing loan and deposit balances;
Column 1Column 2Column 3
9.United States trade relations with foreign countries could negatively impact the financial condition of LCNB's customers, which could adversely affect LCNB's operating results and financial condition;
Column 1Column 2Column 3
10.global and/or geopolitical relations and/or conflicts could create financial market uncertainty and have negative impacts on commodities, currency, and stability, which could adversely affect LCNB's operating results and financial condition;
Column 1Column 2Column 3
11.difficulties with technology or data security breaches, including cyberattacks or widespread outages, could negatively affect LCNB's ability to conduct business and its relationships with customers, vendors, and others;
Column 1Column 2Column 3
12.adverse weather events and natural disasters and global and/or national epidemics could negatively affect LCNB's customers given its concentrated geographic scope, which could impact LCNB's operating results; and
Column 1Column 2Column 3
13.government intervention in the U.S. financial system, including the effects of legislative, tax, accounting, and regulatory actions and reforms, including the Jumpstart Our Business Startups Act, the Consumer Financial Protection Bureau, the capital ratios of Basel III as adopted by the federal banking authorities, changes in deposit insurance premium levels, and any such future regulatory actions or reforms.

Forward-looking statements made herein reflect management's expectations as of the date such statements are made. Such information is provided to assist shareholders and potential investors in understanding current and anticipated financial operations of LCNB and is included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. LCNB undertakes no obligation to update any forward-looking statement to reflect events or circumstances that arise after the date such statements are made.

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LCNB CORP. AND SUBSIDIARIES

Item 2.          Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Critical Accounting Estimates

The accounting policies of LCNB conform to U.S. generally accepted accounting principles and require management to make estimates and develop assumptions that affect the amounts reported in the financial statements and related footnotes. These estimates and assumptions are based on information available to management as of the date of the financial statements. Actual results could differ significantly from management’s estimates. As this information changes, management’s estimates and assumptions used to prepare LCNB’s financial statements and related disclosures may also change. The most significant accounting policies followed by LCNB are presented in Note 1 of the Notes to Consolidated Financial Statements included in LCNB's 2025 Annual Report on Form 10-K filed with the SEC. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the items described below to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new information becomes available.

Allowance for Credit Losses.  The allowance is maintained at a level LCNB management believes is adequate to absorb estimated credit losses identified and inherent in the loan portfolio. The allowance is established through a provision for credit losses charged to expense.  Loans are charged against the allowance for credit losses when management believes that the collectability of the principal is unlikely.  Subsequent recoveries, if any, are credited to the allowance.  The allowance is an amount that management believes will be adequate to absorb estimated losses over the contractual terms in the loan portfolio based on evaluations of the collectability of loans and prior loan loss experience.  The evaluations take into consideration such factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans, and current and forecasted economic conditions that may affect the borrowers' ability to pay.  This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

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Item 2.          Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

See Note 1 - Summary of Significant Accounting Policies - Allowance for Credit Losses on Loans in the 2025 Annual Report on Form 10-K for further detailed descriptions of LCNB's estimation process and methodology related to the allowance. See also Note 4 – Loans in this Quarterly Report on Form 10-Q for further information regarding LCNB's loan portfolio and allowance.

Accounting for Intangibles. LCNB’s intangible assets are composed primarily of goodwill and core deposit intangibles related to acquisitions of other financial institutions.

Accounting rules require LCNB to determine the fair value of all the assets and liabilities of an acquired entity and to record their fair values on the date of acquisition. LCNB employs a variety of means in determining fair values, including the use of discounted cash flow analysis, market comparisons, and projected future revenue streams. For those items for which management concludes that LCNB has the appropriate expertise to determine fair value, management may choose to use its own calculation of fair value. In other cases, where the fair value is not readily determined, consultation with outside parties is used to determine fair value. Once valuations have been determined, the net difference between the price paid for the acquired entity and the fair value of the balance sheet is recorded as goodwill. Goodwill is assessed at least annually for impairment, with any such impairment recognized in the period identified. A more frequent assessment is performed if there are material changes in the marketplace or within the organizational structure.

Core deposit intangibles acquired from business combinations are initially measured at their estimated fair values and are then amortized on a straight-line basis over their estimated useful lives. Management evaluates whether triggering events or circumstances have occurred that indicate the remaining useful life or carrying value of the amortizing intangible should be revised.

Fair Value Accounting for Debt Securities. Debt securities classified as available-for-sale are recorded at fair value with unrealized gains and losses recorded in other comprehensive income (loss), net of tax. Available-for-sale debt securities in unrealized loss positions are evaluated to determine if the decline in fair value should be recorded in income or in other comprehensive income (loss). LCNB first determines if it intends to sell or if it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either criteria is met, the security's amortized cost basis is written down to fair value through income. If neither of these criteria is met, LCNB evaluates whether the decline in fair value resulted from credit factors. In making this determination, management considers, among other factors, the extent to which fair value is less than the amortized cost basis, any changes to the rating of the security by rating agencies, and any adverse conditions specifically related to the security or issuer. If the present value of cash flows expected to be collected is less than the amortized cost basis, a provision is recorded to the allowance for credit losses. Any decline in fair value not recorded through an allowance for credit losses is recognized in accumulated other comprehensive income (loss), net of applicable taxes.

Loans Held-For-Sale. Loans held-for-sale (“LHFS”) represent mortgage loans intended to be sold in the secondary market and other loans that management has an active plan to sell. LHFS are carried at the lower-of-cost-or-fair value as determined on an aggregate basis by type of loan. Any writedowns to fair value upon the transfer of loans to LHFS are reflected in loan charge-offs. Any further decreases are recognized in non-interest income and increases in fair value above the loan cost basis are not recognized until the loans are sold.

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Item 2.          Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Results of Operations

Net income for the three months ended March 31, 2026 was $4.4 million (total basic and diluted earnings per share of $0.31). This compares to net

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2026-03-11. Report date: 2025-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Introduction

This discussion and analysis of the consolidated financial condition and consolidated results of operations of LCNB is intended to amplify certain financial information regarding LCNB and should be read in conjunction with the consolidated financial statements and related notes thereto contained in this Annual Report to Shareholders on Form 10-K.

Overview

Net income for 2025 was $23.1 million (basic and diluted earnings per share of $1.63), compared to $13.5 million (basic and diluted earnings per share of $0.97) in 2024 and $12.6 million (basic and diluted earnings per share of $1.10) in 2023.

The following items affected financial position and results of operations for the years indicated:

Column 1Column 2Column 3
Cincinnati Bancorp, Inc. merged with and into LCNB Corp. on November 1, 2023 and Eagle Financial Bancorp, Inc. merged with and into LCNB Corp. on April 12, 2024.
Column 1Column 2Column 3
Merger related expenses connected with the above two acquisitions totaled $3.4 million and $4.7 million during 2024 and 2023, respectively.
Column 1Column 2Column 3
Net interest income in 2025 was $70.2 million, compared to $60.8 million in 2024 and $56.3 million 2023.
Column 1Column 2Column 3
The provision for credit losses in 2025 totaled $1.9 million, compared to a provision of $2.0 million for 2024 and $2.1 for 2023. Included in the provision for credit losses for 2025 was a $1.4 million provision to fully reserve against two commercial and industrial loans made to the same borrower. Included in the provision for 2024 was a $763 thousand provision related to loans acquired through the Eagle Financial Bancorp acquisition that were not considered purchased with credit deterioration ("non-PCD loans"). A comparable provision of $1.7 million was recognized on non-PCD loans acquired through the Cincinnati Bancorp acquisition in 2023.
Column 1Column 2Column 3
Net gains from sales of loans totaled $2.9 million in 2025, $3.4 million in 2024, and $697 thousand in 2023. Gains were higher in 2024 primarily due to the volume of loans sold.
Column 1Column 2Column 3
Other non-interest expense for 2025 included $265 thousand in impairment charges on a closed office building held-for-sale. Other non-interest expense for 2024 and 2023 were partially offset by gains recognized on the sales of closed office buildings of $455 thousand and $425 thousand, respectively. The offices were closed as a result of LCNB's branch consolidation strategy.

Net Interest Income

LCNB's primary source of earnings is net interest income, which is the difference between earnings from loans and other investments and interest paid on deposits and other liabilities.  The following table presents, for the years indicated, average balances for interest-earning assets and interest-bearing liabilities, the income or expense related to each item, and the resulting average yields earned or rates paid.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Years ended December 31,
202520242023
AverageInterestAverageAverageInterestAverageAverageInterestAverage
OutstandingEarned/Yield/OutstandingEarned/Yield/OutstandingEarned/Yield/
BalancePaidRateBalancePaidRateBalancePaidRate
(Dollars in thousands)
Loans (1)$1,705,520$94,3135.53%1,765,67296,4775.46%1,467,98171,8944.90%
Interest-bearing demand deposits9,5925776.02%15,4868805.68%13,0397345.63%
Interest-bearing time deposits443143.16%401102.49%0.00%
Federal Reserve Bank stock6,4053846.00%6,1433696.01%4,7222835.99%
Federal Home Loan Bank stock20,7101,7858.62%19,4601,6418.43%8,2935907.11%
Investment securities:
Equity securities5,0641733.42%5,0121843.67%3,8791754.51%
Debt securities, taxable247,6714,8761.97%261,8564,8471.85%277,1575,2351.89%
Debt securities, non-taxable (2)17,8707914.43%19,0057684.04%24,0318713.62%
Total earning assets2,013,275102,9135.11%2,093,035105,1765.03%1,799,10279,7824.43%
Non-earning assets270,348267,554210,509
Allowance for credit losses(12,107)(11,263)(8,046)
Total assets$2,271,5162,349,3262,001,565
Interest-bearing demand and money market deposits$609,6159,6861.59%607,14412,8772.12%535,8657,8501.46%
Savings deposits361,6508050.22%368,4011,0280.28%398,2997250.18%
IRA and time certificates437,91316,6573.80%481,51621,9334.55%233,6047,9963.42%
Short-term borrowings4736.38%18,9871,1175.88%75,3834,0605.39%
Long-term debt110,3245,3744.87%156,6837,2654.64%56,7982,6194.61%
Total interest-bearing liabilities1,519,54932,5252.14%1,632,73144,2202.71%1,299,94923,2501.79%
Noninterest-bearing demand deposits468,117450,147472,232
Other liabilities19,88020,88021,557
Capital263,970245,568207,827
Total liabilities and capital$2,271,5162,349,3262,001,565
Net interest rate spread (3)2.97%2.32%2.64%
Net interest income and net interest margin on a tax equivalent basis (4)$70,3883.50%60,9562.91%56,5323.14%
Ratio of interest-earning assets to interest-bearing liabilities132.49%128.19%138.40%
Column 1Column 2
(1)Includes non-accrual loans if any.
Column 1Column 2
(2)Income from tax-exempt securities is included in interest income on a taxable-equivalent basis. Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.
Column 1Column 2
(3)The net interest spread is the difference between the average rate on total interest-earning assets and interest-bearing liabilities.
Column 1Column 2
(4)The net interest margin is the taxable-equivalent net interest income divided by average interest-earning assets.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The following table presents the changes in interest income and expense for each major category of interest-earning assets and interest-bearing liabilities and the amount of change attributable to volume and rate changes for the years indicated.  Changes not solely attributable to rate or volume have been allocated to volume and rate changes in proportion to the relationship of absolute dollar amounts of the changes in each.

For the years ended December 31,
2025 vs. 20242024 vs. 2023
Increase (decrease) due toIncrease (decrease) due to
VolumeRateTotalVolumeRateTotal
(In thousands)
Interest income attributable to:
Loans (1)$(3,316)1,152(2,164)15,6538,93024,583
Interest-bearing demand deposits(352)49(303)14016156
Interest-bearing time deposits134
Federal Reserve Bank stock16(1)1585186
Federal Home Loan Bank stock107371449241271,051
Investment securities:
Equity securities2(13)(11)45(36)9
Debt securities, taxable(270)29929(285)(103)(388)
Debt securities, non-taxable (2)(48)7123(196)93(103)
Total interest income(3,860)1,597(2,263)16,3669,02825,394
Interest expense attributable to:
Interest-bearing demand and money market deposits52(3,243)(3,191)1,1513,8765,027
Savings deposits(19)(204)(223)(58)361303
IRA and time certificates(1,870)(3,406)(5,276)10,6253,31213,937
Short-term borrowings(1,202)88(1,114)(3,287)344(2,943)
Long-term debt(2,242)351(1,891)4,631154,646
Total interest expense(5,281)(6,414)(11,695)13,0627,90820,970
Net interest income$1,4218,0119,4323,3041,1204,424
Column 1Column 2Column 3
(1)Non-accrual loans, if any, are included in average loan balances.
Column 1Column 2Column 3
(2)Change in interest income from non-taxable investment securities is computed based on interest income determined on a taxable-equivalent yield basis. Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.

2025 vs. 2024.  Net interest income on a fully tax-equivalent basis for 2025 totaled $70.4 million, an increase of $9.4 million from 2024.  The increase resulted from a decrease in total interest expense of $11.7 million, partially offset by a decrease in total taxable-equivalent interest income of $2.3 million.

The decrease in total interest income was due primarily to a $2.2 million decrease in interest income from loans due to a $60.2 million decrease in average loans, partially offset by a 7 basis point increase in the average rate earned.

The decrease in total interest expense was primarily due to a $5.3 million decrease in interest paid on IRA and time certificates and to a $3.2 million decrease in interest paid on interest-bearing demand and money market deposit accounts.  Interest on IRA and time certificates decreased due to a $43.6 million decrease in average balances and to a 75 basis point decrease in the average rate paid. Interest paid on interest-bearing demand and money market deposit accounts decreased due to a 53 basis point decrease in the average rate paid, partially offset by $2.5 million increase in average deposit balances. In addition, interest paid on short-term borrowings and long-term debt decreased due to decreases in average balances outstanding.  The decrease in average IRA and time certificate balances and the corresponding decrease in average rates reflects a strategic reduction in higher-cost certificates of deposit and IRA balances as part of LCNB's funding optimization strategy.

2024 vs. 2023.  Net interest income on a fully tax-equivalent basis for 2024 totaled $61.0 million, an increase of $4.4 million from 2023.  The increase resulted from an increase in total taxable-equivalent interest income of $25.4 million, which was partially offset by an increase in total interest expense of $21.0 million.

The increase in total interest income was due primarily to a $24.6 million increase in interest income from loans due to a $297.7 million increase in average loans and to a 56 basis point increase in the average rate earned. Average loans increased due to organic growth in the portfolio in addition to loans acquired through the merger with CNNB in the fourth quarter of 2023 and EFBI in the second quarter of 2024.

The increase in total interest expense was primarily due to a $13.9 million increase in interest paid on IRA and time certificates due to a $247.9 million increase in average balances and to a 113 basis point increase in the average rate paid. Interest paid on interest-bearing demand and money market deposit accounts increased due to a $71.3 million increase in average deposit balances and to a 66 basis point increase in the average rate paid. Interest paid on long-term debt increased due to a $99.9 million increase in average balances and to a 3 basis point increase in the average rate paid.

The increased rates paid on interest-bearing liabilities and the increased yield earned on interest-earning assets is largely the result of fluctuations in market rates.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Allowance for Credit Losses

LCNB continuously reviews the loan portfolio for credit risk through the use of its lending and loan review functions.  Independent loan reviews analyze specific loans, providing validation that credit risks are appropriately identified, graded, and reported to the Loan Committee, Board of Directors, and the Audit Committee. New credits meeting specific criteria are analyzed prior to origination and are reviewed by the Loan Committee of the Board of Directors and the Board of Directors.

The total provision for credit losses is determined based upon management's evaluation as to the amount needed to maintain the allowance for credit losses at a level considered appropriate in relation to the risk of losses inherent in the portfolio. For analysis purposes, the loan portfolio is separated into pools of similar loans. These pools include commercial and industrial loans, owner occupied commercial real estate loans, non-owner occupied commercial real estate loans, real estate loans secured by farms, real estate loans secured by multi-family dwellings, residential real estate loans secured by senior liens on 1-4 family dwellings, residential real estate loans secured by junior liens on 1-4 family dwellings, home equity line of credit loans, consumer loans, loans for agricultural purposes not secured by real estate, construction loans secured by 1-4 family dwellings, construction loans secured by other real estate, and several smaller classifications. Within each pool of loans, LCNB examines a variety of factors to determine the adequacy of the allowance for credit losses, including historic charge-off percentages, overall pool quality, a review of specific problem loans, current economic trends and conditions that may affect borrowers' ability to pay, and the nature, volume, and consistency of the loan pool.

LCNB recorded provisions for credit losses and unfunded commitments totaling $1.9 million for 2025, $2.0 million for 2024 and $2.1 million for 2023. The provision for 2025 includes $1.4 million to fully reserve for two commercial and industrial loans to the same borrower within the logistics sector.  Management does not believe there will be any additional reserves associated with this loan and anticipates the loan will be charged off during the first quarter of 2026. Management believes this event does not reflect the overall strength, diversity, or performance of its loan portfolio or the markets that LCNB serves. Included in the provision for credit losses for 2024 and 2023 were $763 thousand and $1.7 million, respectively, related to non-PCD loans acquired through the EFBI and CNNB acquisitions.

Calculating an appropriate level for the allowance and provision for credit losses involves a high degree of management judgment and is, by its nature, imprecise. Revisions may be necessary as more information becomes available.

Net charge-offs for 2025, 2024, and 2023 totaled $273 thousand, $741 thousand, and $185 thousand, respectively. Charge-offs during 2024 were greater because of a $589 thousand charge-off on a commercial & industrial loan.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Income

A comparison of non-interest income for 2025, 2024, and 2023 is as follows:

Increase (Decrease)
2025202420232025 vs. 20242024 vs. 2023
(In thousands)
Fiduciary income$9,5318,4457,0911,0861,354
Service charges and fees on deposit accounts7,3846,7595,856625903
Net losses on sales of debt securities(214)214(214)
Bank owned life insurance income1,4221,6651,136(243)529
Net gains from sales of loans2,9373,433697(496)2,736
Other operating income501316631185(315)
Total non-interest income$21,77520,40415,4111,3714,993

Reasons for changes include:

Fiduciary income increased in 2025, 2024, and 2023, primarily due to increases in the fair values of trust and brokerage assets managed, on which fees are based. The increases in fair value were due to the opening of new Wealth Management customer accounts and to an increase in the market values of managed assets.
Service charges and fees on deposit accounts increased during 2025 primarily due to an increased volume in overdraft fees collected and secondarily to an increase in fee income received on the ICS product. Service charges and fees on deposit accounts increased during 2024 primarily due to increases in check card income and fee income received on the ICS product, partially offset by a decrease in overdraft fees and deposit account fees in general. LCNB reduced overdraft fees from $35 per occurrence to $25 effective November 1, 2023. A higher volume of check cards were outstanding during 2024 due to the mergers with EFBI and CNNB.
Net losses from sales of debt securities during 2024 reflect losses recognized on sales of municipal securities with amortized cost bases of approximately $9.8 million. There were no sales of debt securities during 2025 or 2023.
Bank-owned life insurance ("BOLI") income was elevated in 2024 primarily due to mortality proceeds recognized. The 2025 and 2023 periods did not include mortality proceeds. BOLI income also increased to a lesser extent from 2023 to 2024 and 2025 due to insurance policies acquired in the mergers with EFBI and CNNB.
Net gains from sales of loans were greater during 2025 and 2024 primarily due to a higher volume of residential real estate loans sold. Included in these gains for the 2024 period were an $843 thousand loss on the sale of approximately $48.9 million of below market rate loans acquired from CNNB and a $359 thousand gain on the sale of approximately $29.8 million of below market rate loans predominately acquired from EFBI. The funds from these acquired loan sales were used to fund new loans and pay down debt.
Other operating income decreased in 2024 as compared to 2023 primarily due to amortization of capitalized mortgage servicing rights obtained in the merger with CNNB, which amortization is netted for accounting purposes against fee income recognized from the servicing of sold residential mortgage loans. Other operating income for 2025 increased primarily due to a decrease in amortization of capitalized mortgage servicing rights.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Expense

A comparison of non-interest expense for 2025, 2024, and 2023 is as follows:

Increase (Decrease)
2025202420232025 vs. 20242024 vs. 2023
(In thousands)
Salaries and employee benefits$35,49635,17029,1083266,062
Equipment expenses1,5171,5841,616(67)(32)
Occupancy expense, net3,9833,7253,301258424
State financial institutions tax1,7161,8811,628(165)253
Marketing1,2231,0471,101176(54)
Amortization of intangibles1,0751,142532(67)610
FDIC premiums1,4871,895932(408)963
Computer maintenance and supplies1,5061,4251,3588167
Contracted services3,5203,2122,776308436
Merger-related expenses1403,4424,656(3,302)(1,214)
Other non-interest expense10,2468,7537,4151,4931,338
Total non-interest expense$61,90963,27654,423(1,367)8,853

Reasons for changes include:

Column 1Column 2Column 3
Salaries and employee benefits were 0.9% greater in 2025 than in 2024 and 20.8% greater in 2024 than in 2023. The increase in 2025 was primarily due to increases in miscellaneous employee related costs, largely offset by a decrease in wages and benefits caused by a reduction in the number of employees. The increase in 2024 was due to overall wage and benefit increases, an increased number of employees due to the acquisitions of EFBI and CNNB, higher sales commissions, and higher health insurance costs. The increase in 2023 was primarily due to overall wage and benefit increases, a higher number of employees during November and December as a result of the CNNB merger, and a higher amount recognized for 401(k) plan matching. These increases were partially offset by decreased pension and health insurance expenses and to a higher amount of personnel expenses deferred during 2023 as a cost of loan originations.
Column 1Column 2Column 3
Occupancy expense, net increased during 2025 primarily due to increased real estate taxes and depreciation. Occupancy expense, net increased during 2024 primarily due to increased utility and depreciation expenses caused by the additional offices acquired from EFBI and CNNB. Maintenance and repair costs related to LCNB's office facilities also contributed to the increase.
Column 1Column 2Column 3
Amortization of intangibles increased during 2024 as compared to 2023 due to the amortization of core deposit intangibles recognized from the acquisitions of EFBI and CNNB. Amortization decreased during 2025 because the core deposit intangibles related to the BNB Bancorp, Inc. and Columbus First Bancorp, Inc. acquisitions were amortized in full during the year.
Column 1Column 2Column 3
FDIC insurance premiums increased during 2024 due to a higher assessment base, partially reflecting increased assets resulting from the acquisitions of EFBI and CNNB, and to increases in the assessment rate charged. FDIC insurance premiums decreased in 2025 because of decreased assessment bases, reflecting decreases in total assets, and to reductions in the assessment rate charged.
Column 1Column 2Column 3
Merger- related expenses reflect costs incurred in connection with the acquisitions of EFBI and CNNB.
Column 1Column 2Column 3
Other non-interest expense for 2025 includes $265 thousand in impairment charges related to a closed office building that is classified as held-for-sale. The remaining net increases for 2025 can be attributed to smaller increases in various other accounts. Other non-interest expense increased in 2024 partially due to increased outside accounting and auditing fees and partially due to smaller increases in various other accounts. Partially offsetting the net increase in 2024 was a $455 thousand gain recognized on the sale of an office building that was closed as a result of LCNB's office consolidation strategy, which was netted against other non-interest expense for accounting purposes. Other non-interest expense for 2023 was partially offset by a $425 thousand gain recognized on the sale of an office building that was closed as a result of LCNB's office consolidation strategy, which was netted against other non-interest expense for accounting purposes.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Income Taxes

LCNB's effective tax rates for the years ended December 31, 2025, 2024, and 2023 were 17.9%, 15.5%, and 17.2%, respectively.  The difference between the statutory rate of 21% and the effective tax rate is primarily due to tax-exempt interest income from municipal securities, tax-exempt earnings from bank owned life insurance, tax-exempt earnings from LCNB Risk Management, Inc., and tax credits and losses related to investments in affordable housing tax credit limited partnerships. The effective tax rate for 2024 was lower due to tax-exempt items not decreasing in proportion to the overall decrease in earnings, partially offset by the tax effect of non-deductible merger-related expenses.

Financial Condition

A comparison of balance sheet line items at December 31 is as follows (in thousands):

20252024Difference $Difference %
ASSETS:
Total cash and cash equivalents$21,61435,744(14,130)(39.53)%
Interest-bearing time deposits2,7102502,460984.00%
Investment securities:
Equity securities with a readily determinable fair value, at fair value1,4331,363705.14%
Equity securities without a readily determinable fair value, at cost3,6663,6660.00%
Debt securities, available-for-sale, at fair value232,271258,327(26,056)(10.09)%
Debt securities, held-to-maturity, at cost16,08016,324(244)(1.49)%
Federal Reserve Bank stock, at cost6,4056,4050.00%
Federal Home Loan Bank stock, at cost20,71020,7100.00%
Loans, net1,691,8271,709,811(17,984)(1.05)%
Loans held for sale1,7185,556(3,838)(69.08)%
Premises and equipment, net39,19641,049(1,853)(4.51)%
Operating lease right-of-use assets6,4755,78569011.93%
Goodwill90,31090,3100.00%
Core deposit and other intangibles, net9,27111,104(1,833)(16.51)%
Bank owned life insurance55,42454,0021,4222.63%
Interest receivable7,9688,701(733)(8.42)%
Other assets, net33,69138,287(4,596)(12.00)%
Total assets$2,240,7692,307,394(66,625)(2.89)%
LIABILITIES:
Deposits:
Non-interest-bearing$466,094459,6196,4751.41%
Interest-bearing1,374,2611,418,673(44,412)(3.13)%
Total deposits1,840,3551,878,292(37,937)(2.02)%
Short-term borrowingsNM
Long-term debt104,428155,153(50,725)(32.69)%
Operating leases liability6,8776,11576212.46%
Accrued interest and other liabilities15,18014,7983822.58%
Total liabilities1,966,8402,054,358(87,518)(4.26)%
SHAREHOLDERS' EQUITY:
Common shares188,212186,9371,2750.68%
Retained earnings151,938141,29010,6487.54%
Treasury shares, at cost(56,071)(56,002)(69)0.12%
Accumulated other comprehensive loss, net of taxes(10,150)(19,189)9,039(47.11)%
Total shareholders' equity273,929253,03620,8938.26%
Total liabilities and shareholders' equity$2,240,7692,307,394(66,625)(2.89)%

NM - Not Meaningful

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Reasons for changes include:

Debt securities, available-for-sale, decreased due to maturities and paydowns, partially offset by a decrease in unrealized losses. Purchases of new securities during 2025 were minimal.
Loans, net decreased due to timing of borrower payoffs and efforts to rebalance the composition of the portfolio.
Premises and equipment, net decreased due to depreciation and the transfer of the Florence building to premises held-for-sale, which is included in the other assets classification.
Operating lease right-of-use assets and operating lease liabilities increased due the renewal of expiring leases.
Core deposit and other intangibles, net decreased due to amortization of core deposit and mortgage servicing rights intangibles.
Bank owned life insurance increased due to increases in the cash values of the policies. No new policies were purchased during 2025.
Other assets, net decreased primarily due to a reduction in deferred tax assets resulting from utilization of prior-year loss carryforwards and a decline in unrealized losses on available-for-sale debt securities.
Total interest-bearing deposits decreased primarily due to decreases in IRA and time certificate deposits and to decreases in interest-bearing demand and money market deposit accounts, partially offset by an increase in deposits obtained through the ICS service. The decline in interest‑bearing balances reflects a strategic decrease of higher‑cost certificates of deposit and IRA balances as part of LCNB’s funding optimization strategy.
Long-term debt decreased due to the early payoff of $50 million in advances bearing a weighted average interest rate of 4.23% from the FHLB of Cincinnati. Funds for the payoff were provided by the increase in ICS deposits mentioned above, resulting in an overall decrease in the average interest rate. Prepayment penalties incurred were minimal.
Retained earnings increased due to net income retained during 2025.
Accumulated other comprehensive loss, net of taxes decreased because of market-driven partial recoveries in the fair value of LCNB's available-for-sale debt securities investments.

LCNB's loan portfolio represents its largest asset category and is its most significant source of interest income. Loan classifications have been identified as Commercial & Industrial, Commercial Real Estate, Residential Real Estate, Consumer, Agricultural, and Other. Commercial real estate is the largest classification in LCNB's loan portfolio, comprising about 64.4% of total loans at December 31, 2025.

Loans secured by commercial real estate consist of owner-occupied, non-owner-occupied, farmland, multi-family, and construction loans. A commercial real estate, owner-occupied loan finances the purchase, construction, or refinance of a building or other property for which the repayment of principal is dependent upon cash flows from ongoing operations conducted by the party, or an affiliate of the party, who owns the property. A commercial real estate, non-owner occupied loan finances the purchase, construction or refinance of a building or other property for which the repayment of principal is dependent upon rental income associated with the property or the subsequent sale of the property. The values of these loans are primarily impacted by the level of interest rates associated with the debt and to local economic conditions, which dictate occupancy rates and the amount of rent charged. The increase in debt service due to higher interest rates may not be able to be passed on to tenants. As part of the origination process, loan interest rates and occupancy rates are stressed to determine the impact on the borrower’s ability to maintain adequate debt service under different economic conditions. Further, LCNB monitors the concentration in any one industry and has established limits relative to the total of the Bank's tier 1 and tier 2 capital for each category of loan. Credit quality trends are monitored by industry to determine if a change in the risk exposure to a certain industry may warrant a change in underwriting standards.

The following table provides a breakdown of amortized cost of commercial real estate loans by property-type classification as of
December 31, 2025
, excluding loans which are junior in lien or covered by collateral secured with varying classes of assets (dollars in thousands):

Amount% of Total
Multi-family$274,74226%
Retail147,03014%
Office126,17512%
Mixed Use94,3789%
Hotel/Motel90,8879%
Other70,1877%
Self storage48,5685%
Warehouse (one tenant)42,1134%
Farmland35,5613%
Light Industrial29,3853%
Warehouse (more than one tenant)28,7523%
Manufacturing24,4142%
Healthcare Facilities19,1052%
Dental11,3341%
Total$1,042,631100%

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Most of LCNB's commercial real estate loans are made within its general market area of Southwest and South-Central Ohio and Northern Kentucky. The following table provides a breakdown of amortized cost of commercial real estate loans by real estate collateral location as of December 31, 2025, excluding loans which are junior in lien or covered by collateral secured with varying classes of assets (dollars in thousands):

Amount% of Total
Franklin County, Ohio$296,09628%
Hamilton County, Ohio184,09017%
Montgomery County, Ohio99,7299%
Butler County, Ohio89,3108%
Warren County, Ohio83,3388%
Delaware County, Ohio61,6866%
Other counties, Ohio40,6314%
Greene County, Ohio38,4764%
Boone County, Kentucky36,7514%
Clermont County, Ohio19,3132%
Preble County, Ohio17,9862%
Licking County, Ohio17,6622%
Kenton County, Kentucky15,0791%
Fayette County, Ohio10,9421%
Ross County, Ohio9,2651%
Fairfield County, Ohio9,0451%
Other counties, Indiana6,5851%
Other counties, Kentucky6,6471%
Total$1,042,631100%

Liquidity

LCNB Corp. depends on dividends from the Bank for the majority of its liquid assets, including the cash needed to pay dividends to its shareholders. Federal banking law limits the amount of dividends the Bank may pay to the sum of retained net income for the current year plus retained net income for the previous two years. Prior approval from the OCC, the Bank's primary regulator, is necessary for the Bank to pay dividends in excess of this amount. If dividends exceed net profit for a year, a bank is generally not required to carry forward the negative amount resulting from such excess if the bank can attribute the excess to the preceding two years. If the excess is greater than the bank's previously undistributed net income for the preceding two years, prior OCC approval of the dividend is required and a negative amount would be carried forward in future dividend calculations. In addition, dividend payments may not reduce capital levels below minimum regulatory guidelines.

Effective liquidity management ensures that cash is available to meet the cash flow needs of borrowers and depositors, pay dividends to shareholders, and meet LCNB's operating cash needs. Primary funding sources include customer deposits with the Bank, short-term and long-term borrowings from the FHLB, line of credit arrangements totaling $115.0 million with three correspondent banks, and interest and repayments received from LCNB's loan and investment portfolios.

Total remaining borrowing capacity with the FHLB at December 31, 2025 was approximately $149.1 million. Additional borrowings of approximately $115.0 million were available through the line of credit arrangements at year-end.

Management closely monitors the level of liquid assets available to meet ongoing funding needs. It is management's intent to maintain adequate liquidity so that sufficient funds are readily available at a reasonable cost. LCNB experienced no liquidity or operational problems as a result of current liquidity levels. Management believes LCNB has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short and long-term.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Commitments to extend credit at December 31, 2025 totaled $262.2 million and are more fully described in Note 14 - Commitments and Contingent Liabilities to LCNB's consolidated financial statements.  Since many commitments to extend credit may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements.

The following table provides information concerning LCNB's commitments at December 31, 2025:

Amount of Commitment Expiration Per Period
TotalOver 1Over 3
Amounts1 yearthrough 3through 5More than
Committedor lessyearsyears5 years
(In thousands)
Commitments to extend credit$36,42736,427
Unused lines of credit225,77368,57346,52726,15884,515
Standby letters of credit55
Total$262,205105,00546,52726,15884,515

Capital Resources

The Bank is required by banking regulators to meet certain minimum levels of capital adequacy. Failure to meet minimum capital requirements can initiate certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a material effect on LCNB's and the Bank's financial statements.  These minimum levels are expressed in the form of certain ratios. Capital is separated into Tier 1 capital (essentially shareholders' equity less goodwill and other intangibles) and Tier 2 capital (essentially the allowance for credit losses limited to 1.25% of risk-weighted assets). Common Equity Tier 1 Capital is the sum of common stock, related surplus, and retained earnings, net of treasury stock, accumulated other comprehensive income, and other adjustments. The first three ratios, which are based on the degree of credit risk in the Bank's assets, provide for weighting assets based on assigned risk factors and include off-balance sheet items such as loan commitments and stand-by letters of credit. Information summarizing the regulatory capital of the Bank at December 31, 2025 and 2024 and corresponding regulatory minimum requirements is included in Note 15 - Regulatory Matters and Impact on Payment of Dividends.

The FDIC, the insurer of deposits in financial institutions, has adopted a risk-based insurance premium system based in part on an institution's capital adequacy. Under this system, a depository institution is required to pay successively higher premiums depending on its capital levels and its supervisory rating by its primary regulator. It is management's intention to maintain sufficient capital to permit the Bank to maintain a "well capitalized" designation, which is the FDIC's highest rating.

On February 27, 2023, LCNB's Board of Directors authorized the Program, which replaced and superseded LCNB's prior share repurchase program, which was adopted on May 27, 2022 and expired on or around December 31, 2022. Under the terms of the Program, LCNB is authorized to repurchase up to 500 thousand of its outstanding common shares.

Under the Program, LCNB may purchase common shares through various means such as open market transactions, including block purchases, and privately negotiated transactions. The number of shares repurchased and the timing, manner, price and amount of any repurchases will be determined at LCNB's discretion. Factors include, but are not limited to, share price, trading volume, and general market conditions, along with LCNB’s general business conditions. The Program may be suspended or discontinued at any time and does not obligate LCNB to acquire any specific number of its common shares.

As part of the Program, LCNB entered into a trading plan adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The 10b5-1 trading plan permits common shares to be repurchased at times that LCNB might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions. The 10b5-1 trading plan is administered by an independent broker and is subject to price, market volume and timing restrictions.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The 2025 Plan was approved by LCNB's shareholders at the annual meeting on May 19, 2025 and superseded the 2015 Ownership Incentive Plan, which terminated on April 28, 2025.  Both plans allows for stock-based awards to eligible employees, as determined by the Compensation Committee of the Board of Directors. Awards may be made in the form of stock options, appreciation rights, restricted shares, and/or restricted share units. The 2025 Plan provides for the issuance of up to 600 thousand shares. The 2025 Plan will terminate on May 19, 2035 and is subject to earlier termination by the Compensation Committee.

Critical Accounting Estimates

The accounting policies of LCNB conform to U.S. generally accepted accounting principles and require management to make estimates and develop assumptions that affect the amounts reported in the financial statements and related footnotes. These estimates and assumptions are based on information available to management as of the date of the financial statements. Actual results could differ significantly from management’s estimates. As this information changes, management’s estimates and assumptions used to prepare LCNB’s financial statements and related disclosures may also change. The most significant accounting policies followed by LCNB are presented in Note 1 of the Notes to Consolidated Financial Statements included herein. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the items described below to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new information becomes available.

Allowance for Credit Losses. The allowance is maintained at a level LCNB management believes is adequate to absorb estimated credit losses identified and inherent in the loan portfolio. The allowance is established through a provision for credit losses charged to expense. Loans are charged against the allowance for credit losses when management believes that the collectability of the principal is unlikely. Subsequent recoveries, if any, are credited to the allowance. The allowance is an amount that management believes will be adequate to absorb estimated losses over the contractual terms in the loan portfolio based on evaluations of the collectability of loans and prior loan loss experience. The evaluations take into consideration such factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans, and current and forecasted economic conditions that may affect the borrowers' ability to pay. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Accounting for Intangibles.  LCNB’s intangible assets are composed primarily of goodwill and core deposit intangibles related to acquisitions of other financial institutions.

Accounting rules require LCNB to determine the fair value of all the assets and liabilities of an acquired entity, and to record their fair value on the date of acquisition. LCNB employs a variety of means in determining fair value, including the use of discounted cash flow analysis, market comparisons, and projected future revenue streams. For those items for which management concludes that LCNB has the appropriate expertise to determine fair value, management may choose to use its own calculation of fair value. In other cases, where the fair value is not readily determined, consultation with outside parties is used to determine fair value. Once valuations have been determined, the net difference between the price paid for the acquired entity and the fair value of the balance sheet is recorded as goodwill. Goodwill is assessed at least annually for impairment, with any such impairment recognized in the period identified. A more frequent assessment is performed if there are material changes in the market place or within the organizational structure.

Core deposit intangibles acquired from business combinations are initially measured at their estimated fair values and are then amortized on a straight-line basis over their estimated useful lives.  Management evaluates whether triggering events or circumstances have occurred that indicate the remaining useful life or carrying value of the amortizing intangible should be revised.

Fair Value Accounting for Debt Securities.  Debt securities classified as available-for-sale are recorded at fair value with unrealized gains and losses recorded in other comprehensive income (loss), net of tax. Available-for-sale debt securities in unrealized loss positions are evaluated to determine if the decline in fair value should be recorded in income or in other comprehensive income (loss). LCNB first determines if it intends to sell or if it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either criteria is met, the security's amortized cost basis is written down to fair value through income. If neither of these criteria is met, LCNB evaluates whether the decline in fair value resulted from credit factors. In making this determination, management considers, among other factors, the extent to which fair value is less than the amortized cost basis, any changes to the rating of the security by rating agencies, and any adverse conditions specifically related to the security or issuer. If the present value of cash flows expected to be collected is less than the amortized cost basis, a provision is recorded to the allowance for credit losses. Any decline in fair value not recorded through an allowance for credit losses is recognized in accumulated other comprehensive income (loss), net of applicable taxes.

Loans Held-For-Sale. Loans held-for-sale (“LHFS”) represent mortgage loans intended to be sold in the secondary market and other loans that management has an active plan to sell. LHFS are carried at the lower-of-cost-or-fair value as determined on an aggregate basis by type of loan. Any writedowns to fair value upon the transfer of loans to LHFS are reflected in loan charge-offs. Any further decreases are recognized in non-interest income and increases in fair value above the loan cost basis are not recognized until the loans are sold.

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MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0001437749-25-007283.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-03-12. Report date: 2024-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Introduction

This discussion and analysis of the consolidated financial condition and consolidated results of operations of LCNB is intended to amplify certain financial information regarding LCNB and should be read in conjunction with the consolidated financial statements and related notes thereto contained in this Annual Report to Shareholders on Form 10-K.

Overview

Net income for 2024 was $13,492,000 (basic and diluted earnings per share of $0.97), compared to $12,628,000 (basic and diluted earnings per share of $1.10) in 2023 and $22,128,000 (basic and diluted earnings per share of $1.93) in 2022.

The following items affected financial position and results of operations for the years indicated:

Column 1Column 2Column 3
Cincinnati Bancorp, Inc. merged with and into LCNB Corp. on November 1, 2023 and Eagle Financial Bancorp, Inc. merged with and into LCNB Corp. on April 12, 2024.
Column 1Column 2Column 3
Merger related expenses connected with the above two acquisitions totaled $3,442,000 and $4,656,000 during 2024 and 2023, respectively.
Column 1Column 2Column 3
Net interest income in 2024 was $60,795,000, compared to $56,349,000 in 2023 and $61,042,000 in 2022.
Column 1Column 2Column 3
The provision for credit losses in 2024 totaled $1,962,000, compared to a provision of $2,077,000 for 2023 and $250,000 for 2022. Included in the provision for credit losses for 2024 was a $763,000 provision expense related to loans acquired through the Eagle Financial Bancorp acquisition that were not considered purchased with credit deterioration (non-PCD loans"). A comparable provision of $1,722,000 was recognized on non-PCD loans acquired through the Cincinnati Bancorp acquisition in 2023.
Column 1Column 2Column 3
Net gains from sales of loans totaled $3,433,000 in 2024, $697,000 in 2023, and $196,000 in 2022. Gains were higher in 2024 primarily due to the volume of loans sold.
Column 1Column 2Column 3
Other non-interest expense for 2024 and 2023 were partially offset by gains recognized on the sale of closed office buildings of $455,000 and $425,000, respectively. The offices were closed as a result of LCNB's branch consolidation strategy.
Column 1Column 2Column 3
Other non-interest expense for 2022 included $471,000 in losses from the sales of two office buildings as a result of LCNB's branch consolidation strategy.
Column 1Column 2Column 3
Other non-interest expense for 2022 was partially offset by an $889,000 gain recognized from the sale of other real estate owned.

Net Interest Income

LCNB's primary source of earnings is net interest income, which is the difference between earnings from loans and other investments and interest paid on deposits and other liabilities.  The following table presents, for the years indicated, average balances for interest-earning assets and interest-bearing liabilities, the income or expense related to each item, and the resulting average yields earned or rates paid.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Years ended December 31,
202420232022
AverageInterestAverageAverageInterestAverageAverageInterestAverage
OutstandingEarned/Yield/OutstandingEarned/Yield/OutstandingEarned/Yield/
BalancePaidRateBalancePaidRateBalancePaidRate
(Dollars in thousands)
Loans (1)$1,765,672$96,4775.46%1,467,98171,8944.90%1,380,27259,2474.29%
Interest-bearing demand deposits15,4868905.75%13,0397345.63%9,0271661.84%
Interest-bearing time deposits610.00%0.00%0.00%
Federal Reserve Bank stock6,1433696.01%4,7222835.99%4,6522796.00%
Federal Home Loan Bank stock19,4601,6418.43%8,2935907.11%4,7161964.16%
Investment securities:
Equity securities5,0121843.67%3,8791754.51%4,451851.91%
Debt securities, taxable261,8564,8471.85%277,1575,2351.89%293,7005,0271.71%
Debt securities, non-taxable (2)19,0057684.04%24,0318713.62%27,5329533.46%
Total earning assets2,092,695105,1765.03%1,799,10279,7824.43%1,724,35065,9533.82%
Non-earning assets267,894210,509196,995
Allowance for credit losses(11,263)(8,046)(5,629)
Total assets$2,349,3262,001,5651,915,716
Interest-bearing demand and money market deposits$607,14412,8772.12%535,8657,8501.46%516,9491,3720.27%
Savings deposits368,4011,0280.28%398,2997250.18%449,8416180.14%
IRA and time certificates481,51621,9334.55%233,6047,9963.42%172,1191,6920.98%
Short-term borrowings18,9871,1175.88%75,3834,0605.39%14,4824162.87%
Long-term debt156,6837,2654.64%56,7982,6194.61%17,9106133.42%
Total interest-bearing liabilities1,632,73144,2202.71%1,299,94923,2501.79%1,171,3014,7110.40%
Noninterest-bearing demand deposits450,147472,232513,400
Other liabilities20,88021,55722,744
Capital245,568207,827208,271
Total liabilities and capital$2,349,3262,001,5651,915,716
Net interest rate spread (3)2.32%2.64%3.42%
Net interest income and net interest margin on a tax equivalent basis (4)$60,9562.91%56,5323.14%61,2423.55%
Ratio of interest-earning assets to interest-bearing liabilities128.17%138.40%147.22%
Column 1Column 2
(1)Includes non-accrual loans if any.
Column 1Column 2
(2)Income from tax-exempt securities is included in interest income on a taxable-equivalent basis. Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.
Column 1Column 2
(3)The net interest spread is the difference between the average rate on total interest-earning assets and interest-bearing liabilities.
Column 1Column 2
(4)The net interest margin is the taxable-equivalent net interest income divided by average interest-earning assets.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The following table presents the changes in interest income and expense for each major category of interest-earning assets and interest-bearing liabilities and the amount of change attributable to volume and rate changes for the years indicated.  Changes not solely attributable to rate or volume have been allocated to volume and rate changes in proportion to the relationship of absolute dollar amounts of the changes in each.

For the years ended December 31,
2024 vs. 20232023 vs. 2022
Increase (decrease) due toIncrease (decrease) due to
VolumeRateTotalVolumeRateTotal
(In thousands)
Interest income attributable to:
Loans (1)$15,6538,93024,5833,9308,71712,647
Interest-bearing demand deposits14016156101467568
Interest-bearing time deposits
Federal Reserve Bank stock8518644
Federal Home Loan Bank stock9241271,051203191394
Investment securities:
Equity securities45(36)9(12)10290
Debt securities, taxable(285)(103)(388)(293)501208
Debt securities, non-taxable (2)(196)93(103)(125)43(82)
Total interest income16,3669,02825,3943,80810,02113,829
Interest expense attributable to:
Interest-bearing demand and money market deposits1,1513,8765,027526,4266,478
Savings deposits(58)361303(77)184107
IRA and time certificates10,6253,31213,9377935,5116,304
Short-term borrowings(3,287)344(2,943)3,0166283,644
Long-term debt4,631154,6461,7292772,006
Total interest expense13,0627,90820,9705,51313,02618,539
Net interest income$3,3041,1204,424(1,705)(3,005)(4,710)
Column 1Column 2Column 3
(1)Non-accrual loans, if any, are included in average loan balances.
Column 1Column 2Column 3
(2)Change in interest income from non-taxable investment securities is computed based on interest income determined on a taxable-equivalent yield basis. Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.

2024 vs. 2023.  Net interest income on a fully tax-equivalent basis for 2024 totaled $60,956,000, an increase of $4,424,000 from 2023.  The increase resulted from an increase in total taxable-equivalent interest income of $25,394,000, which was partially offset by an increase in total interest expense of $20,970,000.

The increase in total interest income was due primarily to a $24,583,000 increase in interest income from loans due to a $297.7 million increase in average loans and to a 56 basis point increase in the average rate earned. Average loans increased due to organic growth in the portfolio in addition to loans acquired through mergers with CNNB in quarter four of 2023 and EFBI in quarter two of 2024.

The increase in total interest expense was primarily due to a $13,937,000 increase in interest paid on IRA and time certificates due to a $247.9 million increase in average balances and to a 113 basis point increase in the average rate paid. Interest paid on interest-bearing demand and money market deposit accounts increased due to a $71.3 million increase in average deposit balances and to a 66 basis point increase in the average rate paid. Interest paid on long-term debt increased due to a $99.9 million increase in average balances and to a 3 basis point increase in the average rate paid.

The increased rates paid on interest-bearing liabilities and the increased yield earned on interest-earning assets is largely the result of fluctuations in market rates.

2023 vs. 2022.  Net interest income on a fully tax-equivalent basis for 2023 totaled $56,532,000, a decrease of $4,710,000 from 2022.  The decrease resulted from an increase in total taxable-equivalent interest income of $13,829,000, which was more than offset by an increase in total interest expense of $18,539,000.

The increase in total interest income was due primarily to a $12,647,000 increase in interest income from loans due to an $87.7 million increase in average loans and to a 61 basis point increase in the average rate earned. Average loans increased due to organic growth in the portfolio and to loans acquired through the merger with CNNB.

The increase in total interest expense was primarily due to a $6,478,000 increase in interest paid on interest-bearing demand and money market deposits, a $6,304,000 increase in interest paid on IRA and time certificates, a $3,644,000 increase in interest paid on short-term borrowings, and a $2,006,000 increase in interest paid on long-term debt. Interest paid on interest-bearing demand and money market deposits increased due to an $18.9 million increase in average balances and to a 119 basis point increase in the average rate paid. Interest paid on IRA and time certificates increased due to a $61.5 million increase in average deposit balances and to a 244 basis point increase in the average rate paid. Interest paid on short-term borrowings increased due to a $60.9 million increase in average balances and to a 251 basis point increase in the average rate paid. Interest paid on long-term debt increased due to a $38.9 million increase in average balances and to a 119 basis point increase in the average rate paid.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Allowance for Credit Losses

LCNB continuously reviews the loan portfolio for credit risk through the use of its lending and loan review functions.  Independent loan reviews analyze specific loans, providing validation that credit risks are appropriately identified, graded, and reported to the Loan Committee, Board of Directors, and the Audit Committee of the Board of Directors. New credits meeting specific criteria are analyzed prior to origination and are reviewed by the Loan Committee, the Loan Committee of the Board of Directors, and the Board of Directors.

The total provision for credit losses is determined based upon management's evaluation as to the amount needed to maintain the allowance for credit losses at a level considered appropriate in relation to the risk of losses inherent in the portfolio. For analysis purposes, the loan portfolio is separated into pools of similar loans. These pools include commercial and industrial loans, owner occupied commercial real estate loans, non-owner occupied commercial real estate loans, real estate loans secured by farms, real estate loans secured by multi-family dwellings, residential real estate loans secured by senior liens on 1-4 family dwellings, residential real estate loans secured by junior liens on 1-4 family dwellings, home equity line of credit loans, consumer loans, loans for agricultural purposes not secured by real estate, construction loans secured by 1-4 family dwellings, construction loans secured by other real estate, and several smaller classifications. Within each pool of loans, LCNB examines a variety of factors to determine the adequacy of the allowance for credit losses, including historic charge-off percentages, overall pool quality, a review of specific problem loans, current economic trends and conditions that may affect borrowers' ability to pay, and the nature, volume, and consistency of the loan pool.

LCNB recorded provisions for credit losses and unfunded commitments totaling $1,962,000 for 2024, compared to a $2,077,000 provision for 2023 and a $250,000 provision for 2022. Included in the provision for credit losses for 2024 and 2023 were $763,000 and a $1,722,000, respectively, related to non-PCD loans acquired through the EFBI and CNNB acquisitions. Calculating an appropriate level for the allowance and provision for credit losses involves a high degree of management judgment and is, by its nature, imprecise. Revisions may be necessary as more information becomes available.

Net charge-offs for 2024, 2023, and 2022 totaled $741,000, $185,000, and $110,000, respectively. Charge-offs during 2024 were greater because of a $589,000 charge-off on a commercial & industrial loan.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Income

A comparison of non-interest income for 2024, 2023, and 2022 is as follows:

Increase (Decrease)
2024202320222024 vs. 20232023 vs. 2022
(In thousands)
Fiduciary income$8,4457,0916,4681,354623
Service charges and fees on deposit accounts6,7595,8566,190903(334)
Net losses on sales of debt securities(214)(214)
Bank owned life insurance income1,6651,1361,07452962
Net gains from sales of loans3,4336971962,736501
Other operating income316631360(315)271
Total non-interest income$20,40415,41114,2884,9931,123

Reasons for changes include:

Fiduciary income increased in 2024 and 2023 primarily due to increases in the fair values of trust and brokerage assets managed, on which fees are based. The increases in fair value were due to the opening of new Wealth Management customer accounts and to an increase in the market values of managed assets.
Service charges and fees on deposit accounts increased during 2024 primarily due to increases in check card income and fee income received on the ICS product, partially offset by a decrease in overdraft fees and deposit account fees in general. LCNB reduced overdraft fees from $35 per occurrence to $25 effective November 1, 2023. A higher volume of check cards were outstanding during 2024 due to the mergers with EFBI and CNNB. Service charges and fees on deposit accounts decreased during 2023 primarily due to decreases in most fee categories, including fees received from check cards, ATM usage fees, and deposit account fees in general.
Net losses from sales of debt securities during 2024 reflect losses recognized on sales of municipal securities with amortized cost bases of approximately $9.8 million.
Bank-owned life insurance ("BOLI") income increased during 2024 primarily due to mortality proceeds recognized. The 2023 and 2022 periods did not include mortality proceeds. BOLI income also increased to a lesser extent due to insurance policies acquired in the mergers with EFBI and CNNB.
Net gains from sales of loans were greater during 2024 and 2023 primarily due to a higher volume of residential real estate loans sold. Included in these gains for the 2024 period were an $843,000 loss on the sale of approximately $48.9 million of below market rate loans acquired from CNNB and a $359,000 gain on the sale of approximately $29.8 million of below market rate loans predominately acquired from EFBI. The funds from these acquired loan sales were used to fund new loans and pay down debt.
Other operating income decreased in 2024 as compared to 2023 primarily due to amortization of capitalized mortgage servicing rights obtained in the merger with CNNB, which amortization is netted for accounting purposes against fee income recognized from the servicing of sold residential mortgage loans. Other operating income increased in 2023 as compared to 2022 primarily because of realized and unrealized net gains on equity securities, reflecting a partial recovery in market values.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Expense

A comparison of non-interest expense for 2024, 2023, and 2022 is as follows:

Increase (Decrease)
2024202320222024 vs. 20232023 vs. 2022
(In thousands)
Salaries and employee benefits$35,17029,10828,4836,062625
Equipment expenses1,5841,6161,629(32)(13)
Occupancy expense, net3,7253,3013,067424234
State financial institutions tax1,8811,6281,740253(112)
Marketing1,0471,1011,184(54)(83)
Amortization of intangibles1,14253247861054
FDIC premiums1,895932530963402
Computer maintenance and supplies1,4251,3581,11467244
Contracted services3,2122,7762,503436273
Other real estate owned, net54(866)1870
Merger-related expenses3,4424,656(1,214)4,656
Other non-interest expense8,7487,4118,2721,337(861)
Total non-interest expense$63,27654,42348,1348,8536,289

Reasons for changes include:

Column 1Column 2Column 3
Salaries and employee benefits were 20.8% greater in 2024 than in 2023 and 2.2% greater in 2023 than in 2022. The increase in 2024 was due to overall wage and benefit increases, an increased number of employees due to the acquisitions of EFBI and CNNB, higher sales commissions, and higher health insurance costs. The increase in 2023 was primarily due to overall wage and benefit increases, a higher number of employees during November and December as a result of the CNNB merger, and a higher amount recognized for 401(k) plan matching. These increases were partially offset by decreased pension and health insurance expenses and to a higher amount of personnel expenses deferred during 2023 as a cost of loan originations.
Column 1Column 2Column 3
Occupancy expense, net increased during 2024 primarily due to increased utility and depreciation expenses caused by the additional offices acquired from EFBI and CNNB. Maintenance and repair costs related to LCNB's office facilities also contributed to the increase. Occupancy expense, net increased during 2023 due to a higher amount of maintenance and repair costs on LCNB's properties in general as well as incremental expenses related to the CNNB acquisition.
Column 1Column 2Column 3
State financial institutions tax, which is based on previous year-end capital levels, increased during 2024 as compared to 2023 due to increases in capital resulting primarily from stock issued for the acquisition of CNNB. The tax decreased in 2023 as compared to 2022 due to reductions in capital caused by treasury share purchases during 2022 and a decrease in the fair value of debt securities during 2022, which was recorded net of taxes as an increase in accumulated other comprehensive loss, a component of capital.
Column 1Column 2Column 3
Amortization of intangibles increased during 2024 as compared to 2023 due to the amortization of core deposit intangibles recognized from the acquisitions of EFBI and CNNB.
Column 1Column 2Column 3
FDIC insurance premiums increased during 2024 due to a higher assessment base, partially reflecting increased assets resulting from the acquisitions of EFBI and CNNB, and to an increase in the assessment rate charged. FDIC insurance premiums increased in 2023 because of a two basis point increase in the FDIC's initial base deposit insurance assessment rate that took effect at the beginning of that year.
Column 1Column 2Column 3
Other real estate owned, net for 2022, is primarily due to a gain recognized on the sale of foreclosed property, slightly offset by other expenses recognized on such property.
Column 1Column 2Column 3
Merger- related expenses reflect costs incurred in connection with the acquisitions of EFBI and CNNB.
Column 1Column 2Column 3
Other non-interest expense increased in 2024 partially due to increased outside accounting and auditing fees and partially due to smaller increases in various other accounts. Partially offsetting the net increase in 2024 was a $455,000 gain recognized on the sale of an office building that was closed as a result of LCNB's office consolidation strategy, which was netted against other non-interest expense for accounting purposes. Other non-interest expense decreased during 2023 primarily due to a $425,000 gain recognized on the sale of an office building that was closed as a result of LCNB's office consolidation strategy, which was netted against other non-interest expense for accounting purposes. Other non-interest expense for 2022 included $471,000 in losses from the sales of two closed office buildings.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Income Taxes

LCNB's effective tax rates for the years ended December 31, 2024, 2023, and 2022 were 15.5%, 17.2%, and 17.9%, respectively.  The difference between the statutory rate of 21% and the effective tax rate is primarily due to tax-exempt interest income from municipal securities, tax-exempt earnings from bank owned life insurance, tax-exempt earnings from LCNB Risk Management, Inc. and tax credits and losses related to investments in affordable housing tax credit limited partnerships netted with the net impact of non-deductible merger costs for 2023 and 2024. The effective tax rate for 2024 was lower due to tax-exempt items not decreasing in proportion to the overall decrease in earnings.

Financial Condition

A comparison of balance sheet line items at December 31 is as follows (in thousands):

20242023Difference $Difference %
ASSETS:
Total cash and cash equivalents35,74439,723(3,979)(10.02)%
Interest-bearing time deposits250250NM
Investment securities:
Equity securities with a readily determinable fair value, at fair value1,3631,336272.02%
Equity securities without a readily determinable fair value, at cost3,6663,6660.00%
Debt securities, available-for-sale, at fair value258,327276,601(18,274)(6.61)%
Debt securities, held-to-maturity, at cost16,32416,858(534)(3.17)%
Federal Reserve Bank stock, at cost6,4055,0861,31925.93%
Federal Home Loan Bank stock, at cost20,71015,1765,53436.47%
Loans, net1,709,8111,712,946(3,135)(0.18)%
Loans held for sale5,5565,556NM
Premises and equipment, net41,04936,3024,74713.08%
Operating lease right-of-use assets5,7856,000(215)(3.58)%
Goodwill90,31079,50910,80113.58%
Core deposit and other intangibles, net11,1049,4941,61016.96%
Bank owned life insurance54,00249,8474,1558.34%
Interest receivable8,7018,4052963.52%
Other assets, net38,28730,6437,64424.95%
Total assets$2,307,3942,291,59215,8020.69%
LIABILITIES:
Deposits:
Non-interest-bearing459,619462,267(2,648)(0.57)%
Interest-bearing1,418,6731,362,12256,5514.15%
Total deposits1,878,2921,824,38953,9032.95%
Short-term borrowings97,395(97,395)(100.00)%
Long-term debt155,153113,12342,03037.15%
Operating leases liability6,1156,261(146)(2.33)%
Accrued interest and other liabilities14,79815,121(323)(2.14)%
Total liabilities2,054,3582,056,289(1,931)(0.09)%
SHAREHOLDERS' EQUITY:
Common shares186,937173,63713,3007.66%
Retained earnings141,290140,0171,2730.91%
Treasury shares, at cost(56,002)(56,015)13(0.02)%
Accumulated other comprehensive loss, net of taxes(19,189)(22,336)3,147(14.09)%
Total shareholders' equity253,036235,30317,7337.54%
Total liabilities and shareholders' equity$2,307,3942,291,59215,8020.69%

NM - Not Meaningful

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Reasons for changes include:

Debt securities, available-for-sale, decreased due to maturities, paydowns, sales, and calls, partially offset by purchases of new securities and increases in market valuation.
FHLB stock increased due to the addition of stock previously held by EFBI and to the purchase of additional stock to support additional borrowings and loans sold to the FHLB, partially offset by the FHLB's repurchase of excess stock.
Net loans decreased primarily due to loans transferred to the held-for-sale category and later sold, partially offset by the addition of loans acquired through the merger with EFBI. Approximately $233 million of single-family residential loans were sold in the secondary market during 2024.
Premises and equipment, net increased primarily due to additional office buildings acquired in the merger with EFBI and the construction of the new downtown Chillicothe Office.
Goodwill increased due to additional goodwill recorded as a result of the merger with EFBI.
Core deposit and other intangibles increased due to the addition of a core deposit intangible obtained in the merger with EFBI.
Bank owned life insurance increased primarily due to additional policies obtained in the merger with EFBI and secondarily due to increases in the cash values of the policies. No new policies were purchased during 2024.
Other assets increased primarily due to deferred tax assets recorded as a result of the EFBI merger.
Total deposits increased due to a combination of deposits acquired through the merger with EFBI and through organic deposit growth, partially offset by a decrease in funds invested in the ICS demand reciprocal product. Most of the deposit growth occurred in the money market deposit and IRA and time certificates products.
Long-term debt increased due to additional advances from the FHLB of Cincinnati. The new debt was used to pay down short-term borrowings and to support growth in liquidity and the loan portfolio.
Common shares increased primarily because 868,001 shares of LCNB common stock valued at $12,187,000 were issued to EFBI shareholders to effectuate the merger.
Accumulated other comprehensive loss, net of taxes decreased because of market-driven partial recoveries in the fair value of LCNB's available-for-sale debt securities investments.

LCNB's loan portfolio represents its largest asset category and is its most significant source of interest income. Loan classifications have been identified as Commercial & Industrial, Commercial Real Estate, Residential Real Estate, Consumer, Agricultural, and Other. Commercial real estate is the largest classification in LCNB's loan portfolio, comprising about 64.6% of total loans at December 31, 2024.

Loans secured by commercial real estate consist of owner-occupied, non-owner-occupied, farmland, multi-family, and construction loans. A commercial real estate, owner-occupied loan finances the purchase, construction, or refinance of a building or other property for which the repayment of principal is dependent upon cash flows from ongoing operations conducted by the party, or an affiliate of the party, who owns the property. A commercial real estate, non-owner occupied loan finances the purchase, construction or refinance of a building or other property for which the repayment of principal is dependent upon rental income associated with the property or the subsequent sale of the property. The values of these loans are primarily impacted by the level of interest rates associated with the debt and to local economic conditions, which dictate occupancy rates and the amount of rent charged. The increase in debt service due to higher interest rates may not be able to be passed on to tenants. As part of the origination process, loan interest rates and occupancy rates are stressed to determine the impact on the borrower’s ability to maintain adequate debt service under different economic conditions. Further, LCNB monitors the concentration in any one industry and has established limits relative to the total of the Bank's tier 1 and tier 2 capital for each category of loan. Credit quality trends are monitored by industry to determine if a change in the risk exposure to a certain industry may warrant a change in underwriting standards.

The following table provides a breakdown of amortized cost of commercial real estate loans by property-type classification as of
December 31, 2024
, excluding loans which are junior in lien or covered by collateral secured with varying classes of assets (dollars in thousands):

Amount% of Total
Multi-family$277,91028%
Retail161,20416%
Office123,46212%
Mixed Use95,11710%
Hotel/Motel81,7728%
Self storage46,1155%
Warehouse (one tenant)44,8354%
Light Industrial33,1513%
Warehouse (more than one tenant)21,1822%
Healthcare Facilities19,9952%
Manufacturing19,8272%
Dental12,9871%
Other70,8817%
Total$1,008,438100%

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Most of LCNB's commercial real estate loans are made within its general market area of Southwest and South-Central Ohio and Northern Kentucky. The following table provides a breakdown of amortized cost of commercial real estate loans by real estate collateral location as of December 31, 2024, excluding loans which are junior in lien or covered by collateral secured with varying classes of assets (dollars in thousands):

Amount% of Total
Franklin County, Ohio$305,27230%
Hamilton County, Ohio202,53820%
Montgomery County, Ohio92,8479%
Butler County, Ohio88,2219%
Warren County, Ohio81,3388%
Delaware County, Ohio39,9004%
Greene County, Ohio31,9413%
Boone County, Kentucky29,1663%
Kenton County, Kentucky20,7142%
Clermont County, Ohio18,9122%
Licking County, Ohio14,8062%
Fairfield County, Ohio9,6791%
Ross County, Ohio8,6621%
Other, Ohio53,1495%
Other, Kentucky7,0651%
Other, Indiana3,3900%
Other, West Virginia8380%
Total$1,008,438100%

Liquidity

LCNB Corp. depends on dividends from the Bank for the majority of its liquid assets, including the cash needed to pay dividends to its shareholders. Federal banking law limits the amount of dividends the Bank may pay to the sum of retained net income for the current year plus retained net income for the previous two years. Prior approval from the OCC, the Bank's primary regulator, is necessary for the Bank to pay dividends in excess of this amount. If dividends exceed net profit for a year, a bank is generally not required to carry forward the negative amount resulting from such excess if the bank can attribute the excess to the preceding two years. If the excess is greater than the bank's previously undistributed net income for the preceding two years, prior OCC approval of the dividend is required and a negative amount would be carried forward in future dividend calculations. In addition, dividend payments may not reduce capital levels below minimum regulatory guidelines.

Effective liquidity management ensures that cash is available to meet the cash flow needs of borrowers and depositors, pay dividends to shareholders, and meet LCNB's operating cash needs. Primary funding sources include customer deposits with the Bank, short-term and long-term borrowings from the FHLB, line of credit arrangements totaling $115.0 million with three correspondent banks, and interest and repayments received from LCNB's loan and investment portfolios.

Total remaining borrowing capacity with the FHLB at December 31, 2024 was approximately $115.4 million. Additional borrowings of approximately $115.0 million were available through the line of credit arrangements at year-end.

Management closely monitors the level of liquid assets available to meet ongoing funding needs. It is management's intent to maintain adequate liquidity so that sufficient funds are readily available at a reasonable cost. LCNB experienced no liquidity or operational problems as a result of current liquidity levels. Management believes LCNB has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short and long-term.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Commitments to extend credit at December 31, 2024 totaled $290.5 million and are more fully described in Note 14 - Commitments and Contingent Liabilities to LCNB's consolidated financial statements.  Since many commitments to extend credit may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements.

The following table provides information concerning LCNB's commitments at December 31, 2024:

Amount of Commitment Expiration Per Period
TotalOver 1Over 3
Amounts1 yearthrough 3through 5More than
Committedor lessyearsyears5 years
(In thousands)
Commitments to extend credit$31,49231,492
Unused lines of credit259,01576,11073,50617,15992,240
Standby letters of credit55
Total$290,512107,60773,50617,15992,240

Capital Resources

The Bank is required by banking regulators to meet certain minimum levels of capital adequacy. Failure to meet minimum capital requirements can initiate certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a material effect on LCNB's and the Bank's financial statements.  These minimum levels are expressed in the form of certain ratios. Capital is separated into Tier 1 capital (essentially shareholders' equity less goodwill and other intangibles) and Tier 2 capital (essentially the allowance for credit losses limited to 1.25% of risk-weighted assets). Common Equity Tier 1 Capital is the sum of common stock, related surplus, and retained earnings, net of treasury stock, accumulated other comprehensive income, and other adjustments. The first three ratios, which are based on the degree of credit risk in the Bank's assets, provide for weighting assets based on assigned risk factors and include off-balance sheet items such as loan commitments and stand-by letters of credit. Information summarizing the regulatory capital of the Bank at December 31, 2024 and 2023 and corresponding regulatory minimum requirements is included in Note 15 - Regulatory Matters and Impact on Payment of Dividends.

The FDIC, the insurer of deposits in financial institutions, has adopted a risk-based insurance premium system based in part on an institution's capital adequacy. Under this system, a depository institution is required to pay successively higher premiums depending on its capital levels and its supervisory rating by its primary regulator. It is management's intention to maintain sufficient capital to permit the Bank to maintain a "well capitalized" designation, which is the FDIC's highest rating.

On May 27, 2022, LCNB's Board of Directors authorized a share repurchase program (the “Program”). Under the terms of the Program, LCNB is authorized to repurchase up to 500,000 of its outstanding common shares. The Program replaced and superseded LCNB’s prior share repurchase program, which was adopted on August 24, 2020.

Under the Program, LCNB may purchase common shares through various means such as open market transactions, including block purchases, and privately negotiated transactions. The number of shares repurchased and the timing, manner, price and amount of any repurchases will be determined at LCNB's discretion. Factors include, but are not limited to, share price, trading volume, and general market conditions, along with LCNB’s general business conditions. The Program may be suspended or discontinued at any time and does not obligate LCNB to acquire any specific number of its common shares.

As part of the Program, LCNB entered into a trading plan adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The 10b5-1 trading plan permits common shares to be repurchased at times that LCNB might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions. The 10b5-1 trading plan is administered by an independent broker and is subject to price, market volume and timing restrictions.

The Program expired on or around December 31, 2022 and was replaced with a new share repurchase program that was authorized by the Board of Directors on February 27, 2023. The new share repurchase program authorizes the repurchase of up to 500,000 shares of common stock.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The 2015 Ownership Incentive Plan (the "2015 Plan") was approved by LCNB's shareholders at the annual meeting on April 28, 2015 and allows for stock-based awards to eligible employees, as determined by the Compensation Committee of the Board of Directors. Awards may be made in the form of stock options, appreciation rights, restricted shares, and/or restricted share units. The 2015 Plan provides for the issuance of up to 450,000 shares. The 2015 Plan will terminate on April 28, 2025 and is subject to earlier termination by the Compensation Committee.

Critical Accounting Estimates

The accounting policies of LCNB conform to U.S. generally accepted accounting principles and require management to make estimates and develop assumptions that affect the amounts reported in the financial statements and related footnotes. These estimates and assumptions are based on information available to management as of the date of the financial statements. Actual results could differ significantly from management’s estimates. As this information changes, management’s estimates and assumptions used to prepare LCNB’s financial statements and related disclosures may also change. The most significant accounting policies followed by LCNB are presented in Note 1 of the Notes to Consolidated Financial Statements included herein. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the items described below to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new information becomes available.

Business Combinations. Assets acquired, including identified intangible assets such as core deposit intangibles, and liabilities assumed as a result of a merger or acquisition transaction are recorded at their estimated fair values. The difference between the consideration paid and the net fair value of assets acquired and liabilities assumed is recorded as goodwill. Management engages third-party specialists to assist in the development of fair value estimates. Significant estimates and assumptions used to value acquired assets and liabilities assumed include, but are not limited to, projected cash flows, future growth rates, repayment rates, default rates and losses assuming default, discount rates, and realizable collateral values. The allowance for credit losses for PCD loans is recognized within acquisition accounting. The allowance for credit losses for non-PCD assets is recognized as provision for credit losses in the same reporting period as the merger or acquisition. Fair value adjustments are amortized or accreted into the income statement over the estimated lives of the acquired assets and assumed liabilities. The purchase date valuations and any subsequent adjustments determine the amount of goodwill recognized in connection with the merger or acquisition.

Preliminary estimates of fair values may be adjusted for a period of time no greater than one year subsequent to the merger or acquisition date if new information is obtained about facts and circumstances that existed as of the merger or acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. Adjustments recorded during this period are recognized in the current reporting period.

Allowance for Credit Losses. The allowance is maintained at a level LCNB management believes is adequate to absorb estimated credit losses identified and inherent in the loan portfolio. The allowance is established through a provision for credit losses charged to expense. Loans are charged against the allowance for credit losses when management believes that the collectability of the principal is unlikely. Subsequent recoveries, if any, are credited to the allowance. The allowance is an amount that management believes will be adequate to absorb estimated losses over the contractual terms in the loan portfolio based on evaluations of the collectability of loans and prior loan loss experience. The evaluations take into consideration such factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans, and current and forecasted economic conditions that may affect the borrowers' ability to pay. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. This ASU (as subsequently amended by ASU 2018-19) significantly changed how entities measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. This standard replaced the “incurred loss” approach with an “expected loss” model. Referred to as the CECL model, this standard applies to financial assets subject to credit losses and measured at amortized cost and certain off-balance sheet credit exposures. The standard also expanded disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance. In addition, entities need to disclose the amortized cost balance for each class of financial asset by credit quality indicator, disaggregated by the year of origination.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

LCNB adopted CECL effective January 1, 2023 using the modified retrospective method for all financial assets measured at amortized cost and off-balance sheet credit exposures. Results for reporting periods beginning after January 1, 2023 are presented under CECL while prior period amounts continue to be reported in accordance with the incurred loss accounting standards. The transition adjustment of the CECL adoption included an increase in the allowance of $2.4 million, and a $1.9 million decrease to the retained earnings account to reflect the cumulative effect of adopting CECL on the Consolidated Balance Sheet, with the $0.5 million tax impact portion being recorded as part of the deferred tax asset in other assets in the Consolidated Balance Sheet.

See Note 1- Basis of Presentation - Adoption of New Accounting Pronouncements in this Annual Report on Form 10-K for further detailed descriptions of LCNB's estimation process and methodology related to the allowance. See also Note 4 – Loans in this Annual Report on Form 10-K for further information regarding LCNB's loan portfolio and allowance.

Accounting for Intangibles.  LCNB’s intangible assets are composed primarily of goodwill and core deposit intangibles related to acquisitions of other financial institutions.

Accounting rules require LCNB to determine the fair value of all the assets and liabilities of an acquired entity, and to record their fair value on the date of acquisition. LCNB employs a variety of means in determining fair value, including the use of discounted cash flow analysis, market comparisons and projected future revenue streams. For those items for which management concludes that LCNB has the appropriate expertise to determine fair value, management may choose to use its own calculation of fair value. In other cases, where the fair value is not readily determined, consultation with outside parties is used to determine fair value. Once valuations have been determined, the net difference between the price paid for the acquired entity and the fair value of the balance sheet is recorded as goodwill. Goodwill is assessed at least annually for impairment, with any such impairment recognized in the period identified. A more frequent assessment is performed if there are material changes in the market place or within the organizational structure.

Core deposit intangibles acquired from business combinations are initially measured at their estimated fair values and are then amortized on a straight-line basis over their estimated useful lives.  Management evaluates whether triggering events or circumstances have occurred that indicate the remaining useful life or carrying value of the amortizing intangible should be revised.

Fair Value Accounting for Debt Securities.  Debt securities classified as available-for-sale are recorded at fair value with unrealized gains and losses recorded in other comprehensive income (loss), net of tax. Available-for-sale debt securities in unrealized loss positions are evaluated to determine if the decline in fair value should be recorded in income or in other comprehensive income (loss). LCNB first determines if it intends to sell or if it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either criteria is met, the security's amortized cost basis is written down to fair value through income. If neither of these criteria is met, LCNB evaluates whether the decline in fair value resulted from credit factors. In making this determination, management considers, among other factors, the extent to which fair value is less than the amortized cost basis, any changes to the rating of the security by rating agencies, and any adverse conditions specifically related to the security or issuer. If the present value of cash flows expected to be collected is less than the amortized cost basis, a provision is recorded to the allowance for credit losses. Any decline in fair value not recorded through an allowance for credit losses is recognized in accumulated other comprehensive income (loss), net of applicable taxes.

Loans Held-For-Sale. Loans held-for-sale (“LHFS”) represent mortgage loans intended to be sold in the secondary market and other loans that management has an active plan to sell. LHFS are carried at the lower-of-cost-or-fair value as determined on an aggregate basis by type of loan. Any writedowns to fair value upon the transfer of loans to LHFS are reflected in loan charge-offs. Any further decreases are recognized in non-interest income and increases in fair value above the loan cost basis are not recognized until the loans are sold.

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FY 2023 10-K MD&A

SEC filing source: 0001074902-24-000060.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-03-15. Report date: 2023-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Introduction

This discussion and analysis of the consolidated financial condition and consolidated results of operations of LCNB is intended to amplify certain financial information regarding LCNB and should be read in conjunction with the consolidated financial statements and related notes thereto contained in this Annual Report to Shareholders on Form 10-K.

Overview

Net income for 2023 was $12,628,000 (basic and diluted earnings per share of $1.10), compared to $22,128,000 (basic and diluted earnings per share of $1.93) in 2022 and $20,974,000 (basic and diluted earnings per share of $1.66) in 2021.

The following items affected financial position and results of operations for the years indicated:

•Cincinnati Bancorp, Inc. merged with and into LCNB Corp. on November 1, 2023.

•Eagle Financial Bancorp, Inc. is expected to merge with and into LCNB Corp. during the second quarter 2024.

•Merger related expenses connected with the above two acquisitions totaled $4,656,000 during 2023.

•Net interest income in 2023 was $56,349,000, compared to $61,042,000 in 2022 and $57,124,000 in 2021.

•The provision for credit losses in 2023 totaled $2,077,000, compared to a provision of $250,000 for 2022 and a recovery of $269,000 for 2021. Included in the provision for credit losses for 2023 was a $1,722,000 provision expense related to loans acquired through the Cincinnati Federal acquisition that were not considered purchased with credit deterioration ("non-PCD loans").

•Net gains from sales of loans totaled $697,000 in 2023, $196,000 in 2022, and $852,000 in 2021. Gains were lower in 2022 primarily due to the volume of loans sold.

•Other non-interest expense for 2023 was partially offset by a $425,000 gain recognized on the sale of an office building as a result of LCNB's branch consolidation strategy.

•Other non-interest expense for 2022 included $471,000 in losses from the sales of two office buildings as a result of LCNB's branch consolidation strategy.

•Other non-interest expense for 2022 was partially offset by an $889,000 gain recognized from the sale of other real estate owned.

Net Interest Income

LCNB's primary source of earnings is net interest income, which is the difference between earnings from loans and other investments and interest paid on deposits and other liabilities.  The following table presents, for the years indicated, average balances for interest-earning assets and interest-bearing liabilities, the income or expense related to each item, and the resulting average yields earned or rates paid.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Years ended December 31,
202320222021
Average Outstanding BalanceInterest Earned/ PaidAverage Yield/ RateAverage Outstanding BalanceInterest Earned/ PaidAverage Yield/ RateAverage Outstanding BalanceInterest Earned/ PaidAverage Yield/ Rate
(Dollars in thousands)
Loans (1)$1,467,981$71,8944.90%$1,380,272$59,2474.29%$1,329,072$56,1424.22%
Interest-bearing demand deposits13,0397345.63%9,0271661.84%14,876480.32%
Federal Reserve Bank stock4,7222835.99%4,6522796.00%4,6522796.00%
Federal Home Loan Bank stock8,2935907.11%4,7161964.16%5,2031042.00%
Investment securities:
Equity securities3,8791754.51%4,451851.91%4,576721.57%
Debt securities, taxable277,1575,2351.89%293,7005,0271.71%272,2513,6681.35%
Debt securities, non-taxable (2)24,0318713.62%27,5329533.46%32,9371,0943.32%
Total earning assets1,799,10279,7824.43%1,724,35065,9533.82%1,663,56761,4073.69%
Non-earning assets210,509196,995193,597
Allowance for credit losses(8,046)(5,629)(5,701)
Total assets$2,001,565$1,915,716$1,851,463
Interest-bearing demand and money market deposits$535,8657,8501.46%$516,9491,3720.27%$463,6365560.12%
Savings deposits398,2997250.18%449,8416180.14%407,2985990.15%
IRA and time certificates233,6047,9963.42%172,1191,6920.98%214,3442,4231.13%
Short-term borrowings75,3834,0605.39%14,4824162.87%82160.73%
Long-term debt56,7982,6194.61%17,9106133.42%16,1484692.90%
Total interest-bearing liabilities1,299,94923,2501.79%1,171,3014,7110.40%1,102,2474,0530.37%
Noninterest-bearing demand deposits472,232513,400482,402
Other liabilities21,55722,74425,991
Capital207,827208,271240,823
Total liabilities and capital$2,001,565$1,915,716$1,851,463
Net interest rate spread (3)2.64%3.42%3.32%
Net interest income and net interest margin on a tax equivalent basis (4)$56,5323.14%$61,2423.55%$57,3543.45%
Ratio of interest-earning assets to interest-bearing liabilities138.40%147.22%150.93%

(1)Includes non-accrual loans if any.

(2)Income from tax-exempt securities is included in interest income on a taxable-equivalent basis.  Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.

(3)The net interest spread is the difference between the average rate on total interest-earning assets and interest-bearing liabilities.

(4)The net interest margin is the taxable-equivalent net interest income divided by average interest-earning assets.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The following table presents the changes in interest income and expense for each major category of interest-earning assets and interest-bearing liabilities and the amount of change attributable to volume and rate changes for the years indicated.  Changes not solely attributable to rate or volume have been allocated to volume and rate changes in proportion to the relationship of absolute dollar amounts of the changes in each.

For the years ended December 31,
2023 vs. 20222022 vs. 2021
Increase (decrease) due toIncrease (decrease) due to
VolumeRateTotalVolumeRateTotal
(In thousands)
Interest income attributable to:
Loans (1)$3,9308,71712,6472,1879183,105
Interest-bearing demand deposits101467568(26)144118
Federal Reserve Bank stock44
Federal Home Loan Bank stock203191394(11)10392
Investment securities:
Equity securities(12)10290(2)1513
Debt securities, taxable(293)5012083071,0521,359
Debt securities, non-taxable (2)(125)43(82)(186)45(141)
Total interest income3,80810,02113,8292,2692,2774,546
Interest expense attributable to:
Interest-bearing demand and money market deposits526,4266,47871745816
Savings deposits(77)18410760(41)19
IRA and time certificates7935,5116,304(440)(291)(731)
Short-term borrowings3,0166283,64434961410
Long-term debt1,7292772,0065589144
Total interest expense5,51313,02618,53995563658
Net interest income$(1,705)(3,005)(4,710)2,1741,7143,888

(1)Non-accrual loans, if any, are included in average loan balances.

(2)Change in interest income from non-taxable investment securities is computed based on interest income determined on a taxable-equivalent yield basis.  Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.

2023 vs. 2022.  Net interest income on a fully tax-equivalent basis for 2023 totaled $56,532,000, a decrease of $4,710,000 from 2022.  The decrease resulted from an increase in total taxable-equivalent interest income of $13,829,000, which was more than offset by an increase in total interest expense of $18,539,000.

The increase in total interest income was due primarily to a $12,647,000 increase in interest income from loans due to an $87.7 million increase in average loans and to a 61 basis point increase in the average rate earned. Average loans increased due to organic growth in the portfolio and to loans acquired through the merger with CNNB.

The increase in total interest expense was primarily due to a $6,478,000 increase in interest paid on interest-bearing demand and money market deposits, a $6,304,000 increase in interest paid on IRA and time certificates, a $3,644,000 increase in interest paid on short-term borrowings, and a $2,006,000 increase in interest paid on long-term debt. Interest paid on interest-bearing demand and money market deposits increased due to an $18.9 million increase in average balances and to a 119 basis point increase in the average rate paid. Interest paid on IRA and time certificates increased due to a $61.5 million increase in average deposit balances and to a 244 basis point increase in the average rate paid. Interest paid on short-term borrowings increased due to a $60.9 million increase in average balances and to a 251 basis point increase in the average rate paid. Interest paid on long-term debt increased due to a $38.9 million increase in average balances and to a 119 basis point increase in the average rate paid.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The increased rates paid on interest-bearing liabilities and the increased yield earned on interest-earning assets is largely the result of higher market interest rates that were caused by FOMC increases in the Targeted Federal Funds rate. The Targeted Federal Funds rate increased by 425 basis points during 2022 and by an additional 100 basis points during 2023.

2022 vs. 2021.  Net interest income on a fully tax-equivalent basis for 2022 totaled $61,242,000, an increase of $3,888,000 from 2021.  The increase resulted from an increase in total taxable-equivalent interest income of $4,546,000, partially offset by an increase in total interest expense of $658,000.

The increase in total interest income was due primarily to a $3,105,000 increase in interest income from loans and a $1,359,000 increase in interest income from taxable debt securities. Loan interest increased due to a $51.2 million increase in average loans and to a 7 basis point increase in the average rate earned. The average rate earned includes loan prepayment fees, which increased from $601,000 for 2021 to $1,025,000 for 2022. Interest income from taxable debt securities increased due to a $21.4 million increase in average securities and to a 36 basis point increase in the average rate earned on these securities.

The increase in total interest expense was primarily due to an $816,000 increase in interest paid on NOW and money market deposits, a $410,000 increase in interest paid on short-term borrowings, and a $144,000 increase in interest paid on long-term debt, partially offset by a $731,000 decrease in interest paid on IRA and time certificates. Interest paid on NOW and money market deposits increased due to a $53.3 million increase in average balances and to a 15 basis point increase in the average rate paid. Interest paid on IRA and time certificates decreased due to a $42.2 million decrease in average deposit balances and to a 15 basis point decrease in the average rate paid. Interest paid on short-term borrowings increased due to a $13.7 million increase in average balances and to a 214 basis point increase in the average rate paid. Interest paid on long-term debt increased due to a $1.8 million increase in average balances and to a 52 basis point increase in the average rate paid.

Allowance for Credit Losses

LCNB continuously reviews the loan portfolio for credit risk through the use of its lending and loan review functions.  Independent loan reviews analyze specific loans, providing validation that credit risks are appropriately identified, graded, and reported to the Loan Committee, Board of Directors, and the Audit Committee of the Board of Directors. New credits meeting specific criteria are analyzed prior to origination and are reviewed by the Loan Committee, the Loan Committee of the Board of Directors, and the Board of Directors.

The total provision for credit losses is determined based upon management's evaluation as to the amount needed to maintain the allowance for credit losses at a level considered appropriate in relation to the risk of losses inherent in the portfolio. For analysis purposes, the loan portfolio is separated into pools of similar loans. These pools include commercial and industrial loans, owner occupied commercial real estate loans, non-owner occupied commercial real estate loans, real estate loans secured by farms, real estate loans secured by multi-family dwellings, residential real estate loans secured by senior liens on 1-4 family dwellings, residential real estate loans secured by junior liens on 1-4 family dwellings, home equity line of credit loans, consumer loans, loans for agricultural purposes not secured by real estate, construction loans secured by 1-4 family dwellings, construction loans secured by other real estate, and several smaller classifications. Within each pool of loans, LCNB examines a variety of factors to determine the adequacy of the allowance for credit losses, including historic charge-off percentages, overall pool quality, a review of specific problem loans, current economic trends and conditions that may affect borrowers' ability to pay, and the nature, volume, and consistency of the loan pool.

LCNB recorded provisions for credit losses totaling $2,077,000 for 2023, compared to a $250,000 provision for 2022 and a $269,000 net recovery for 2021. Included in the provision for credit losses for 2023 was a $1,722,000 provision expense related to non-PCD loans acquired through the Cincinnati Federal acquisition. Calculating an appropriate level for the allowance and provision for credit losses involves a high degree of management judgment and is, by its nature, imprecise. Revisions may be necessary as more information becomes available.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Income

A comparison of non-interest income for 2023, 2022, and 2021 is as follows:

Increase (Decrease)
2023202220212023 vs. 20222022 vs. 2021
(In thousands)
Fiduciary income$7,0916,4686,674623(206)
Service charges and fees on deposit accounts5,8566,1906,036(334)154
Net gains on sales of debt securities303(303)
Bank owned life insurance income1,1361,0741,07462
Net gains from sales of loans697196852501(656)
Other operating income6313601,293271(933)
Total non-interest income$15,41114,28816,2321,123(1,944)

Reasons for changes include:

•Fiduciary income increased during 2023 primarily due to increases in the fair values of trust and brokerage assets managed, on which fees are based. The increases in fair value are due to the opening of new Wealth Management customer accounts and to an increase in the market values of managed assets. Fiduciary income decreased during 2022 primarily due to decreases in the fair values of trust and brokerage assets managed due to an overall decrease in the market values of equity and debt securities caused by general economic conditions. The decreases in fair value were partially offset by an increase in the number of wealth management accounts.

•Service charges and fees on deposit accounts decreased during 2023 primarily due to decreases in most fee categories, including fees received from check cards, ATM usage fees, and deposit account fees in general. Service charges and fees on deposit accounts increased during 2022 primarily due to an increase in the volume of overdraft fees collected and fees recognized in relation to the ICS deposit program, partially offset by an overall decrease in service charges collected on deposit accounts.

•Net gains from sales of loans were greater during 2023 and 2021 as compared to 2022 primarily due to the volume of loans sold.

•Other operating income increased in 2023 as compared to 2022 primarily because of realized and unrealized net gains on equity securities, reflecting a partial recovery in market values. Other operating income decreased in 2022 as compared to 2021 primarily because LCNB recognized $292,000 in losses on equity securities during 2022 as compared to $142,000 in gains during 2021. In addition, other operating income for 2021 included a one-time Ohio Financial Institutions Tax refund of $508,000.

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LCNB CORP. AND SUBSIDIARIES

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Expense

A comparison of non-interest expense for 2023, 2022, and 2021 is as follows:

Increase (Decrease)
2023202220212023 vs. 20222022 vs. 2021
(In thousands)
Salaries and employee benefits$29,10828,48327,616625867
Equipment expenses1,6161,6291,678(13)(49)
Occupancy expense, net3,3013,0672,949234118
State financial institutions tax1,6281,7401,758(112)(18)
Marketing1,1011,1841,239(83)(55)
Amortization of intangibles5324781,04354(565)
FDIC premiums93253049240238
ATM expense1,1121,3701,416(258)(46)
Computer maintenance and supplies1,3581,1141,213244(99)
Contracted services2,7762,5032,43027373
Other real estate owned, net4(866)2870(868)
Merger-related expenses4,6564,656
Other non-interest expense6,2996,9026,204(603)698
Total non-interest expense$54,42348,13448,0406,28994

Reasons for changes include:

•Salaries and employee benefits were 2.2% greater in 2023 than in 2022 and 3.1% greater in 2022 than in 2021. The increase in 2023 was primarily due to overall wage and benefit increases, a higher number of employees during November and December as a result of the CNNB merger, and a higher amount recognized for 401-K plan matching. These increases were partially offset by decreased pension and health insurance expenses and to a higher amount of personnel expenses deferred during 2023 as a cost of loan originations. The increase in 2022 was primarily due to overall wage and benefit increases, increased compensation expense recognized on restricted stock grants, increased pension expense, and to a higher amount of personnel expenses deferred in 2021 attributable to the high volume of PPP loans originated in that period.

•Occupancy expense, net increased during 2023 and 2022 due to a higher amount of maintenance and repair costs on LCNB's properties in general as well as incremental expenses related to the CNNB acquisition in 2023.

•State financial institutions tax, which is based on year-end capital levels, decreased during 2023 as compared to 2022 due to reductions in capital caused by treasury share purchases during 2022 and a decrease in the fair value of debt securities during 2022, which was recorded net of taxes as an increase in accumulated other comprehensive loss, a component of capital.

•Amortization of intangibles decreased during 2022 as compared to 2021 because the core deposit intangibles from the First Capital Bancshares, Inc. and Eaton National Bank & Trust Co. acquisitions amortized in full during the first quarter of 2022.

•FDIC insurance premiums increased in 2023 because of a two basis point increase in the FDIC's initial base deposit insurance assessment rate that took effect at the beginning of 2023.

•Other real estate owned, net for 2022 is primarily due to a gain recognized on the sale of foreclosed property, slightly offset by other expenses recognized on such property.

•Merger-related expenses reflect costs incurred in connection with the acquisitions of Cincinnati Bancorp, Inc., which closed on November 1, 2023, and Eagle Financial Bancorp, Inc., which is anticipated to close during the second quarter of 2024.

•Other non-interest expense decreased during 2023 primarily due to a $425,000 gain recognized on the sale of an office building that was closed as a result of LCNB's office consolidation strategy, which was netted against other non-interest expense for accounting purposes. Other non-interest expense for 2022 included $471,000 in losses from the sales of two closed office buildings.

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LCNB CORP. AND SUBSIDIARIES

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Income Taxes

LCNB's effective tax rates for the years ended December 31, 2023, 2022, and 2021 were 17.2%, 17.9%, and 18.0%, respectively.  The difference between the statutory rate of 21% and the effective tax rate is primarily due to tax-exempt interest income from municipal securities, tax-exempt earnings from bank owned life insurance, tax-exempt earnings from LCNB Risk Management, Inc., and tax credits and losses related to investments in affordable housing tax credit limited partnerships.

Financial Condition

A comparison of balance sheet line items at December 31 is as follows (in thousands):

20232022Difference $Difference %
ASSETS:
Total cash and cash equivalents$39,72322,70117,02274.98%
Investment securities:
Equity securities with a readily determinable fair value, at fair value1,3362,273(937)(41.22)%
Equity securities without a readily determinable fair value, at cost3,6662,0991,56774.65%
Debt securities, available-for-sale, at fair value276,601289,850(13,249)(4.57)%
Debt securities, held-to-maturity, at cost16,85819,878(3,020)(15.19)%
Federal Reserve Bank stock, at cost5,0864,6524349.33%
Federal Home Loan Bank stock, at cost15,1764,41510,761243.74%
Loans, net1,712,9461,395,632317,31422.74%
Premises and equipment, net36,30233,0423,2609.87%
Operating lease right-of-use assets6,0006,525(525)(8.05)%
Goodwill79,50959,22120,28834.26%
Core deposit and other intangibles, net9,4941,8277,667419.65%
Bank owned life insurance49,84744,2985,54912.53%
Interest receivable8,4057,48292312.34%
Other assets, net30,64325,5035,14020.15%
Total assets$2,291,5921,919,398372,19419.39%
LIABILITIES:
Deposits:
Non-interest-bearing$462,267505,824(43,557)(8.61)%
Interest-bearing1,362,1221,099,146262,97623.93%
Total deposits1,824,3891,604,970219,41913.67%
Short-term borrowings97,39571,45525,94036.30%
Long-term debt113,12319,07294,051493.14%
Operating leases liability6,2616,647(386)(5.81)%
Accrued interest and other liabilities15,12116,579(1,458)(8.79)%
Total liabilities2,056,2891,718,723337,56619.64%
SHAREHOLDERS' EQUITY:
Common shares173,637144,06929,56820.52%
Retained earnings140,017139,2497680.55%
Treasury shares, at cost(56,015)(52,689)(3,326)6.31%
Accumulated other comprehensive loss, net of taxes(22,336)(29,954)7,618(25.43)%
Total shareholders' equity235,303200,67534,62817.26%
Total liabilities and shareholders' equity$2,291,5921,919,398372,19419.39%

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Reasons for changes include:

•Debt securities, available-for-sale, decreased due to maturities, paydowns, calls, and decreases in market valuation. There were no security purchases during 2023.

•Federal Home Loan Bank stock increased due to the addition of stock previously held by Cincinnati Federal and to the purchase of additional stock to support additional borrowings and loans sold to the FHLB, partially offset by the FHLB's repurchase of excess stock.

•Net loans increased due to loans obtained through the merger with CNNB and to organic growth in the loan portfolio. Offsetting the increases were a $2,196,000 increase to the allowance for credit losses on loans due to the adoption of ASC 326, a $493,000 increase to the allowance for purchased credit deteriorated loans obtained in the merger with CNNB, and a $1,722,000 provision for credit losses on non-PCD loans obtained in the merger with CNNB.

•Goodwill increased due to additional goodwill recorded as a result of the merger with CNNB.

•Core deposit and other intangibles increased due to the additions of a core deposit intangible and mortgage servicing rights obtained in the merger with CNNB.

•Bank owned life insurance increased primarily due to additional policies obtained in the merger with CNNB and secondarily due to increases in the cash values of the policies. No new policies were purchased during 2023.

•Other assets increased primarily due to current and deferred tax assets recorded as a result of the CNNB merger.

•Total deposits increased primarily due to additional deposits obtained as a result of the CNNB merger. Generally, non-interest and interest-bearing demand deposits and savings account balances decreased during the year, while money market accounts and IRA and time certificates increased as depositors sought higher interest rates.

•Short-term borrowings and long-term debt increased primarily to support an increase in liquidity and to support growth in the loan portfolio, as the increase in net loans was greater than the increase in deposits. LCNB assumed approximately $56.0 million in short-term borrowings, largely paid off by year-end, and $6.0 million in long-term debt as a result of the merger with CNNB.

•Common shares increased primarily because 2,042,598 shares of LCNB common stock valued at

$28,576,000 were issued to CNNB shareholders to effectuate the merger.

•Treasury shares increased because of the repurchase of 199,913 shares of common stock during 2023, which represents almost 1.8% of shares outstanding at December 31, 2022.

•Accumulated other comprehensive loss, net of taxes increased because of market-driven partial recoveries in the fair value of LCNB's available-for-sale debt securities investments.

Liquidity

LCNB Corp. depends on dividends from the Bank for the majority of its liquid assets, including the cash needed to pay dividends to its shareholders. Federal banking law limits the amount of dividends the Bank may pay to the sum of retained net income for the current year plus retained net income for the previous two years. Prior approval from the OCC, the Bank's primary regulator, is necessary for the Bank to pay dividends in excess of this amount. If dividends exceed net profit for a year, a bank is generally not required to carry forward the negative amount resulting from such excess if the bank can attribute the excess to the preceding two years. If the excess is greater than the bank's previously undistributed net income for the preceding two years, prior OCC approval of the dividend is required and a negative amount would be carried forward in future dividend calculations. In addition, dividend payments may not reduce capital levels below minimum regulatory guidelines.

Effective liquidity management ensures that cash is available to meet the cash flow needs of borrowers and depositors, pay dividends to shareholders, and meet LCNB's operating cash needs. Primary funding sources include customer deposits with the Bank, short-term and long-term borrowings from the Federal Home Loan Bank, short-term line of credit arrangements totaling $85.0 million with three correspondent banks, and interest and repayments received from LCNB's loan and investment portfolios.

Total remaining borrowing capacity with the Federal Home Loan Bank at December 31, 2023 was approximately $89.2 million. Additional borrowings of approximately $63.6 million were available through the line of credit arrangements at year-end.

Management closely monitors the level of liquid assets available to meet ongoing funding needs. It is management's intent to maintain adequate liquidity so that sufficient funds are readily available at a reasonable cost. LCNB experienced no liquidity or operational problems as a result of current liquidity levels. Management believes LCNB has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short and long-term.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Commitments to extend credit at December 31, 2023 totaled $267.4 million and are more fully described in Note 14 - Commitments and Contingent Liabilities to LCNB's consolidated financial statements.  Since many commitments to extend credit may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements.

The following table provides information concerning LCNB's commitments at December 31, 2023:

Amount of Commitment Expiration Per Period
Total Amounts Committed1 year or lessOver 1 through 3 yearsOver 3 through 5 yearsMore than 5 years
(In thousands)
Commitments to extend credit$45,40645,406
Unused lines of credit222,00673,69957,94317,77672,588
Standby letters of credit55
Total$267,417119,11057,94317,77672,588

Capital Resources

The Bank is required by banking regulators to meet certain minimum levels of capital adequacy. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a material effect on LCNB's and the Bank's financial statements.  These minimum levels are expressed in the form of certain ratios. Capital is separated into Tier 1 capital (essentially shareholders' equity less goodwill and other intangibles) and Tier 2 capital (essentially the allowance for credit losses limited to 1.25% of risk-weighted assets). Common Equity Tier 1 Capital is the sum of common stock, related surplus, and retained earnings, net of treasury stock, accumulated other comprehensive income, and other adjustments. The first three ratios, which are based on the degree of credit risk in the Bank's assets, provide for weighting assets based on assigned risk factors and include off-balance sheet items such as loan commitments and stand-by letters of credit. Information summarizing the regulatory capital of the Bank at December 31, 2023 and 2022 and corresponding regulatory minimum requirements is included in Note 15 - Regulatory Matters and Impact on Payment of Dividends.

The FDIC, the insurer of deposits in financial institutions, has adopted a risk-based insurance premium system based in part on an institution's capital adequacy. Under this system, a depository institution is required to pay successively higher premiums depending on its capital levels and its supervisory rating by its primary regulator. It is management's intention to maintain sufficient capital to permit the Bank to maintain a "well capitalized" designation, which is the FDIC's highest rating.

On May 27, 2022, LCNB's Board of Directors authorized a share repurchase program (the “Program”). Under the terms of

the Program, LCNB is authorized to repurchase up to 500,000 of its outstanding common shares. The Program replaced and superseded LCNB’s prior share repurchase program, which was adopted on August 24, 2020.

Under the Program, LCNB may purchase common shares through various means such as open market transactions, including

block purchases, and privately negotiated transactions. The number of shares repurchased and the timing, manner, price and

amount of any repurchases will be determined at LCNB's discretion. Factors include, but are not limited to, share price, trading

volume, and general market conditions, along with LCNB’s general business conditions. The Program may be suspended or

discontinued at any time and does not obligate LCNB to acquire any specific number of its common shares.

As part of the Program, LCNB entered into a trading plan adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The 10b5-1 trading plan permits common shares to be repurchased at times that LCNB might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions. The 10b5-1 trading plan is administered by an independent broker and is subject to price, market volume and timing restrictions.

The Program expired on or around December 31, 2022 and was replaced with a new share repurchase program that was authorized by the Board of Directors on February 27, 2023. The new share repurchase program authorizes the repurchase of up to 500,000 shares of common stock.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The 2015 Ownership Incentive Plan (the "2015 Plan") was approved by LCNB's shareholders at the annual meeting on April 28, 2015 and allows for stock-based awards to eligible employees, as determined by the Compensation Committee of the Board of Directors. Awards may be made in the form of stock options, appreciation rights, restricted shares, and/or restricted share units. The 2015 Plan provides for the issuance of up to 450,000 shares. The 2015 Plan will terminate on April 28, 2025 and is subject to earlier termination by the Compensation Committee.

Critical Accounting Estimates

The accounting policies of LCNB conform to U.S. generally accepted accounting principles and require management to make estimates and develop assumptions that affect the amounts reported in the financial statements and related footnotes. These estimates and assumptions are based on information available to management as of the date of the financial statements. Actual results could differ significantly from management’s estimates. As this information changes, management’s estimates and assumptions used to prepare LCNB’s financial statements and related disclosures may also change. The most significant accounting policies followed by LCNB are presented in Note 1 of the Notes to Consolidated Financial Statements included herein. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the items described below to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new information becomes available.

Business Combinations. Assets acquired, including identified intangible assets such as core deposit intangibles, and liabilities assumed as a result of a merger or acquisition transaction are recorded at their estimated fair values. The difference between the consideration paid and the net fair value of assets acquired and liabilities assumed is recorded as goodwill. Management engages third-party specialists to assist in the development of fair value estimates. Significant estimates and assumptions used to value acquired assets and liabilities assumed include, but are not limited to, projected cash flows, future growth rates, repayment rates, default rates and losses assuming default, discount rates, and realizable collateral values. The allowance for credit losses for PCD loans is recognized within acquisition accounting. The allowance for credit losses for non-PCD assets is recognized as provision for credit losses in the same reporting period as the merger or acquisition. Fair value adjustments are amortized or accreted into the income statement over the estimated lives of the acquired assets and assumed liabilities. The purchase date valuations and any subsequent adjustments determine the amount of goodwill recognized in connection with the merger or acquisition.

Preliminary estimates of fair values may be adjusted for a period of time no greater than one year subsequent to the merger or acquisition date if new information is obtained about facts and circumstances that existed as of the merger or acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. Adjustments recorded during this period are recognized in the current reporting period.

Allowance for Credit Losses. The allowance is maintained at a level LCNB management believes is adequate to absorb

estimated credit losses identified and inherent in the loan portfolio. The allowance is established through a provision for credit

losses charged to expense. Loans are charged against the allowance for credit losses when management believes that the

collectability of the principal is unlikely. Subsequent recoveries, if any, are credited to the allowance. The allowance is an

amount that management believes will be adequate to absorb estimated losses over the contractual terms in the loan portfolio

based on evaluations of the collectability of loans and prior loan loss experience. The evaluations take into consideration such

factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans,

and current and forecasted economic conditions that may affect the borrowers' ability to pay. This evaluation is inherently

subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. This ASU (as

subsequently amended by ASU 2018-19) significantly changed how entities measure credit losses for most financial assets and

certain other instruments that are not measured at fair value through net income. This standard replaced the “incurred loss”

approach with an “expected loss” model. Referred to as the CECL model, this standard applies to financial assets subject to

credit losses and measured at amortized cost and certain off-balance sheet credit exposures. The standard also expanded

disclosure requirements regarding an entity’s assumptions, models, and methods for estimating the allowance. In addition,

entities need to disclose the amortized cost balance for each class of financial asset by credit quality indicator, disaggregated by

the year of origination.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

LCNB adopted CECL effective January 1, 2023 using the modified retrospective method for all financial assets measured at

amortized cost and off-balance sheet credit exposures. Results for reporting periods beginning after January 1, 2023 are

presented under CECL while prior period amounts continue to be reported in accordance with the incurred loss accounting

standards. The transition adjustment of the CECL adoption included an increase in the allowance of $2.4 million, and a $1.9

million decrease to the retained earnings account to reflect the cumulative effect of adopting CECL on the Consolidated

Balance Sheet, with the $0.5 million tax impact portion being recorded as part of the deferred tax asset in other assets in the

Consolidated Balance Sheet.

See Note 1- Basis of Presentation - Adoption of New Accounting Pronouncements in this Annual Report on Form 10-K for

further detailed descriptions of LCNB's estimation process and methodology related to the allowance. See also Note 4 – Loans

in this Annual Report on Form 10-K for further information regarding LCNB's loan portfolio and allowance.

Accounting for Intangibles.  LCNB’s intangible assets are composed primarily of goodwill and core deposit intangibles related to acquisitions of other financial institutions.

Accounting rules require LCNB to determine the fair value of all the assets and liabilities of an acquired entity, and to record their fair value on the date of acquisition. LCNB employs a variety of means in determining fair value, including the use of discounted cash flow analysis, market comparisons and projected future revenue streams. For those items for which management concludes that LCNB has the appropriate expertise to determine fair value, management may choose to use its own calculation of fair value. In other cases, where the fair value is not readily determined, consultation with outside parties is used to determine fair value. Once valuations have been determined, the net difference between the price paid for the acquired entity and the fair value of the balance sheet is recorded as goodwill. Goodwill is assessed at least annually for impairment, with any such impairment recognized in the period identified. A more frequent assessment is performed if there are material changes in the market place or within the organizational structure.

Core deposit intangibles acquired from business combinations are initially measured at their estimated fair values and are then amortized on a straight-line basis over their estimated useful lives.  Management evaluates whether triggering events or circumstances have occurred that indicate the remaining useful life or carrying value of the amortizing intangible should be revised.

Fair Value Accounting for Debt Securities.  Debt securities classified as available-for-sale are recorded at fair value with unrealized gains and losses recorded in other comprehensive income (loss), net of tax. Available-for-sale debt securities in unrealized loss positions are evaluated to determine if the decline in fair value should be recorded in income or in other comprehensive income (loss). LCNB first determines if it intends to sell or if it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either criteria is met, the security's amortized cost basis is written down to fair value through income. If neither of these criteria is met, LCNB evaluates whether the decline in fair value resulted from credit factors. In making this determination, management considers, among other factors, the extent to which fair value is less than the amortized cost basis, any changes to the rating of the security by rating agencies, and any adverse conditions specifically related to the security or issuer. If the present value of cash flows expected to be collected is less than the amortized cost basis, a provision is recorded to the allowance for credit losses. Any decline in fair value not recorded through an allowance for credit losses is recognized in accumulated other comprehensive income (loss), net of applicable taxes.

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FY 2022 10-K MD&A

SEC filing source: 0001074902-23-000046.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-03-15. Report date: 2022-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Introduction

This discussion and analysis of the consolidated financial condition and consolidated results of operations of LCNB is intended to amplify certain financial information regarding LCNB and should be read in conjunction with the consolidated financial statements and related notes thereto contained in this Annual Report to Shareholders on Form 10-K.

Overview

Net income for 2022 was $22,128,000 (basic and diluted earnings per share of $1.93), compared to $20,974,000 (basic and diluted earnings per share of $1.66) in 2021 and $20,075,000 (basic and diluted earnings per share of $1.55) in 2020 .

The following items affected financial position and results of operations for the years indicated:

•Net loans increased 2.3% to $1.40 billion at December 31, 2022 compared to $1.36 billion at December 31, 2021.

•Total assets increased 0.8% to $1.92 billion at December 31, 2022 compared to $1.90 billion at December 31, 2021.

•Net interest income in 2022 was $61,042,000, compared to $57,124,000 in 2021 and $56,218,000 in 2020.

•Net gains from sales of loans totaled $196,000 in 2022, $852,000 in 2021, and $2,297,000 in 2020. Gains were higher in 2021 and 2020 primarily due to the volume of loans sold.

•Other non-interest expense for 2022 included $471,000 in losses from the sales of two office buildings as a result of LCNB's branch consolidation strategy.

•Gains from sales of other real estate owned was $889,000 in 2022.

Net Interest Income

LCNB's primary source of earnings is net interest income, which is the difference between earnings from loans and other investments and interest paid on deposits and other liabilities.  The following table presents, for the years indicated, average balances for interest-earning assets and interest-bearing liabilities, the income or expense related to each item, and the resulting average yields earned or rates paid.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Years ended December 31,
202220212020
Average Outstanding BalanceInterest Earned/ PaidAverage Yield/ RateAverage Outstanding BalanceInterest Earned/ PaidAverage Yield/ RateAverage Outstanding BalanceInterest Earned/ PaidAverage Yield/ Rate
(Dollars in thousands)
Loans (1)$1,380,272$59,2474.29%$1,329,072$56,1424.22%$1,306,314$59,2674.54%
Interest-bearing demand deposits9,0271661.84%14,876480.32%20,808830.40%
Federal Reserve Bank stock4,6522796.00%4,6522796.00%4,6522796.00%
Federal Home Loan Bank stock4,7161964.16%5,2031042.00%5,2031172.25%
Investment securities:
Equity securities4,451851.91%4,576721.57%4,303912.11%
Debt securities, taxable293,7005,0271.71%272,2513,6681.35%148,4152,9161.96%
Debt securities, non-taxable (2)27,5329533.46%32,9371,0943.32%38,4391,3003.38%
Total earning assets1,724,35065,9533.82%1,663,56761,4073.69%1,528,13464,0534.19%
Non-earning assets196,710193,311183,819
Allowance for loan losses(5,629)(5,701)(5,029)
Total assets$1,915,431$1,851,177$1,706,924
NOW and money fund deposits$516,9491,3720.27%$463,6365560.12%$391,4908380.21%
Savings deposits449,8416180.14%407,2985990.15%323,8675950.18%
IRA and time certificates172,1191,6920.98%214,3442,4231.13%289,7755,2011.79%
Short-term borrowings14,4824162.87%82160.73%37271.88%
Long-term debt17,9106133.42%16,1484692.90%34,2659212.69%
Total interest-bearing liabilities1,171,3014,7110.40%1,102,2474,0530.37%1,039,7697,5620.73%
Noninterest-bearing demand deposits513,400482,402407,961
Other liabilities22,45925,70522,798
Capital208,271240,823236,396
Total liabilities and capital$1,915,431$1,851,177$1,706,924
Net interest rate spread (3)3.42%3.32%3.46%
Net interest income and net interest margin on a tax equivalent basis (4)$61,2423.55%$57,3543.45%$56,4913.70%
Ratio of interest-earning assets to interest-bearing liabilities147.22%150.93%146.97%

(1)Includes non-accrual loans if any.

(2)Income from tax-exempt securities is included in interest income on a taxable-equivalent basis.  Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.

(3)The net interest spread is the difference between the average rate on total interest-earning assets and interest-bearing liabilities.

(4)The net interest margin is the taxable-equivalent net interest income divided by average interest-earning assets.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The following table presents the changes in interest income and expense for each major category of interest-earning assets and interest-bearing liabilities and the amount of change attributable to volume and rate changes for the years indicated.  Changes not solely attributable to rate or volume have been allocated to volume and rate changes in proportion to the relationship of absolute dollar amounts of the changes in each.

For the years ended December 31,
2022 vs. 20212021 vs. 2020
Increase (decrease) due toIncrease (decrease) due to
VolumeRateTotalVolumeRateTotal
(In thousands)
Interest income attributable to:
Loans (1)$2,1879183,1051,018(4,143)(3,125)
Interest-bearing demand deposits(26)144118(21)(14)(35)
Federal Home Loan Bank stock(11)10392(13)(13)
Investment securities:
Equity securities(2)15135(24)(19)
Debt securities, taxable3071,0521,3591,878(1,126)752
Debt securities, non-taxable (2)(186)45(141)(183)(23)(206)
Total interest income2,2692,2774,5462,697(5,343)(2,646)
Interest expense attributable to:
NOW and money fund deposits71745816134(416)(282)
Savings deposits60(41)19136(132)4
IRA and time certificates(440)(291)(731)(1,147)(1,631)(2,778)
Short-term borrowings349614105(6)(1)
Long-term debt5589144(521)69(452)
Total interest expense95563658(1,393)(2,116)(3,509)
Net interest income$2,1741,7143,8884,090(3,227)863

(1)Non-accrual loans, if any, are included in average loan balances.

(2)Change in interest income from non-taxable investment securities is computed based on interest income determined on a taxable-equivalent yield basis.  Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.

2022 vs. 2021.  Net interest income on a fully tax-equivalent basis for 2022 totaled $61,242,000, an increase of $3,888,000 from 2021.  The increase resulted from an increase in total taxable-equivalent interest income of $4,546,000, partially offset by an increase in total interest expense of $658,000.

The increase in total interest income was due primarily to a $3,105,000 increase in interest income from loans and a $1,359,000 increase in interest income from taxable debt securities. Loan interest increased due to a $51.2 million increase in average loans and to a 7 basis point increase in the average rate earned. The average rate earned includes loan prepayment fees, which increased from $601,000 for 2021 to $1,025,000 for 2022. Interest income from taxable debt securities increased due to a $21.4 million increase in average securities and to a 36 basis point increase in the average rate earned on these securities.

The increase in total interest expense was primarily due to an $816,000 increase in interest paid on NOW and money fund deposits, a $410,000 increase in interest paid on short-term borrowings, and a $144,000 increase in interest paid on long-term debt, partially offset by a $731,000 decrease in interest paid on IRA and time certificates. Interest paid on NOW and money fund deposits increased due to a $53.3 million increase in average balances and to a 15 basis point increase in the average rate paid. Interest paid on IRA and time certificates decreased due to a $42.2 million decrease in average deposit balances and to a 15 basis point decrease in the average rate paid. Interest paid on short-term borrowings increased due to a $13.7 million increase in average balances and to a 214 basis point increase in the average rate paid. Interest paid on long-term debt increased due to a $1.8 million increase in average balances and to a 52 basis point increase in the average rate paid.

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The increased rates paid on interest-bearing liabilities and the increased yield earned on interest-earning assets is largely the result of higher market interest rates that were caused by FOMC increases in the federal funds target rate totaling 425 basis points during 2022.

2021 vs. 2020.  Net interest income on a fully tax-equivalent basis for 2021 totaled $57,354,000, an increase of $863,000 from 2020.  The increase resulted from a decrease in total interest expense of $3,509,000, partially offset by a decrease in total taxable-equivalent interest income of $2,646,000.

The decrease in total interest income was due primarily to a $3,125,000 decrease in interest income from loans and a $206,000 decrease in interest income from non-taxable debt securities, partially offset by a $752,000 increase in interest income from taxable debt securities. Loan interest decreased due to a 32 basis point decrease in the average rate earned, partially offset by a $22.8 million increase in average loans and by fees recognized from PPP loans of $1,655,000. Interest income from non-taxable debt securities decreased due to a $5.5 million decrease in average securities and to a 6 basis point decrease in the average rate earned on these securities. Interest income from taxable debt securities increased due to an $123.8 million increase in average securities, partially offset by a 61 basis point decrease in the average rate earned on these securities.

The decrease in total interest expense was primarily due to a $2,778,000 decrease in interest paid on IRA and time certificates, a $452,000 decrease in interest paid on long-term debt, and a $282,000 decrease in interest paid on NOW and money fund deposits. Interest paid on IRA and time certificates decreased due to a 66 basis point decrease in the average rate paid and to a $75.4 million decrease in average deposit balances. Interest paid on long-term debt decreased due to an $18.1 million decrease in average balances, partially offset by 21 basis point increase in the average rate paid. Interest paid on NOW and money fund deposits decreased due to a 9 basis point decrease in the average rate paid, partially offset by a $72.1 million increase in average balances. Decreases in average rates paid for IRA and time certificates and NOW and money fund deposits were primarily due to decreases in market rates. The increase in the average paid on long-term debt reflects the maturity of comparatively lower rate debt during the year. No new debt was obtained during 2021.

Provisions and Allowance for Loan Losses

LCNB continuously reviews the loan portfolio for credit risk through the use of its lending and loan review functions.  Independent loan reviews analyze specific loans, providing validation that credit risks are appropriately identified, graded, and reported to the Loan Committee, Board of Directors, and the Audit Committee of the Board of Directors. New credits meeting specific criteria are analyzed prior to origination and are reviewed by the Loan Committee, the Loan Committee of the Board of Directors, and the Board of Directors.

The total provision for loan losses is determined based upon management's evaluation as to the amount needed to maintain the allowance for loan losses at a level considered appropriate in relation to the risk of losses inherent in the portfolio. For analysis purposes, the loan portfolio is separated into pools of similar loans. These pools include commercial and industrial loans, owner occupied commercial real estate loans, non-owner occupied commercial real estate loans, real estate loans secured by farms, real estate loans secured by multi-family dwellings, residential real estate loans secured by senior liens on 1-4 family dwellings, residential real estate loans secured by junior liens on 1-4 family dwellings, home equity line of credit loans, consumer loans, loans for agricultural purposes not secured by real estate, construction loans secured by 1-4 family dwellings, construction loans secured by other real estate, and several smaller classifications. Within each pool of loans, LCNB examines a variety of factors to determine the adequacy of the allowance for loan losses, including historic charge-off percentages, overall pool quality, a review of specific problem loans, current economic trends and conditions that may affect borrowers' ability to pay, and the nature, volume, and consistency of the loan pool.

LCNB recorded net provision for loans losses for 2022 of $250,000, compared to a $269,000 net recovery for 2021 and a $2,014,000 provision for 2020. The 2020 period included qualitative adjustments for estimated impacts from the economic downturn caused by the COVID-19 pandemic. Calculating an appropriate level for the allowance and provision for loan losses involves a high degree of management judgment and is, by its nature, imprecise. Revisions may be necessary as more information becomes available.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Income

A comparison of non-interest income for 2022, 2021, and 2020 is as follows:

Increase (Decrease)
2022202120202022 vs. 20212021 vs. 2020
(In thousands)
Fiduciary income$6,4686,6745,009(206)1,665
Service charges and fees on deposit accounts6,1906,0365,482154554
Net gains on sales of debt securities303221(303)82
Bank owned life insurance income1,0741,0741,441(367)
Net gains from sales of loans1968522,297(656)(1,445)
Other operating income3601,2931,291(933)2
Total non-interest income$14,28816,23215,741(1,944)491

Reasons for changes include:

•Fiduciary income decreased during 2022 primarily due to decreases in the fair values of trust and brokerage assets managed, on which fees are based. The decreases in fair value are primarily due to an overall decrease in the market values of equity and debt securities caused by general economic conditions. The decreases in fair value were partially offset by an increase in the number of wealth management accounts. Fiduciary income increased during 2021 due to a combination of new accounts and increases in the fair value of assets managed.

•Service charges and fees on deposit accounts increased during 2022 primarily due to an increase in the volume of overdraft fees collected and fees recognized in relation to the ICS deposit program, partially offset by an overall decrease in service charges collected on deposit accounts. Service charges and fees on deposit accounts increased during 2021 primarily due to increases in fees received from debit card usage, partially offset by a decrease in fee income recognized on the ICS deposit program.

•Net gains on sales of debt securities were less during 2022 as compared to 2021 and 2020 because no securities were sold during 2022.

•Bank owned life insurance income was greater in 2020 primarily due to a mortality benefit received. No mortality benefits were received during 2022 or 2021.

•Net gains from sales of loans were greater during 2020 as compared to 2022 and 2021 primarily due to the lower volume of loans sold.

•Other operating income decreased in 2022, as compared to 2021 and 2020, primarily because LCNB recognized $292,000 in losses on equity securities during 2022 as compared to $142,000 and $675,000 in gains during 2021 and 2020, respectively. In addition, other operating income for 2021 included a one-time Ohio Financial Institutions Tax refund of $508,000.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Expense

A comparison of non-interest expense for 2022, 2021, and 2020 is as follows:

Increase (Decrease)
2022202120202022 vs. 20212021 vs. 2020
(In thousands)
Salaries and employee benefits$28,48327,61627,178867438
Equipment expenses1,6291,6781,377(49)301
Occupancy expense, net3,0672,9492,87511874
State financial institutions tax1,7401,7581,708(18)50
Marketing1,1841,2391,254(55)(15)
Amortization of intangibles4781,0431,046(565)(3)
FDIC premiums53049225638236
ATM expense1,3701,4161,028(46)388
Computer maintenance and supplies1,1141,2131,107(99)106
Telephone expense240420706(180)(286)
Contracted services2,5032,4301,82173609
Other real estate owned, net(866)2(6)(868)8
Other non-interest expense6,6625,7845,435878349
Total non-interest expense$48,13448,04045,785942,255

Reasons for changes include:

•Salaries and employee benefits were 3.1% greater in 2022 than in 2021 and 1.6% greater in 2021 than in 2020. The increase in 2022 was primarily due to overall wage and benefit increases, increased compensation expense recognized on restricted stock grants, increased pension expense, and to a higher amount of personnel expenses deferred in 2021 attributable to the high volume of PPP loans originated in that period. The increase in 2021 was primarily due to increased employer taxes on employee payroll, increased compensation expense recognized on restricted stock grants, and increased health insurance costs.

•Equipment expenses decreased during 2022 as compared to 2021 primarily due to decreased depreciation charges for furniture and equipment and decreased maintenance and repair costs, partially offset by increased equipment rental costs. Equipment expenses increased during 2021 as compared to 2020 primarily due to increased depreciation charges for furniture and equipment and increased equipment rental costs. During 2020, LCNB replaced ATMs that it had previously owned with new ATMs obtained through an outsourcing arrangement.

•Amortization of intangibles decreased during 2022 because the core deposit intangibles from the First Capital Bancshares, Inc. and Eaton National Bank & Trust Co. acquisitions amortized in full during the first quarter 2022.

•FDIC premiums were higher in 2022 and 2021 as compared to 2020 because LCNB received small bank assessment credits from the FDIC during the first and second quarters of 2020 and the third and fourth quarters of 2019. Premium payments returned to their normal levels after the second quarter 2020.

•ATM expense was higher in 2022 and 2021 than in 2020 partially due to a strategic decision to outsource LCNB's ATM operations to a third-party vendor, relieving LCNB branch personnel from various ATM maintenance responsibilities. The transition took place gradually during 2020 and all ATMs were outsourced during 2021.

•Telephone expense was lower in 2022 and 2021, as compared to 2020, due to connection modifications.

•Contracted services were greater in 2022 and 2021, as compared to 2020, due to additional fees paid for data services and general price increases on other contracted services. Fees for recruitment services were also part of the increase during 2021.

•Other real estate owned, net for 2022 is primarily due to a gain recognized on the sale of foreclosed property, slightly offset by other expenses recognized on such property.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

•Other non-interest expense for 2022 included $471,000, in losses from the sales of two office buildings as a result of LCNB's office consolidation strategy. Legal and accounting fees also increased during 2022, partially offset by lower printing and supply costs. Other non-interest expense increased in 2021, as compared to 2020, primarily due to increased ATM maintenance costs due to the outsourcing agreement, increased costs to support LCNB's electronic banking products, increased printing and supply costs, and increased legal fees.

On October 18, 2022, the FDIC issued a final rule that will increase the initial base deposit insurance assessment rate paid by insured depository institutions by two basis points, beginning with the first quarterly assessment period of 2023. According to the FDIC, the proposal increases the likelihood that its designated reserve ratio will reach the required minimum level of 1.35% by the statutory deadline of September 30, 2028 and will support progress toward achieving the long-term goal of a 2% ratio. LCNB's current initial base deposit insurance rate is three basis points and it will increase to five basis points when the final rule takes effect. If the increased rate had been in effect for the assessments paid in 2022, LCNB estimates that it would have paid approximately $349,000 in additional premiums. The increase will remain in effect until the long-term goal of a 2% FDIC designated reserve ratio is achieved. Progressively lower assessment rates will take effect when the reserve ratio

reaches 2% and again when the reserve ratio reaches 2.5%.

On March 12, 2023, the FDIC made a joint statement with the Department of the Treasury and the Board of Governors of the Federal Reserve that any losses to the DIF in connection with support for uninsured depositors in connection with the Signature Bank and Silicon Valley Bank closures will be recovered by a special assessment paid by insured depository institutions. The timing and amount of the special assessment cannot be determined at this time.

On September 2, 2022, the OCC announced reduced assessment rates for OCC-chartered community banks, such as LCNB.

Effective with the March 2023 assessment, the OCC will make a 40% reduction in assessments based on the first $200 million

in bank assets and a 20% reduction for assets between $200 million and $20 billion. If the new rates had been in effect for the

2022 assessments, LCNB estimates that it would have paid approximately $72,000 less than the amounts actually paid.

Income Taxes

LCNB's effective tax rates for the years ended December 31, 2022, 2021, and 2020 were 17.9%, 18.0%, and 16.9%, respectively.  The difference between the statutory rate of 21% and the effective tax rate is primarily due to tax-exempt interest income from municipal securities, tax-exempt earnings from bank owned life insurance, tax-exempt earnings from LCNB Risk Management, Inc., and tax credits and losses related to investments in affordable housing tax credit limited partnerships. A one-time tax benefit recognized as a result of certain provisions in the CARES Act also contributed to the difference during 2020.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Financial Condition

A comparison of balance sheet line items at December 31, 2022 and 2021 is as follows (in thousands):

December 31, 2022December 31, 2021Difference $Difference %
ASSETS:
Total cash and cash equivalents$22,70118,1364,56525.17%
Investment securities:
Equity securities with a readily determinable fair value, at fair value2,2732,546(273)(10.72)%
Equity securities without a readily determinable fair value, at cost2,0992,099%
Debt securities, available-for-sale, at fair value289,850308,177(18,327)(5.95)%
Debt securities, held-to-maturity, at cost19,87822,972(3,094)(13.47)%
Federal Reserve Bank stock, at cost4,6524,652%
Federal Home Loan Bank stock, at cost4,4155,203(788)(15.15)%
Loans, net1,395,6321,363,93931,6932.32%
Premises and equipment, net33,04235,385(2,343)(6.62)%
Operating lease right-of-use assets6,2486,357(109)(1.71)%
Goodwill59,22159,221%
Core deposit and other intangibles, net1,8272,473(646)(26.12)%
Bank owned life insurance44,29843,2241,0742.48%
Interest receivable7,4827,999(517)(6.46)%
Other assets, net25,50321,2464,25720.04%
Total assets$1,919,1211,903,62915,4920.81%
LIABILITIES:
Deposits:
Non-interest-bearing$505,824501,5314,2930.86%
Interest-bearing1,099,1461,127,288(28,142)(2.50)%
Total deposits1,604,9701,628,819(23,849)(1.46)%
Short-term borrowings71,45571,455%
Long-term debt19,07210,0009,07290.72%
Operating leases liability6,3706,473(103)(1.59)%
Accrued interest and other liabilities16,57919,733(3,154)(15.98)%
Total liabilities1,718,4461,665,02553,4213.21%
SHAREHOLDERS' EQUITY:
Common shares144,069143,1309390.66%
Retained earnings139,249126,31212,93710.24%
Treasury shares, at cost(52,689)(29,029)(23,660)81.50%
Accumulated other comprehensive loss, net of taxes(29,954)(1,809)(28,145)1,555.83%
Total shareholders' equity200,675238,604(37,929)(15.90)%
Total liabilities and shareholders' equity$1,919,1211,903,62915,4920.81%

Reasons for changes include:

•Debt securities, available-for-sale, decreased primarily due to decreases in fair values totaling $35.9 million and maturities and calls totaling $20.7 million, partially offset by new purchases totaling $39.3 million.

•Federal Home Loan Bank stock decreased because excess shares over the minimum required investment were redeemed by the Federal Home Loan Bank of Cincinnati, partially offset by new purchases.

•Net loans increased due to organic growth in the loan portfolio. Most of the growth occurred in the commercial and industrial and commercial real estate loan portfolios, partially offset by a decrease in the residential real estate loan portfolio.

•Core deposit and other intangibles decreased due to amortization of core deposit intangibles.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

•Bank owned life insurance increased due to increases in the cash values of the policies. No new policies were purchased during 2022.

•Other assets increased primarily due to an increase in net deferred tax assets caused by an increase in the net unrealized loss incurred by LCNB's available-for-sale debt securities portfolio. In addition, LCNB made an additional $2.0 milllion commitment in Affordable Housing Tax Credit Limited Partnerships. These increases were partially offset by a decrease in a clearing account.

•LCNB experienced disintermediation in all interest-bearing deposit categories during 2022 as a result of general increases in market interest rates caused by the FOMC's efforts to reduce inflation through periodic increases in the Federal Funds rate. Deposit decreases were partially offset by a $32.1 million increase in ICS reciprocal account deposits.

•Short-term borrowings increased primarily as a result of deposit disintermediation and were used to fund loan growth and treasury share purchases.

•Long-term debt increased due to a new $15 million term loan borrowed from a correspondent financial institution and was used to fund treasury share purchases. This new debt was partially offset by the payment in full of a matured $5 million Federal Home Loan Bank advance.

•Accrued interest and other liabilities decreased due to a combination of a decrease in LIHTC liabilities due to funding payments made during 2022 and a reclassification of net deferred federal income taxes from a net liability at December 31, 2021 to a net asset at December 31, 2022.

•Treasury shares increased because of the repurchase of 1,212,634 shares of common stock during 2022, which represents 9.8% of shares outstanding at December 31, 2021.

•Accumulated other comprehensive loss, net of taxes increased because of market-driven decreases in the fair value of LCNB's available-for-sale debt securities investments.

Liquidity

LCNB Corp. depends on dividends from the Bank for the majority of its liquid assets, including the cash needed to pay dividends to its shareholders. Federal banking law limits the amount of dividends the Bank may pay to the sum of retained net income for the current year plus retained net income for the previous two years. Prior approval from the OCC, the Bank's primary regulator, is necessary for the Bank to pay dividends in excess of this amount. In addition, dividend payments may not reduce capital levels below minimum regulatory guidelines. Management believes the Bank will be able to pay anticipated dividends to LCNB Corp. without needing to request approval. The Bank is not aware of any reasons why it would not receive such approval, if required.

Effective liquidity management ensures that cash is available to meet the cash flow needs of borrowers and depositors, pay dividends to shareholders, and meet LCNB's operating cash needs. Primary funding sources include customer deposits with the Bank, short-term and long-term borrowings from the Federal Home Loan Bank, short-term line of credit arrangements totaling $60.0 million with three correspondent banks, and interest and repayments received from LCNB's loan and investment portfolios.

Total remaining borrowing capacity with the Federal Home Loan Bank at December 31, 2022 was approximately $160.6 million. Additional borrowings of approximately $38.5 million were available through the line of credit arrangements at year-end.

Management closely monitors the level of liquid assets available to meet ongoing funding needs. It is management's intent to maintain adequate liquidity so that sufficient funds are readily available at a reasonable cost. LCNB experienced no liquidity or operational problems as a result of current liquidity levels. Management believes LCNB has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short and long-term.

Commitments to extend credit at December 31, 2022 totaled $321.4 million and are more fully described in Note 13 - Commitments and Contingent Liabilities to LCNB's consolidated financial statements.  Since many commitments to extend credit may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The following table provides information concerning LCNB's commitments at December 31, 2022:

Amount of Commitment Expiration Per Period
Total Amounts Committed1 year or lessOver 1 through 3 yearsOver 3 through 5 yearsMore than 5 years
(In thousands)
Commitments to extend credit$24,43624,436
Unused lines of credit297,00096,082140,19513,37147,352
Standby letters of credit55
Total$321,441120,523140,19513,37147,352

Capital Resources

The Bank is required by banking regulators to meet certain minimum levels of capital adequacy. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a material effect on LCNB's and the Bank's financial statements.  These minimum levels are expressed in the form of certain ratios. Capital is separated into Tier 1 capital (essentially shareholders' equity less goodwill and other intangibles) and Tier 2 capital (essentially the allowance for loan losses limited to 1.25% of risk-weighted assets). Common Equity Tier 1 Capital is the sum of common stock, related surplus, and retained earnings, net of treasury stock, accumulated other comprehensive income, and other adjustments. The first three ratios, which are based on the degree of credit risk in the Bank's assets, provide for weighting assets based on assigned risk factors and include off-balance sheet items such as loan commitments and stand-by letters of credit. Information summarizing the regulatory capital of the Bank at December 31, 2022 and 2021 and corresponding regulatory minimum requirements is included in Note 14 - Regulatory Matters of the consolidated financial statements.

The FDIC, the insurer of deposits in financial institutions, has adopted a risk-based insurance premium system based in part on an institution's capital adequacy. Under this system, a depository institution is required to pay successively higher premiums depending on its capital levels and its supervisory rating by its primary regulator. It is management's intention to maintain sufficient capital to permit the Bank to maintain a "well capitalized" designation, which is the FDIC's highest rating.

On May 27, 2022, LCNB's Board of Directors authorized a share repurchase program (the “Program”). Under the terms of

the Program, LCNB is authorized to repurchase up to 500,000 of its outstanding common shares. The Program replaced and superseded LCNB’s prior share repurchase program, which was adopted on August 24, 2020.

Under the Program, LCNB may purchase common shares through various means such as open market transactions, including

block purchases, and privately negotiated transactions. The number of shares repurchased and the timing, manner, price and

amount of any repurchases will be determined at LCNB's discretion. Factors include, but are not limited to, share price, trading

volume, and general market conditions, along with LCNB’s general business conditions. The Program may be suspended or

discontinued at any time and does not obligate LCNB to acquire any specific number of its common shares.

As part of the Program, LCNB entered into a trading plan adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The 10b5-1 trading plan permits common shares to be repurchased at times that LCNB might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions. The 10b5-1 trading plan is administered by an independent broker and is subject to price, market volume and timing restrictions.

The Program expired on or around December 31, 2022 and was replaced with a new share repurchase program that was authorized by the Board of Directors on February 27, 2023. The new share repurchase program authorizes the repurchase of up to 500,000 shares of common stock.

The 2015 Ownership Incentive Plan (the "2015 Plan") was approved by LCNB's shareholders at the annual meeting on April 28, 2015 and allows for stock-based awards to eligible employees, as determined by the Compensation Committee of the Board of Directors. Awards may be made in the form of stock options, appreciation rights, restricted shares, and/or restricted share units. The 2015 Plan provides for the issuance of up to 450,000 shares. The 2015 Plan will terminate on April 28, 2025 and is subject to earlier termination by the Compensation Committee.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Critical Accounting Estimates

The accounting policies of LCNB conform to U.S. generally accepted accounting principles and require management to make estimates and develop assumptions that affect the amounts reported in the financial statements and related footnotes. These estimates and assumptions are based on information available to management as of the date of the financial statements. Actual results could differ significantly from management’s estimates. As this information changes, management’s estimates and assumptions used to prepare LCNB’s financial statements and related disclosures may also change. The most significant accounting policies followed by LCNB are presented in Note 1 of the Notes to Consolidated Financial Statements included herein. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the items described below to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new information becomes available.

Allowance for Loan Losses.  The allowance for loan losses is established through a provision for loan losses charged to expense.  Loans are charged against the allowance for loan losses when management believes that the collectability of the principal is unlikely.  Subsequent recoveries, if any, are credited to the allowance.  The allowance is an amount that management believes will be adequate to absorb inherent losses in the loan portfolio, based on evaluations of the collectability of loans and prior loan loss experience.  The evaluations take into consideration such factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans, and current economic conditions that may affect the borrowers' ability to pay.  This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

The allowance consists of specific and general components.  The specific component relates to loans that are classified as doubtful, substandard, or special mention.  For such loans an allowance is established when the discounted cash flows or collateral value is lower than the carrying value of that loan.  The general component covers non-classified loans and is based on historical loss experience adjusted for qualitative factors, which include trends in underperforming loans, trends in the volume and terms of loans, economic trends and conditions, concentrations of credit, trends in the quality of loans, and borrower financial statement exceptions.

Based on its evaluations, management believes that the allowance for loan losses will be adequate to absorb estimated losses inherent in the current loan portfolio.

Accounting for Intangibles.  LCNB’s intangible assets at December 31, 2022 are composed primarily of goodwill and core deposit intangibles related to acquisitions of other financial institutions. It also includes mortgage servicing rights recorded from sales of mortgage loans to the Federal Home Loan Mortgage Corporation and mortgage servicing rights acquired through the acquisition of Eaton National and CFB.

Goodwill is not subject to amortization, but is reviewed annually for impairment.   A review for impairment may be conducted more frequently than annually if circumstances indicate a possible impairment. Impairment indicators that may be considered include the condition of the economy and banking industry; estimated future cash flows; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of LCNB’s stock; and other relevant events. These and other factors could lead to a conclusion that goodwill is impaired, which would require LCNB to write off the difference between the estimated fair value of the Company and the carrying value.

Core deposit intangibles are being amortized on a straight line basis over their respective estimated weighted average lives.

Core deposit intangibles acquired from business combinations are initially measured at their estimated fair values and are then amortized on a straight-line basis over their estimated useful lives.  Management evaluates whether events or circumstances have occurred that indicate the remaining useful life or carrying value of the amortizing intangible should be revised.

Mortgage servicing rights are capitalized by allocating the total cost of loans between mortgage servicing rights and the loans based on their estimated fair values.  Capitalized mortgage servicing rights are amortized to loan servicing income in proportion to and over the period of estimated servicing income, subject to periodic review for impairment.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Fair Value Accounting for Debt Securities.  Debt securities classified as available-for-sale are carried at estimated fair value.  Unrealized gains and losses, net of taxes, are reported as accumulated other comprehensive income or loss in shareholders’ equity.  Fair value is estimated using market quotations for U.S. Treasury investments.  Fair value for the majority of the remaining available-for-sale securities is estimated using the discounted cash flow method for each security with discount rates based on rates observed in the market.

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FY 2021 10-K MD&A

SEC filing source: 0001074902-22-000061.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-03-10. Report date: 2021-12-31.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Introduction

The following is management's discussion and analysis of the consolidated financial condition and consolidated results of operations of LCNB.  It is intended to amplify certain financial information regarding LCNB and should be read in conjunction with the consolidated financial statements and related notes contained in the 2021 Annual Report to Shareholders.

Overview

Net income for 2021 was $20,974,000 (basic and diluted earnings per share of $1.66), compared to $20,075,000 (basic and diluted earnings per share of $1.55) in 2020 and $18,912,000 (basic and diluted earnings per share of $1.44) in 2019 .

The following items affected earnings for the years indicated:

•Net loans increased 5.4% to $1.36 billion at December 31, 2021 compared to $1.29 billion at December 31, 2020.

•Total assets increased 9.0% to $1.90 billion at December 31, 2021 compared to $1.75 billion at December 31, 2020.

•Total deposits increased 11.9% to $1.63 billion at December 31, 2021 compared to $1.46 billion at December 31, 2020.

•Wealth Management assets, which includes trust, investment, and brokerage accounts, increased 14.7% to $1.06 billion at December 31, 2021 compared to $0.92 billion at December 31, 2020.

•The credit for loan losses during 2021 was $269,000, compared to provisions for loan losses of $2,014,000 and $207,000 for 2020 and 2019, respectively. The provision for loan losses in 2020 was higher partially due to adjustments for potential impacts from the economic recession caused by the COVID-19 pandemic.

•Net gains from sales of loans totaled $852,000 in 2021, $2,297,000 in 2020, and $328,000 in 2019. Gains were higher in 2020 primarily due to the volume of loans sold.

Coronavirus Update/Status

The ongoing COVID-19 pandemic has created extensive disruptions to the global economy and to the lives of individuals throughout the world. Governments, businesses, and the public have taken and are taking unprecedented actions to contain the spread of COVID-19 and to mitigate its effects, including quarantines, travel bans, shelter-in-place orders, closures of or restrictions on the operations of businesses and schools, fiscal stimulus, and legislation designed to deliver monetary aid and other relief. While the effects of COVID-19 are rapidly evolving and not fully known, the pandemic and related efforts to contain it have disrupted economic activity, adversely affected the functioning of financial markets, impacted interest rates, increased economic and market uncertainty, and disrupted trade and supply chains. While vaccination efforts have continued since the beginning of 2021, the pandemic has not yet been contained and economic activity has not yet returned to pre-pandemic levels.

On May 12, 2021, Ohio Governor Mike DeWine announced that the vast majority of Ohio Department of Health orders related to COVID-19 would be rescinded on June 2, 2021. Measures that have been removed include facial covering protocols, social distancing guidelines, and capacity restrictions for indoor and outdoor events. Businesses can choose to continue facial mask and social distancing protocols in their facilities. Further, on June 17, 2021, Governor DeWine announced that Ohio's State of Emergency caused by the COVID-19 pandemic would be lifted, effective the next day. The National Emergency Declaration remains in force, as does the National Public Health Emergency Declaration.

In response, LCNB management rescinded requirements to wear facial masks and practice social distancing, effective June 2, 2021, except for branches located in areas with local mandates. Employees and customers at branches without local mandates who wish to continue wearing facial masks may continue to do so. Depending on local conditions and employee availability, branch hours of operation and lobby usage may be adjusted for brief periods of time. Plexiglass barriers remain at teller stations and will remain until and if management decides to remove them. Remote and hybrid work arrangements remain available for certain employees and departments. Management continues to monitor LCNB's market area for areas of COVID-19 resurgence or regression and may adjust local branch or corporate operations accordingly.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Because of the economic disruption caused by the pandemic, LCNB provided COVID-19 related payment deferrals, primarily agreements to accept interest only payments for a period of time or agreements to defer principal and interest payments for a period of time, on a number of loans. There were no loans remaining on deferral for COVID-19 reasons at December 31, 2021. Loan balances at December 31, 2021, December 31, 2020, and the time of deferral were as follows (in thousands):

At December 31, 2021At December 31, 2020At Time of Deferral
Commercial and industrial$33,683
Commercial, secured by real estate20,231337,263
Residential real estate32448,903
Consumer21868
Total loans deferred$20,576420,717

LCNB participated in the CARES Act PPP that provided government guaranteed and potentially forgivable loans to applicants. The PPP was implemented by the SBA with support from the Department of the Treasury and provided small businesses with funds to pay up to eight or twenty-four weeks, depending on the date of the loan, of payroll costs including benefits. Funds could also be used to pay interest on mortgages, rent, utilities, covered operations expenditures, covered property damage costs, covered supplier costs, and covered worker protection expenditures. Outstanding PPP loans at December 31, 2021 and 2020 totaled $6,935,000 and $21,088,000, respectively, and unrecognized fees at those dates totaled $272,000 and $747,000, respectively.

LCNB continues to closely monitor this pandemic and expects to make future changes to respond to the pandemic as this

situation continues to evolve.

Net Interest Income

LCNB's primary source of earnings is net interest income, which is the difference between earnings from loans and other investments and interest paid on deposits and other liabilities.  The following table presents, for the years indicated, average balances for interest-earning assets and interest-bearing liabilities, the income or expense related to each item, and the resulting average yields earned or rates paid.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Years ended December 31,
202120202019
Average Outstanding BalanceInterest Earned/ PaidAverage Yield/ RateAverage Outstanding BalanceInterest Earned/ PaidAverage Yield/ RateAverage Outstanding BalanceInterest Earned/ PaidAverage Yield/ Rate
(Dollars in thousands)
Loans (1)$1,329,072$56,1424.22%$1,306,314$59,2674.54%$1,221,375$59,0094.83%
Interest-bearing demand deposits14,876480.32%20,808830.40%8,3892412.87%
Interest-bearing time deposits%%488112.25%
Federal Reserve Bank stock4,6522796.00%4,6522796.00%4,6522796.00%
Federal Home Loan Bank stock5,2031042.00%5,2031172.25%5,1082494.87%
Investment securities:
Equity securities4,576721.57%4,303912.11%4,3101272.95%
Debt securities, taxable272,2513,6681.35%148,4152,9161.96%159,3773,6012.26%
Debt securities, non-taxable (2)32,9371,0943.32%38,4391,3003.38%73,6342,1232.88%
Total earning assets1,663,56761,4073.69%1,528,13464,0534.19%1,477,33365,6404.44%
Non-earning assets193,311183,819169,314
Allowance for loan losses(5,701)(5,029)(4,056)
Total assets$1,851,177$1,706,924$1,642,591
NOW and money fund deposits$463,6365560.12%$391,4908380.21%$400,0941,8250.46%
Savings deposits407,2985990.15%323,8675950.18%287,3646210.22%
IRA and time certificates214,3442,4231.13%289,7755,2011.79%327,3217,0802.16%
Short-term borrowings82160.73%37271.88%6,0642273.74%
Long-term debt16,1484692.90%34,2659212.69%42,7331,0352.42%
Total interest-bearing liabilities1,102,2474,0530.37%1,039,7697,5620.73%1,063,57610,7881.01%
Noninterest-bearing demand deposits482,402407,961336,257
Other liabilities25,70522,79818,119
Capital240,823236,396224,639
Total liabilities and capital$1,851,177$1,706,924$1,642,591
Net interest rate spread (3)3.32%3.46%3.43%
Net interest income and net interest margin on a tax equivalent basis (4)$57,3543.45%$56,4913.70%$54,8523.71%
Ratio of interest-earning assets to interest-bearing liabilities150.93%146.97%138.90%

(1)Includes non-accrual loans if any.

(2)Income from tax-exempt securities is included in interest income on a taxable-equivalent basis.  Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.

(3)The net interest spread is the difference between the average rate on total interest-earning assets and interest-bearing liabilities.

(4)The net interest margin is the taxable-equivalent net interest income divided by average interest-earning assets.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The following table presents the changes in interest income and expense for each major category of interest-earning assets and interest-bearing liabilities and the amount of change attributable to volume and rate changes for the years indicated.  Changes not solely attributable to rate or volume have been allocated to volume and rate changes in proportion to the relationship of absolute dollar amounts of the changes in each.

For the years ended December 31,
2021 vs. 20202020 vs. 2019
Increase (decrease) due toIncrease (decrease) due to
VolumeRateTotalVolumeRateTotal
(In thousands)
Interest income attributable to:
Loans (1)$1,018(4,143)(3,125)3,970(3,712)258
Interest-bearing demand deposits(21)(14)(35)163(321)(158)
Interest-bearing time deposits(11)(11)
Federal Reserve Bank stock
Federal Home Loan Bank stock(13)(13)5(137)(132)
Investment securities:
Equity securities5(24)(19)(36)(36)
Debt securities, taxable1,878(1,126)752(237)(448)(685)
Debt securities, non-taxable (2)(183)(23)(206)(1,144)321(823)
Total interest income2,697(5,343)(2,646)2,746(4,333)(1,587)
Interest expense attributable to:
NOW and money fund deposits134(416)(282)(38)(949)(987)
Savings deposits136(132)473(99)(26)
IRA and time certificates(1,147)(1,631)(2,778)(756)(1,123)(1,879)
Short-term borrowings5(6)(1)(144)(76)(220)
Long-term debt(521)69(452)(220)106(114)
Total interest expense(1,393)(2,116)(3,509)(1,085)(2,141)(3,226)
Net interest income$4,090(3,227)8633,831(2,192)1,639

(1)Non-accrual loans, if any, are included in average loan balances.

(2)Change in interest income from non-taxable investment securities is computed based on interest income determined on a taxable-equivalent yield basis.  Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.

2021 vs. 2020.  Net interest income on a fully tax-equivalent basis for 2021 totaled $57,354,000, an increase of $863,000 from 2020.  The increase resulted from a decrease in total interest expense of $3,509,000, partially offset by a decrease in total taxable-equivalent interest income of $2,646,000.

The decrease in total interest income was due primarily to a $3,125,000 decrease in interest income from loans and a $206,000 decrease in interest income from non-taxable debt securities, partially offset by a $752,000 increase in interest income from taxable debt securities. Loan interest decreased due to a 32 basis point decrease in the average rate earned, partially offset by a $22.8 million increase in average loans and by fees recognized from PPP loans of $1,655,000. Interest income from non-taxable debt securities decreased due to a $5.5 million decrease in average securities and to a 6 basis point decrease in the average rate earned on these securities. Interest income from taxable debt securities increased due to an $123.8 million increase in average securities, partially offset by a 61 basis point decrease in the average rate earned on these securities.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The decrease in total interest expense was primarily due to a $2,778,000 decrease in interest paid on IRA and time certificates, a $452,000 decrease in interest paid on long-term debt, and a $282,000 decrease in interest paid on NOW and money fund deposits. Interest paid on IRA and time certificates decreased due to a 66 basis point decrease in the average rate paid and to a $75.4 million decrease in average deposit balances. Interest paid on long-term debt decreased due to an $18.1 million decrease in average balances, partially offset by 21 basis point increase in the average rate paid. Interest paid on NOW and money fund deposits decreased due to a 9 basis point decrease in the average rate paid, partially offset by a $72.1 million increase in average balances. Decreases in average rates paid for IRA and time certificates and NOW and money fund deposits were primarily due to decreases in market rates. The increase in the average paid on long-term debt reflects the maturity of comparatively lower rate debt during the year. No new debt was obtained during 2021.

2020 vs. 2019.  Net interest income on a fully tax-equivalent basis for 2020 totaled $56,491,000, an increase of $1,639,000 from 2019.  The increase resulted from a decrease in total interest expense of $3,226,000, partially offset by a decrease in total taxable-equivalent interest income of $1,587,000.

The decrease in total interest income was due primarily to a $685,000 decrease in interest income from taxable debt securities and an $823,000 decrease from taxable-equivalent interest income from non-taxable debt securities. Interest income from taxable debt securities decreased due to an $11.0 million decrease in average securities and to a 30 basis point decrease in the average rate earned on these securities. Interest income from non-taxable debt securities decreased due to a $35.2 million decrease in average securities, partially offset by a 50 basis point increase in the average rate earned on these securities. The decreases in debt securities were invested in the loan portfolio and used to pay down short-term borrowings and long-term debt.

Loan interest income increased by $258,000 due to an $84.9 million increase in average loans, largely offset by a 29 basis point decrease in the average rate earned on loans.

The decrease in total interest expense was primarily due to a $987,000 decrease in interest paid on NOW and money fund deposits and a $1,879,000 decrease in interest paid on IRA and time certificates. Interest paid on NOW and money fund deposits decreased primarily due to a 25 basis point decrease in the average rate paid and to an $8.6 million decrease in average deposit balances. Interest paid on IRA and time certificates decreased due to a 37 basis point decrease in the average rate paid and to a $37.5 million decrease in average deposit balances. Decreases in average rates paid for NOW and money fund deposits and IRA and time certificates were primarily due to decreases in market rates.

Provisions and Allowance for Loan Losses

LCNB continuously reviews the loan portfolio for credit risk through the use of its lending and loan review functions.  Independent loan reviews analyze specific loans, providing validation that credit risks are appropriately identified, graded, and reported to the Loan Committee, Board of Directors, and the Audit Committee of the Board of Directors. New credits meeting specific criteria are analyzed prior to origination and are reviewed by the Loan Committee, the Loan Committee of the Board of Directors, and the Board of Directors.

The total provision for loan losses is determined based upon management's evaluation as to the amount needed to maintain the allowance for loan losses at a level considered appropriate in relation to the risk of losses inherent in the portfolio. For analysis purposes, the loan portfolio is separated into pools of similar loans. These pools include commercial and industrial loans, owner occupied commercial real estate loans, non-owner occupied commercial real estate loans, real estate loans secured by farms, real estate loans secured by multi-family dwellings, residential real estate loans secured by senior liens on 1-4 family dwellings, residential real estate loans secured by junior liens on 1-4 family dwellings, home equity line of credit loans, consumer loans, loans for agricultural purposes not secured by real estate, construction loans secured by 1-4 family dwellings, construction loans secured by other real estate, and several smaller classifications. Within each pool of loans, LCNB examines a variety of factors to determine the adequacy of the allowance for loan losses, including historic charge-off percentages, overall pool quality, a review of specific problem loans, current economic trends and conditions that may affect borrowers' ability to pay, and the nature, volume, and consistency of the loan pool.

The credit for loan losses for 2021 was $269,000, compared to provisions of $2,014,000 for 2020 and $207,000 for 2019. The 2020 period included qualitative adjustments for estimated impacts from the economic downturn caused by the COVID-19 pandemic. Calculating an appropriate level for the allowance and provision for loan losses involves a high degree of management judgment and is, by its nature, imprecise. Revisions may be necessary as more information becomes available.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Income

A comparison of non-interest income for 2021, 2020, and 2019 is as follows:

Increase (Decrease)
2021202020192021 vs. 20202020 vs. 2019
(In thousands)
Fiduciary income$6,6745,0094,3541,665655
Service charges and fees on deposit accounts6,0365,4825,875554(393)
Net gains (losses) on sales of securities303221(41)82262
Bank owned life insurance income1,0741,441943(367)498
Net gains from sales of loans8522,297328(1,445)1,969
Other operating income1,2931,2918892402
Total non-interest income$16,23215,74112,3484913,393

Reasons for changes include:

•Fiduciary income increased during 2021 and 2020 due to a combination of new accounts and increases in the fair value of trust and brokerage assets managed.

•Service charges and fees on deposit accounts increased during 2021 primarily due to increases in fees received from debit card usage, partially offset by a decrease in fee income recognized on the ICS deposit program. Service charges and fees on deposit accounts decreased during 2020 primarily due to decreases in fee income recognized on the ICS deposit program, overdraft fees, and smaller decreases in other fee accounts, partially offset by an increase in fees received from debit card usage.

•Net gains (losses) on sales of securities were greater during 2021 and 2020 as compared to 2019 primarily due to market pricing at the times of the sales. The book value of sales for 2021, 2020, and 2019 were, respectively, $20.9 million, $8.6 million, and $84.6 million.

•Bank owned life insurance income was greater in 2020 partially due to $12.0 million of new policies purchased at the beginning of the third quarter 2019 and partially due to a mortality benefit received during the first quarter 2020.

•Net gains from sales of loans was greater during 2020 as compared to 2021 and 2019 primarily due to the volume of loans sold.

•Other operating income increased in 2020, as compared to 2019, primarily due to gains recognized on the sale of equity securities, partially offset by decreases in the fair value of equity security investments.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Non-Interest Expense

A comparison of non-interest expense for 2021, 2020, and 2019 is as follows:

Increase (Decrease)
2021202020192021 vs. 20202020 vs. 2019
(In thousands)
Salaries and employee benefits$27,61627,17825,3204381,858
Equipment expenses1,6781,3771,209301168
Occupancy expense, net2,9492,8752,96174(86)
State financial institutions tax1,7581,7081,6695039
Marketing1,2391,2541,319(15)(65)
Amortization of intangibles1,0431,0461,043(3)3
FDIC premiums49225622523631
ATM expense1,4161,028580388448
Computer maintenance and supplies1,2131,1071,09410613
Telephone expense420706707(286)(1)
Contracted services2,4301,8211,865609(44)
Merger-related expenses114(114)
Other non-interest expense5,7865,4295,41635713
Total non-interest expense$48,04045,78543,5222,2552,263

Reasons for changes include:

•Salaries and employee benefits were 1.6% greater in 2021 than in 2020 and 7.3% greater in 2020 than in 2019. The increase in 2021 was primarily due to increased employer taxes on employee payroll and increased compensation expense recognized on restricted stock grants. The increase for 2020 was primarily due to salary and wage increases, incentive payment increases, and newly hired employees, including additional business development positions. Increases in health insurance costs also contributed to the increases for both years.

•Equipment expenses increased during 2021 and 2020 primarily due to increased depreciation charges for furniture and equipment and increased equipment rental costs. During 2020, LCNB replaced ATMs that it had previously owned with new ATMs obtained through an outsourcing arrangement.

•Occupancy expense increased during 2021 primarily due to increased costs for janitorial service, utilities, and branch rentals. The increase in branch rentals reflects a new lease for the Union Village Office. Occupancy expense decreased during 2020 primarily due to decreased costs for facility maintenance and repairs and smaller decreases in utility costs and depreciation charges for bank premises, partially offset by higher janitorial costs.

•FDIC premiums were lower in 2020 and 2019 as compared to 2021 because LCNB received small bank assessment credits from the FDIC during the first and second quarters of 2020 and the third and fourth quarters of 2019. Premium payments returned to their normal levels after the second quarter 2020.

•ATM expense increased during 2021 and 2020 partially due to a strategic decision to outsource LCNB's ATM operations to a third-party vendor, relieving LCNB branch personnel from various ATM maintenance responsibilities. The transition took place gradually during 2020 and all ATMs were outsourced during 2021.

•Computer maintenance and supplies increased in 2021 due to increased technology and software related expenditures designed to offer technological convenience to customers, to protect the integrity of LCNB's data systems and software, and to protect the confidentiality of customer information.

•Telephone expense decreased in 2021, as compared to 2020 and 2019, due to connection modifications.

•Contracted services increased in 2021, as compared to 2020 and 2019, due to additional fees paid for data services, recruitment services, and general price increases on other contracted services.

•Other non-interest expense increased in 2021, as compared to 2020 and 2019, primarily due to increased ATM maintenance costs due to the outsourcing agreement, increased costs to support LCNB's electronic banking products, increased printing and supply costs, and increased legal fees.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Income Taxes

LCNB's effective tax rates for the years ended December 31, 2021, 2020, and 2019 were 18.0%, 16.9%, and 17.9%, respectively.  The difference between the statutory rate of 21% and the effective tax rate is primarily due to tax-exempt interest income from municipal securities, tax-exempt earnings from bank owned life insurance, tax-exempt earnings from LCNB Risk Management, Inc., and tax credits and losses related to investments in affordable housing tax credit limited partnerships. A one-time tax benefit recognized as a result of certain provisions in the CARES Act also contributed to the difference during 2020.

Financial Condition

A comparison of balance sheet line items at December 31, 2021 and 2020 is as follows (in thousands):

December 31, 2021December 31, 2020Difference $Difference %
ASSETS:
Total cash and cash equivalents$18,13631,730(13,594)(42.84)%
Investment securities:
Equity securities with a readily determinable fair value, at fair value2,5462,3891576.57%
Equity securities without a readily determinable fair value, at cost2,0992,099%
Debt securities, available-for-sale, at fair value308,177209,47198,70647.12%
Debt securities, held-to-maturity, at cost22,97224,810(1,838)(7.41)%
Federal Reserve Bank stock, at cost4,6524,652%
Federal Home Loan Bank stock, at cost5,2035,203%
Loans, net1,363,9391,293,69370,2465.43%
Premises and equipment, net35,38535,37690.03%
Operating lease right-of-use assets6,3576,274831.32%
Goodwill59,22159,221%
Core deposit and other intangibles, net2,4733,453(980)(28.38)%
Bank owned life insurance43,22442,1491,0752.55%
Interest receivable7,9998,337(338)(4.05)%
Other assets, net21,24617,0274,21924.78%
Total assets$1,903,6291,745,884157,7459.04%
LIABILITIES:
Deposits:
Non-interest-bearing$501,531455,07346,45810.21%
Interest-bearing1,127,2881,000,350126,93812.69%
Total deposits1,628,8191,455,423173,39611.91%
Long-term debt10,00022,000(12,000)(54.55)%
Operating leases liability6,4736,3711021.60%
Accrued interest and other liabilities19,73321,265(1,532)(7.20)%
Total liabilities1,665,0251,505,059159,96610.63%
TOTAL SHAREHOLDERS' EQUITY238,604240,825(2,221)(0.92)%
Total liabilities and shareholders' equity$1,903,6291,745,884157,7459.04%

Reasons for changes include:

•Debt securities, available-for-sale, increased due to purchase of new securities totaling $161.8 million. This increase was partially offset by sales of securities with a total book value of $20.9 million, maturities and calls of securities totaling $6.7 million, principal payments on mortgage-backed securities totaling $26.4 million, and decreases in fair values totaling $7.5 million.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

•Net loans increased due to organic growth in the loan portfolio. Most of the growth occurred in the commercial real estate and residential real estate loan portfolios. Growth in the commercial and industrial loan portfolio was largely offset by forgiveness payments and other paydowns received on PPP loans.

•Core deposit and other intangibles decreased due to amortization of core deposit intangibles.

•Bank owned life insurance increased due to increases in the cash values of the policies. No new policies were purchased during 2021.

•Other assets increased primarily due to an additional $3.0 investment in Affordable Housing Tax Credit Limited Partnerships, an increase in prepaid expenses, and a temporary increase in a clearing account.

•Non-interest-bearing deposits and interest-bearing deposits have grown substantially since the start of the COVID-19 pandemic. Management believes the growth reflects customer preferences for liquidity during uncertain economic periods. Balances in demand deposits and NOW and savings accounts have grown, while balances in IRA and time deposits have decreased. A $77.4 million increase in ICS reciprocal accounts deposited with LCNB also contributed to the increase. The increase in deposit balances was invested in loan growth, additional debt securities purchases, and was also used to pay off maturing long-term debt.

•Long-term debt decreased due to payoffs of matured debt. There were no new borrowings during 2021.

•Accrued interest and other liabilities decreased primarily due to a $1.6.million decrease in deferred federal income taxes on debt securities, reflective of fair value decreases during the year.

•Total shareholders' equity decreased primarily due to $8.3 million of treasury stock purchases during the year and to a $5.9 million decrease in accumulated other comprehensive income, net of taxes, caused by market-driven decreases in the fair value of LCNB's debt security investments. These decreases were partially offset by earnings retained during 2021.

Liquidity

LCNB Corp. depends on dividends from the Bank for the majority of its liquid assets, including the cash needed to pay dividends to its shareholders. Federal banking law limits the amount of dividends the Bank may pay to the sum of retained net income for the current year plus retained net income for the previous two years. Prior approval from the OCC, the Bank's primary regulator, is necessary for the Bank to pay dividends in excess of this amount. In addition, dividend payments may not reduce capital levels below minimum regulatory guidelines. Management believes the Bank will be able to pay anticipated dividends to LCNB Corp. without needing to request approval. The Bank is not aware of any reasons why it would not receive such approval, if required.

Effective liquidity management ensures that cash is available to meet the cash flow needs of borrowers and depositors, pay dividends to shareholders, and meet LCNB's operating cash needs. Primary funding sources include customer deposits with the Bank, short-term and long-term borrowings from the Federal Home Loan Bank, short-term line of credit arrangements totaling $55.0 million with two correspondent banks, and interest and repayments received from LCNB's loan and investment portfolios.

Total remaining borrowing capacity with the Federal Home Loan Bank at December 31, 2021 was approximately $186.6 million. Additional borrowings of approximately $55.0 million were available through the line of credit arrangements at year-end.

Management closely monitors the level of liquid assets available to meet ongoing funding needs. It is management's intent to maintain adequate liquidity so that sufficient funds are readily available at a reasonable cost. LCNB experienced no liquidity or operational problems as a result of current liquidity levels. Management believes LCNB has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short and long-term.

Commitments to extend credit at December 31, 2021 totaled $290.7 million and are more fully described in Note 13 - Commitments and Contingent Liabilities to LCNB's consolidated financial statements.  Since many commitments to extend credit may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The following table provides information concerning LCNB's commitments at December 31, 2021:

Amount of Commitment Expiration Per Period
Total Amounts Committed1 year or lessOver 1 through 3 yearsOver 3 through 5 yearsMore than 5 years
(In thousands)
Commitments to extend credit$90,55890,558
Unused lines of credit200,11272,63275,65211,08540,743
Standby letters of credit55
Total$290,675163,19575,65211,08540,743

Capital Resources

The Bank is required by banking regulators to meet certain minimum levels of capital adequacy. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a material effect on LCNB's and the Bank's financial statements.  These minimum levels are expressed in the form of certain ratios. Capital is separated into Tier 1 capital (essentially shareholders' equity less goodwill and other intangibles) and Tier 2 capital (essentially the allowance for loan losses limited to 1.25% of risk-weighted assets). Common Equity Tier 1 Capital is the sum of common stock, related surplus, and retained earnings, net of treasury stock, accumulated other comprehensive income, and other adjustments. The first three ratios, which are based on the degree of credit risk in the Bank's assets, provide for weighting assets based on assigned risk factors and include off-balance sheet items such as loan commitments and stand-by letters of credit. Information summarizing the regulatory capital of the Bank at December 31, 2021 and 2020 and corresponding regulatory minimum requirements is included in Note 14 - Regulatory Matters of the consolidated financial statements.

The FDIC, the insurer of deposits in financial institutions, has adopted a risk-based insurance premium system based in part on an institution's capital adequacy. Under this system, a depository institution is required to pay successively higher premiums depending on its capital levels and its supervisory rating by its primary regulator. It is management's intention to maintain sufficient capital to permit the Bank to maintain a "well capitalized" designation, which is the FDIC's highest rating.

On August 24, 2020, LCNB's Board of Directors authorized a share repurchase program (the “Program”). Under the terms of

the Program, LCNB is authorized to repurchase up to 645,000 of its outstanding common shares. The Program is authorized to

last no longer than five years. The Program replaced and superseded LCNB’s prior share repurchase program, which was

adopted in April 2019.

Under the Program, LCNB may purchase common shares through various means such as open market transactions, including

block purchases, and privately negotiated transactions. The number of shares repurchased and the timing, manner, price and

amount of any repurchases will be determined at LCNB's discretion. Factors include, but are not limited to, share price, trading

volume, and general market conditions, along with LCNB’s general business conditions. The Program may be suspended or

discontinued at any time and does not obligate LCNB to acquire any specific number of its common shares.

As part of the Program, LCNB entered into a trading plan adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The 10b5-1 trading plan permits common shares to be repurchased at times that LCNB might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions. The 10b5-1 trading plan is administered by an independent broker and is subject to price, market volume and timing restrictions.

LCNB established an Ownership Incentive Plan during 2002 that allowed for stock-based awards to eligible employees.  Under the plan, awards could be in the form of stock options, share awards, and/or appreciation rights. The plan provided for the issuance of up to 200,000 shares, as restated for a stock dividend.  The plan expired on April 16, 2012, but outstanding unexercised options continued to be exercisable in accordance with their terms and the last of the options were exercised during 2021.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The 2015 Ownership Incentive Plan (the "2015 Plan") was approved by LCNB's shareholders at the annual meeting on April 28, 2015 and allows for stock-based awards to eligible employees, as determined by the Compensation Committee of the Board of Directors. Awards may be made in the form of stock options, appreciation rights, restricted shares, and/or restricted share units. The 2015 Plan provides for the issuance of up to 450,000 shares. The 2015 Plan will terminate on April 28, 2025 and is subject to earlier termination by the Compensation Committee.

Critical Accounting Estimates

The accounting policies of LCNB conform to U.S. generally accepted accounting principles and require management to make estimates and develop assumptions that affect the amounts reported in the financial statements and related footnotes. These estimates and assumptions are based on information available to management as of the date of the financial statements. Actual results could differ significantly from management’s estimates. As this information changes, management’s estimates and assumptions used to prepare LCNB’s financial statements and related disclosures may also change. The most significant accounting policies followed by LCNB are presented in Note 1 of the Notes to Consolidated Financial Statements included herein. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the items described below to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new information becomes available.

Allowance for Loan Losses.  The allowance for loan losses is established through a provision for loan losses charged to expense.  Loans are charged against the allowance for loan losses when management believes that the collectability of the principal is unlikely.  Subsequent recoveries, if any, are credited to the allowance.  The allowance is an amount that management believes will be adequate to absorb inherent losses in the loan portfolio, based on evaluations of the collectability of loans and prior loan loss experience.  The evaluations take into consideration such factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans, and current economic conditions that may affect the borrowers' ability to pay.  This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

The allowance consists of specific and general components.  The specific component relates to loans that are classified as doubtful, substandard, or special mention.  For such loans an allowance is established when the discounted cash flows or collateral value is lower than the carrying value of that loan.  The general component covers non-classified loans and is based on historical loss experience adjusted for qualitative factors, which include trends in underperforming loans, trends in the volume and terms of loans, economic trends and conditions, concentrations of credit, trends in the quality of loans, and borrower financial statement exceptions.

Based on its evaluations, management believes that the allowance for loan losses will be adequate to absorb estimated losses inherent in the current loan portfolio.

Acquired Credit Impaired Loans. LCNB accounts for acquisitions using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be measured at their fair values at the acquisition date. Acquired loans are reviewed to determine if there is evidence of deterioration in credit quality since inception and if it is probable that LCNB will be unable to collect all amounts due under the contractual loan agreements. The analysis includes expected prepayments and estimated cash flows including principal and interest payments at the date of acquisition. The amount in excess of the estimated future cash flows is not accreted into earnings. The amount in excess of the estimated future cash flows over the book value of the loan is accreted into interest income over the remaining life of the loan (accretable yield). LCNB records these loans on the acquisition date at their fair values. Thus, an allowance for estimated future losses is not established on the acquisition date. Subsequent to the date of acquisition, expected future cash flows on loans acquired are updated and any losses or reductions in estimated cash flows which arise subsequent to the date of acquisition are reflected as a charge through the provision for loan losses. An increase in the expected cash flows adjusts the level of the accretable yield recognized on a prospective basis over the remaining life of the loan. Due to the number, size, and complexity of loans within the acquired loan portfolio, there is always a possibility of inherent undetected losses.

Accounting for Intangibles.  LCNB’s intangible assets at December 31, 2021 are composed primarily of goodwill and core deposit intangibles related to acquisitions of other financial institutions. It also includes mortgage servicing rights recorded from sales of mortgage loans to the Federal Home Loan Mortgage Corporation and mortgage servicing rights acquired through the acquisition of Eaton National and CFB.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Goodwill is not subject to amortization, but is reviewed annually for impairment.   A review for impairment may be conducted more frequently than annually if circumstances indicate a possible impairment. Impairment indicators that may be considered include the condition of the economy and banking industry; estimated future cash flows; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of LCNB’s stock; and other relevant events. These and other factors could lead to a conclusion that goodwill is impaired, which would require LCNB to write off the difference between the estimated fair value of the Company and the carrying value.

Core deposit intangibles are being amortized on a straight line basis over their respective estimated weighted average lives.

Mortgage servicing rights are capitalized by allocating the total cost of loans between mortgage servicing rights and the loans based on their estimated fair values.  Capitalized mortgage servicing rights are amortized to loan servicing income in proportion to and over the period of estimated servicing income, subject to periodic review for impairment.

Fair Value Accounting for Debt Securities.  Debt securities classified as available-for-sale are carried at estimated fair value.  Unrealized gains and losses, net of taxes, are reported as accumulated other comprehensive income or loss in shareholders’ equity.  Fair value is estimated using market quotations for U.S. Treasury investments.  Fair value for the majority of the remaining available-for-sale securities is estimated using the discounted cash flow method for each security with discount rates based on rates observed in the market.

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