MANAGEMENT'S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS

OF

OPERATIONS

The following is a discussion of our financial condition at December 31,

2022 and 2021 and our results of operations for the years ended December 31, 2022 and 2021. The purpose of this discussion is to provide

information about our financial condition and results of operations which is not otherwise apparent from the consolidated



financial statements. The
following discussion and analysis should be read along with our consolidated

financial statements and the related notes
included elsewhere herein. In addition, this discussion and analysis contains

forward-looking statements, so you should refer to Item 1A, "Risk Factors" and "Special Cautionary Notice Regarding Forward-Looking Statements".

OVERVIEW

The Company was incorporated in 1990 under the laws of the State of Delaware and became a bank



holding company after
it acquired its Alabama predecessor,

which was a bank holding company established in 1984. The Bank, the Company's principal subsidiary, is an Alabama

state-chartered bank that is a member of the Federal Reserve System and has operated continuously since 1907. Both the Company and the Bank are headquartered



in Auburn, Alabama. The Bank conducts its
business primarily in East Alabama, including Lee County and surrounding areas.

The Bank operates full-service branches
in Auburn, Opelika, Notasulga and Valley,

Alabama.

The Bank also operates a loan production office in Phenix



City,
Alabama.



















  Table of Contents
51
Summary of Results of Operations
Year ended December 31
(Dollars in thousands, except per share data)
2022
2021
Net interest income (a)
$
27,622
$
24,460
Less: tax-equivalent adjustment
456
470
Net interest income (GAAP)
27,166
23,990
Noninterest income
6,506
4,288
Total revenue
33,672
28,278
Provision for loan losses
1,000
(600)
Noninterest expense
19,823
19,433
Income tax expense

2,503
1,406
Net earnings
$
10,346
$
8,039
Basic and diluted net earnings per share
$
2.95
$
2.27
(a) Tax-equivalent.

See "Table 1 - Explanation of Non-GAAP Financial Measures". Financial Summary The Company's net earnings were $10.3

million for the full year 2022, compared to $8.0 million for the full year 2021.

Basic and diluted net earnings per share were $2.95 per share for the full year 2022,



compared to $2.27 per share for the full
year 2021.

Net interest income (tax-equivalent) was $27.6 million in 2022, a

13% increase compared to $24.5 million in 2021. This increase was primarily due to improvements in the Company's

net interest margin.



The Company's net interest margin
(tax-equivalent) was 2.81% in 2022, compared to 2.55% in 2021.

This increase was primarily due to changes in our asset mix and higher market interest rates on interest earning assets,

while our cost of funds decreased 4 basis points to 0.35%.

At December 31, 2022, the Company's allowance

for loan losses was $5.8 million, or 1.14% of total loans, compared to $4.9 million, or 1.08% of total loans, at December 31, 2021.

At December 31, 2022, the Company's recorded

investment

in loans considered impaired was $2.6 million with a corresponding valuation allowance

(included in the allowance for loan losses) of $0.5 million, compared to a recorded investment in loans considered impaired



of $0.2 million with no
corresponding valuation allowance at December 31, 2021.

The Company recorded a charge to provision for loan losses of $1.0 million in 2022 compared to a negative provision for loan losses of $0.6

million during 2021.

The provision for loan losses in 2022 was primarily related to loan growth and the downgrade of one borrowing



relationship.

The provision for loan losses is based upon various estimates and judgements, including the absolute level



of loans, loan growth, credit
quality and the amount of net charge-offs.

Net charge-offs as a percent of average loans were 0.04%



in 2022 compared to
0.02% in 2021.

Noninterest income was $6.5 million in 2022 compared to $4.3

million in 2021.



The increase was primarily related to a
$3.2 million gain on the sale of land adjacent to the Company's

headquarters.



Excluding the impact of this gain,
noninterest income was $3.3 million in 2022, a 24% decrease compared to 2021.

This decrease in noninterest income was
primarily due to a decrease in mortgage lending income

of $0.9 million as refinance activity slowed in our primary market area related to higher market interest rates.

Noninterest expense was $19.8

million in 2022 compared to $19.4

million in 2021. Noninterest expense included a $1.6 million employee retention credit recognized in 2022.

Excluding the impact of this payroll tax credit, noninterest expense was $21.4 million in 2022, a 10% increase compared to 2021.

The increase in noninterest expense was primarily due to increases in net occupancy and equipment expense of $1.0 million related to the Company's



new headquarters, which
opened in June 2022,

an increase in salaries and benefits expense of $0.6 million, and increases in other noninterest expense of $0.4



million.

  Table of Contents
52
Income tax expense was $2.5 million in 2022,

compared to $1.4 million in 2021.

The Company's effective tax



rate for
2022 was 19.48%, compared to 14.89% in 2021.

This increase in tax expense was primarily due to increased pre-tax earnings in 2022 and additional income tax expense of $0.2 million related to the Company's



decision to surrender certain
bank-owned life insurance contracts in 2022.

The Company's effective income



tax rate is principally impacted by tax-
exempt earnings from the Company's investments

in municipal securities, bank-owned life insurance, and New Markets Tax Credits.

The Company paid cash dividends of $1.06 per share in 2022, an increase of 2% from 2021.



At December 31, 2022, the
Bank's regulatory capital ratios

were well above the minimum amounts required to be "well capitalized" under current regulatory standards with a total risk-based capital ratio of 16.25

%, a tier 1 leverage ratio of 10.01% and common equity tier 1 ("CET1") of 15.39%



at December 31, 2022.

COVID-19 Impact Assessment
The COVID-19 pandemic has occurred in waves of different

variants since the first quarter of 2020. Vaccines

to protect against and/or reduce the severity of COVID-19 were widely introduced at the beginning

of 2021. At times, the pandemic severely restricted the level of economic activity in our markets. In response to the

COVID-19 pandemic, the State of Alabama, and most other states, have taken preventative or protective actions to prevent the

spread of the virus, including imposing restrictions on travel and business operations and a statewide mask mandate,

advising or requiring individuals to limit or forego their time outside of their homes, limitations on gathering of people and social distancing,

and causing temporary closures of businesses that have been deemed to be non-essential. Though



certain of these measures have been
relaxed or eliminated, especially as vaccination levels increased, such

measures could be reestablished in cases of new
waves, especially a wave of a COVID-19 variant that is more resistant

to existing vaccines,



booster vaccines and newly
developed treatments.

COVID-19 significantly affected local state, national and global

health and economic activity and its future effects are uncertain and will depend on various factors, including, among others, the duration



and scope of the pandemic, especially
new variants of the virus, effective vaccines and drug treatments, together

with governmental, regulatory and private sector
responses. COVID-19 has had continuing significant effects

on the economy, financial

markets and our employees, customers and vendors. Our business, financial condition and results of operations

generally rely upon the ability of our borrowers to make deposits and repay their loans, the value of collateral underlying our

secured loans, market value, stability and liquidity and demand for loans and other products and services we offer,



all of which are affected by the
pandemic.

We believe that the

direct economic effects of COVID-19 are diminishing, but that indirect effects



from the
pandemic and government economic and monetary stimuli to counter the pandemic,

continue.

These indirect effects include a tight labor market, supply chain disruptions, consumer demand and the economic

effects of these stimulative government fiscal and monetary policies in response to COVID-19 beginning in early

2020, which have led to inflation and to the Federal Reserve tightening its monetary policies to fight inflation beginning March



2022.
We have implemented

a number of procedures in response to the pandemic to support the safety and well-being



of our
employees, customers and shareholders.
?
We believe our business continuity

plan has worked to provide essential banking services to our communities and customers, while protecting our employees' health. As part of our efforts

to exercise social distancing in accordance with the guidelines of the Centers for Disease Control and the Governor



of the State of Alabama,
starting March 23, 2020, we limited branch lobby service to appointment only

while continuing to operate our
branch drive-thru facilities and ATMs.

As permitted by state public health guidelines, on June 1, 2020, we re- opened some of our branch lobbies. In 2021, we opened our remaining branch lobbies. We



continue to provide
services through our online and other electronic channels. In addition,

we maintain remote work access to help
employees stay at home while providing continuity of service during outbreaks of


COVID-19 variants.

Bank
employees, generally, are

working full time in the office although we have provided scheduling



flexibility to our
employees.
?
We serviced the financial

needs of our commercial and consumer clients with extensions and deferrals



to loan
customers effected by COVID-19, provided such customers

were not more than 30 days past due at the time of the
request; and




























  Table of Contents
53
?
We

were an active PPP lender and made an aggregate of 677 PPP loans totaling approximately $56.7



million.

PPP

loans were forgivable, in whole or in part, if the proceeds are used for payroll



and other permitted purposes in
accordance with the requirements of the PPP.

These loans carry a fixed rate of 1.00% and a term of two years (loans made before June 5, 2020) or five years (loans made on or after June 5, 2020),

if not forgiven, in whole or in part. Payments are deferred until either the date on which the Small Business Administration



("SBA") remits
the amount of forgiveness proceeds to the lender or the date that is 10

months after the last day of the covered
period if the borrower does not apply for forgiveness within that 10-month

period. We



believe these loans and our
participation in the program helped our customers and the communities

we serve.

As of December 31, 2022, we had only one outstanding PPP loan since all but one such loan had been forgiven by the

SBA.

COVID-19 has also had various economic effects, generally.

These include supply chain disruptions and manufacturing delays, shortages of certain goods and services, reduced consumer expenditure on



hospitality and travel, and migration from
larger urban centers to less populated areas and remote work. The

demand for single family housing has exceeded existing supplies. When coupled with construction delays attributable to supply chain disruptions



and worker shortages, these
factors have caused housing prices and apartment rents to increase, generally.

Stimulative monetary and fiscal policies, along with shortages of certain goods and services, and rising petroleum and food



prices, reflecting, among other things, the
war in the Ukraine, have led to the highest inflation in decades.

The Federal Reserve has begun rapidly increasing its target federal funds rate from 0 - 0.25% at the beginning of March 2022 to 4.25 - 4.50%



at December 31, 2022, and 4.50 - 4.75%
at January 31, 2023.

The Federal Reserve also has been reducing its holdings of securities in its SOMA account



to reduce
market liquidity and counteract inflation.
A summary of PPP loans extended during 2020 follows:

(Dollars in thousands)
# of SBA
Approved
Mix
$ of SBA
Approved
Mix
SBA Tier:
$2 million to $10 million
-
-
%
$
-
-
%
$350,000 to less than $2 million
23
5
14,691
40
Up to $350,000
400
95
21,784
60
Total
423
100
%
$
36,475
100
%
We collected

approximately $1.5 million in fees from the SBA related to our PPP loans during 2020. Through

December

31, 2021, we had recognized all of these fees, net of related costs. As of December 31,



2021, we had received payments and
forgiveness on all PPP loans extended in 2020.

On December 27, 2020, the Economic Aid to Hard-Hit Small Businesses, Nonprofits,

and Venues



Act (the "Economic Aid
Act") was signed into law. The

Economic Aid Act provided a second $900 billion stimulus package, including

$325 billion
in additional PPP loans. The Economic Aid Act also permits the collection of

a higher amount of PPP loan fees by
participating banks.

A summary of PPP loans extended during 2021 under the Economic Aid Act



follows:
(Dollars in thousands)
# of SBA
Approved
Mix
$ of SBA
Approved
Mix
SBA Tier:
$2 million to $10 million
-
-
%
$
-
-
%
$350,000 to less than $2 million
12
5
6,494
32
Up to $350,000
242
95
13,757
68
Total
254
100
%
$
20,251
100
%
We collected

approximately $1.0 million in fees from the SBA related to PPP loans under the Economic



Aid Act. Through
December 31, 2022, we have recognized all of these fees, net of related costs.

As of December 31, 2022, we have received
payments and forgiveness on all but one PPP loan, in the amount of $0.1

million, under the Economic Aid Act.



  Table of Contents
54
We believe that the COVID-19

pandemic stimuli and decreased economic activity increased customer liquidity and

tier

deposits at the Bank and decreased loan demand, while monetary stimulus reduced



interest rates and our costs of funds and
our interest earnings on loans.

As a result, our net interest margin was adversely affected.



A return to higher interest rates
appears underway, beginning in

March 2022, and has accelerated in recent months as a result of Federal Reserve efforts



to
curb inflation.

This has resulted in improved net interest margin, but at the same time



has reduced the market values of our
securities portfolio and resulted in unrealized securities losses.

As a result, we have had losses in our other comprehensive income and our equity under generally accepted accounting principles has declined.



This has not adversely affected our
regulatory capital, however.

We continue to closely

monitor the pandemic's effects,

and are working to continue our services and to address developments as those occur. Our results of operations

for the year ended December 31, 2022, and our financial condition at that date, which reflect only the continuing direct and indirect effects of the

pandemic, may not be indicative of future results or financial conditions, including possible changes in monetary or fiscal stimulus,

and the possible effects of the expiration or extension of temporary accounting and bank regulatory relief measures in



response to the COVID-19
pandemic.

As of December 31, 2022,

all of our capital ratios were in excess of all regulatory requirements to be well capitalized.

Inflation and the shift from stimulative monetary policy in response to the COVID-19

pandemic to tightening monetary policy beginning in March 2022 to fight inflation could result in adverse changes to

credit quality and our regulatory capital ratios, and inflation will affect our costs, interest rates and the values of our assets and



liabilities, changes in customer
savings and payment behaviors and economic activity.

Continuing supply chain disruptions and tight labor markets also adversely affect the levels and costs of economic activities.

We continue to closely



monitor these continuing effects of the
pandemic, and are working to anticipate and

address developments.
The CARES Act and the 2020 Consolidated Appropriations Act provide eligible

employers an employee retention credit
related to COVID-19.

After consultation with our tax advisors, we filed amended payroll tax returns

with the IRS, and received an employee retention credit of approximately $1.6 million. The direct health issues related to COVID-19 appear to be waning as a result of vaccinations,

new medications and increased resistance to the virus as a result of prior infections, although new strains continue



to appear.

The economic
effects of the pandemic and government fiscal and monetary policy responses,

supply chain disruptions and inflation
continue, however.
CRITICAL ACCOUNTING POLICIES
The accounting and financial reporting policies of the Company conform with U.S.
generally accepted

accounting

principles and with general practices within the banking industry.

In connection with the application of those principles, we have made judgments and estimates which, in the case of the determination of our allowance



for loan losses, our
assessment of other-than-temporary impairment, recurring and

non-recurring fair value measurements, the valuation of other real estate owned, and the valuation of deferred tax assets, were critical to the determination

of our financial position and results of operations. Other policies also require subjective judgment and assumptions



and may accordingly impact our
financial position and results of operations.

Allowance for Loan Losses
The Company assesses the adequacy of its allowance for loan losses prior

to the end of each calendar quarter. The



level of
the allowance is based upon management's

evaluation of the loan portfolio, past loan loss experience, current asset quality trends, known and inherent risks in the portfolio, adverse situations that may affect



a borrower's ability to repay (including
the timing of future payment), the estimated value of any underlying collateral,

composition of the loan portfolio, economic conditions, changes in, and expectations regarding, market interest rates and inflation,

industry and peer bank loan loss rates and other pertinent factors. This evaluation is inherently subjective as it requires

material estimates including the amounts and timing of future cash flows expected to be received on impaired loans that may be susceptible



to significant change.
Loans are charged off, in whole or in part, when management

believes that the full collectability of the loan is unlikely.



A

loan may be partially charged-off after a "confirming event"

has occurred which serves to validate that full repayment pursuant to the terms of the loan is unlikely.

In addition, our regulators, as an integral part of their examination process, will periodically review the Company's loans and

allowance for loan losses, and may require the Company to make additional provisions to the allowance for loan losses based on their judgment about information available



to them at the
time of their examinations.
  Table of Contents
55
The Company deems loans impaired when, based on current information and

events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement.

Collection of all amounts due according to the contractual terms means that both the interest and principal payments



of a loan will be collected as
scheduled in the loan agreement.
An impairment allowance is recognized if the fair value of the loan is less than
the recorded

investment in the loan. The
impairment is recognized through the allowance. Loans that are impaired are

recorded at the present value of expected
future cash flows discounted at the loan's effective

interest rate, or if the loan is collateral dependent, impairment measurement is based on the fair value of the collateral, less estimated disposal costs. The level of the allowance for loan losses maintained is believed by

management, based on its processes and estimates, to be adequate to absorb probable losses inherent in the portfolio at the balance sheet date.



The allowance is increased by
provisions charged to expense and decreased by charge-offs,

net of recoveries of amounts previously charged-off and by releases from the allowance when determined to be appropriate to the levels of loans and probable

loan losses in such loans. In assessing the adequacy of the allowance, the Company also considers the results of its



ongoing internal, independent
loan review process. The Company's loan

review process assists in determining whether there are loans in the portfolio whose credit quality has weakened over time and evaluating the risk characteristics of the



entire loan portfolio. The
Company's loan review process includes the judgment

of management, the input from our independent loan reviewers, and reviews that may have been conducted by bank regulatory agencies as part of their

examination process. The Company incorporates loan review results in the determination of whether or not it is probable

that it will be able to collect all amounts due according to the contractual terms of a loan. As part of the Company's quarterly assessment

of the allowance, management divides the loan portfolio into five segments: commercial and industrial, construction and land development, commercial real estate,

residential real estate, and consumer installment loans. The Company analyzes each segment and estimates an allowance allocation

for each loan segment. The allocation of the allowance for loan losses begins with a process of estimating the

probable losses inherent for these types of loans. The estimates for these loans are established by category and based

on the Company's internal system of credit risk ratings and historical loss data. The estimated loan loss allocation rate for the Company's



internal system of
credit risk grades is based on its experience with similarly graded loans. For

loan segments where the Company believes it
does not have sufficient historical loss data, the Company may

make adjustments based, in part, on loss rates of peer bank groups. At December 31, 2022 and 2021, and for the years then ended, the Company adjusted



its historical loss rates for the
commercial real estate portfolio segment based, in part, on loss rates of peer
bank groups.
The estimated loan loss allocation for all five loan portfolio segments is then
adjusted for management's

estimate of
probable losses for several "qualitative and environmental" factors.

The allocation for qualitative and environmental factors is particularly subjective and does not lend itself to exact mathematical calculation.

This amount represents estimated probable inherent credit losses which exist, but have not yet been identified, as of

the balance sheet date, and are based upon quarterly trend assessments in delinquent and nonaccrual loans, credit



concentration changes, prevailing
economic conditions, changes in lending personnel experience, changes in lending

policies or procedures and other
influencing factors.

These qualitative and environmental factors are considered for each of the five loan segments

and the allowance allocation, as determined by the processes noted above, is increased or



decreased based on the incremental
assessment of these factors.
The Company regularly re-evaluates its practices in determining the allowance

for loan losses. Since the fourth quarter of
2016, the Company has increased its look-back period each quarter to incorporate

the effects of at least one economic
downturn in its loss history. The Company believes

the extension of its look-back period is appropriate due to the risks inherent in the loan portfolio. Absent this extension, the early cycle periods in which the

Company experienced significant losses would be excluded from the determination of the allowance for loan losses and its balance



would decrease. For the
year ended December 31, 2022, the Company increased its look-back period to

55 quarters to continue to include losses
incurred by the Company beginning with the first quarter of 2009.

During 2021, the Company adjusted certain qualitative and economic factors to reflect improvements in economic conditions in our primary



market area that had previously been
observed as a result of the COVID-19 pandemic.

No changes were made to qualitative and economic factors during 2022.


  Table of Contents
56
Assessment for Other-Than-Temporary

Impairment of Securities
On a quarterly basis, management makes an assessment to determine

whether there have been events or economic circumstances to indicate that a security on which there is an unrealized loss is other-than-temporarily

impaired.

For debt securities with an unrealized loss, an other-than-temporary



impairment write-down is triggered when (1) the
Company has the intent to sell a debt security,

(2) it is more likely than not that the Company will be required to sell the debt security before recovery of its amortized cost basis, or (3) the Company does not expect



to recover the entire amortized
cost basis of the debt security.

If the Company has the intent to sell a debt security or if it is more likely than not that it

will

be required to sell the debt security before recovery,

the other-than-temporary write-down is equal to the entire difference between the debt security's amortized cost

and its fair value.

If the Company does not intend to sell the security or it is not more likely than not that it will be required to sell the security before recovery,

the other-than-temporary impairment write- down is separated into the amount that is credit related (credit loss component) and the amount due to all other

factors.

The

credit loss component is recognized in earnings and is the difference between

the security's amortized cost basis and

the

present value of its expected future cash flows.

The remaining difference between the security's



fair value and the present
value of future expected cash flows is due to factors that are not credit
related and is recognized in other comprehensive
income, net of applicable taxes.
The Company is required to own certain stock as a condition of membership, such

as

FHLB and FRB.

These non- marketable equity securities are accounted for at cost which equals par or redemption value.

These securities do not have a readily determinable fair value as their ownership is restricted and there is no market



for these securities.

The Company
records these non-marketable equity securities as a component of other assets,

which are periodically evaluated for
impairment. Management considers these non-marketable equity securities to

be long-term investments. Accordingly,

when

evaluating these securities for impairment, management considers

the ultimate recoverability of the par value rather than by recognizing temporary declines in value. Fair Value

Determination

U.S. GAAP requires management to value and disclose certain of the Company's



assets and liabilities at fair value,
including investments classified as available-for-sale and derivatives.

ASC 820,
Fair Value

Measurements and Disclosures
,
which defines fair value, establishes a framework for measuring fair value

in accordance with U.S. GAAP and expands
disclosures about fair value measurements.

For more information regarding fair value measurements and disclosures, please refer to Note 14, Fair Value,

of the consolidated financial statements that accompany this report. Fair values are based on active market prices of identical assets or liabilities when available.



Comparable assets or
liabilities or a composite of comparable assets in active markets are used

when identical assets or liabilities do not have
readily available active market pricing.

However, some of the Company's



assets or liabilities lack an available or
comparable trading market characterized by frequent transactions between

willing buyers and sellers. In these cases, fair
value is estimated using pricing models that use discounted cash flows and

other pricing techniques. Pricing models and
their underlying assumptions are based upon management's

best estimates for appropriate discount rates, default rates, prepayments, market volatility and other factors, taking into account current observable



market data and experience.
These assumptions may have a significant effect on the reported

fair values of assets and liabilities and the related income and expense. As such, the use of different models and assumptions, as

well as changes in market conditions, could result in materially different net earnings and retained earnings results.

Other Real Estate Owned Other real estate owned or OREO, consists of properties obtained through foreclosure or

in satisfaction of loans and is reported at the lower of cost or fair value, less estimated costs to sell at the date acquired



with any loss recognized as a
charge-off through the allowance for loan losses. Additional

OREO losses for subsequent valuation adjustments are determined on a specific property basis and are included as a component of other noninterest

expense along with holding costs. Any gains or losses on disposal of OREO are also reflected in noninterest expense.

Significant judgments and complex estimates are required in estimating the fair value of OREO, and the period



of time within which such estimates
can be considered current is significantly shortened during periods of

market volatility. As a result, the net proceeds
realized from sales transactions could differ significantly from appraisals,

comparable sales, and other estimates used to
determine the fair value of OREO.




























































  Table of Contents
57
Deferred Tax

Asset Valuation A valuation allowance is recognized for a deferred tax asset if, based on the weight of available

evidence, it is more-likely- than-not that some portion or the entire deferred tax asset will not be realized. The ultimate



realization of deferred tax assets
is dependent upon the generation of future taxable income during the periods

in which those temporary differences become
deductible. Management considers the scheduled reversal of deferred

tax liabilities, projected future taxable income and tax planning strategies in making this assessment. At December 31,

2022 we had total deferred tax assets of $15.6 million included as "other assets", including $13.7 million resulting from unrealized losses



in our securities portfolio.

Based upon the level of taxable income over the last three years and projections for future taxable



income over the periods in which the
deferred tax assets are deductible, management believes it is more likely than

not that we will realize the benefits of these
deductible differences at December 31, 2022. The amount of the deferred

tax assets considered realizable, however, could
be reduced if estimates of future taxable income are reduced.
Average Balance

Sheet and Interest Rates
Year ended December 31

2022
2021
Average
Yield/
Average
Yield/
(Dollars in thousands)
Balance
Rate
Balance
Rate
Loans and loans held for sale

$
454,604
4.45%
$
459,712
4.45%
Securities - taxable
364,029
1.81%
320,766
1.28%
Securities - tax-exempt (a)
61,591
3.53%
62,736
3.57%
Total securities
425,620
2.06%
383,502
1.66%
Federal funds sold
43,766
1.00%
38,659
0.15%
Interest bearing bank deposits
58,141
0.99%
77,220
0.13%
Total interest-earning assets
982,131
3.05%
959,093
2.81%
Deposits:


NOW
197,177
0.19%
178,197
0.12%
Savings and money market
327,139
0.20%
296,708
0.22%
Certificates of deposits
154,273
0.84%
159,111
1.03%
Total interest-bearing deposits
678,589
0.34%
634,016
0.39%
Short-term borrowings
4,516
1.33%
3,349
0.51%
Total interest-bearing liabilities
683,105
0.35%
637,365
0.39%
Net interest income and margin (a)
$
27,622
2.81%
$
24,460
2.55%
(a) Tax-equivalent.

See "Table 1 - Explanation of Non-GAAP



Financial Measures".
RESULTS

OF OPERATIONS
Net Interest Income and Margin
Net interest income (tax-equivalent) was $27.6 million in 2022, compared

to $24.5 million in 2021.



This increase was due
to improvements in the Company's net interest

margin (tax-equivalent).



Net interest margin (tax-equivalent) increased to
2.81% in 2022, compared to 2.55% in 2021 due to increases in the Federal

Reserve's target federal



funds rates beginning
March 17, 2022, and changes in our asset mix.

During 2022, the Federal Reserve increased the target federal funds range from 0 - 0.25% to 4.25 - 4.50%.

The

target rate was increased another 25 basis points on January 31, 2023,

and further increases in the target federal funds rate appear likely if inflation remains elevated.



Net interest income (tax-equivalent)
included $0.3 million in PPP loan fees, net of related costs for 2022,

compared to $1.0 million for 2021.



See "Supervision
and Regulation - Fiscal and Monetary Policies".
The tax-equivalent yield on total interest-earning assets increased by 24 basis
points

to 3.05% in 2022 compared to 2.81%
in 2021.

This increase was primarily due to changes in our asset mix and higher market interest



rates on interest earning
assets.

















  Table of Contents
58
The cost of total interest-bearing liabilities decreased by 4 basis points to
0.35%

in 2022 compared to 0.39% in 2021.

The

net decrease in our funding costs was primarily due to a portion of our time deposits repricing into



lower prevailing market
interest rates during 2022.

Our deposit costs may increase as the Federal Reserve increases its target federal

funds rate, market interest rates increase, and as customer savings behaviors change as a result of inflation

and higher market interest rates on deposits and other alternative investments. The Company continues to deploy various asset liability management strategies



to manage its risk to interest rate
fluctuations.

Deposit and loan pricing remains competitive in our markets.

We believe this



challenging competitive
environment will continue in 2023.

Our ability to hold our deposit rates low until our interest-earning assets reprice



will be
important to maintaining or potentially increasing our net interest

margin during the monetary tightening cycle that we believe will continue in 2023.

Provision for Loan Losses The provision for loan losses represents a charge to earnings necessary to provide



an allowance for loan losses that
management believes, based on its processes and estimates, should be adequate

to provide for the probable losses on
outstanding loans. At December 31, 2022, the Company's

recorded investment in loans considered impaired was $2.6 million with a corresponding valuation allowance (included in the allowance

for loan losses) of $0.5 million, compared to a recorded investment in loans considered impaired of $0.2 million with no corresponding



valuation allowance at December
31, 2021.

The Company recorded a charge to provision for loan losses of $1.0



million during 2022, compared to a negative
provision for loan losses of $0.6 million during 2021.

The provision for loan losses in 2022 was primarily related to loan growth and the downgrade of one borrowing relationship.

The provision for loan losses is based upon various estimates and judgments, including the absolute level of loans, loan growth, credit quality and the amount of



net charge-offs.

Net

charge-offs as a percent of average loans were 0.04% in 2022

compared to 0.02% in 2021.

Based upon its assessment of the loan portfolio, management adjusts the allowance for loan

losses to an amount it believes should be appropriate to adequately cover its estimate of probable losses in the loan portfolio.

The Company's allowance for loan losses as a percentage of total loans was 1.14% at December 31, 2022, compared

to 1.08% at December 31, 2021. While the policies and procedures used to estimate the allowance for loan losses, as well as the



resulting provision for loan
losses charged to operations, are considered adequate by management and are

reviewed from time to time by our regulators, they are based on estimates and judgments and are therefore approximate and imprecise.



Factors beyond our control (such
as conditions in the local and national economy,

inflation and market interest rates, and local real estate markets and businesses) may have a material adverse effect on our asset

quality and the adequacy of our allowance for loan losses under CECL resulting in significant increases in the provision for credit losses. Noninterest Income



Year ended December 31
(Dollars in thousands)
2022
2021
Service charges on deposit accounts
$
598
$
566
Mortgage lending
650
1,547
Bank-owned life insurance
317
403
Gain on sale of premises and equipment
3,234
-
Securities gains, net
12
15
Other
1,695
1,757
Total noninterest income
$
6,506
$
4,288
The Company's noninterest income from

mortgage lending is primarily attributable to the (1) origination and sale of new mortgage loans and (2) servicing of mortgage loans. Origination income, net, is comprised

of gains or losses from the sale of the mortgage loans originated, origination fees, underwriting fees and other fees



associated with the origination of
mortgage loans, which are netted against the commission expense associated

with these originations. The Company's
normal practice is to originate mortgage loans for sale in the secondary

market and to either sell or retain the MSRs when
the loan is sold.

MSRs are recognized based on the fair value of the servicing right on the date the corresponding

mortgage loan is sold.

Subsequent to the date of transfer, the Company

has elected to measure its MSRs under the amortization method.

Servicing

fee income is reported net of any related amortization expense.



























  Table of Contents
59
The Company evaluates MSRs for impairment quarterly.

Impairment is determined by grouping MSRs by common predominant characteristics, such as interest rate and loan type.

If the aggregate carrying amount of a particular group of MSRs exceeds the group's aggregate

fair value, a valuation allowance for that group is established.



The valuation
allowance is adjusted as the fair value changes.

An increase in mortgage interest rates typically results in an increase in the fair value of the MSRs while a decrease in mortgage interest rates typically results in a decrease

in the fair value of MSRs.

The following table presents a breakdown of the Company's



mortgage lending income for 2022 and 2021.
Year ended December 31
(Dollars in thousands)
2022
2021
Origination income
$
309
$
1,417
Servicing fees, net
341
130
Total mortgage lending income
$
650
$
1,547
The Company's income from mortgage lending

typically fluctuates as mortgage interest rates change and is primarily attributable to the origination and sale of new mortgage loans.

Origination income decreased as market interest rates on mortgage loans increased.

The decrease in origination income was partially offset by an increase in



servicing fees, net of
related amortization expense as prepayment speeds slowed, resulting in decreased

amortization expense.
In October 2022, the Company closed the sale of approximately 0.85 acres of

land located next to the Company's
headquarters in Auburn, Alabama for a purchase price of $4.3 million.

The sale resulted in a gain of $3.2 million, net of prorations, closing costs and costs of demolishing the Bank's

former main office building.



Noninterest Expense
Year ended December 31
(Dollars in thousands)
2022
2021
Salaries and benefits
$
12,307
$
11,710
Employee retention credit
(1,569)
-

Net occupancy and equipment
2,742
1,743
Professional fees
975
995
FDIC and other regulatory assessments
404
426
Other
4,964
4,559
Total noninterest expense
$
19,823
$
19,433
The increase in salaries and benefits was primarily due to a decrease in
deferred costs related

to the PPP loan program, and
routine annual wage and benefit increases.

The employee retention tax credit of $1.6 million in 2022 relates to a one-time payroll tax



credit provided by the CARES
Act and the 2020 Consolidated Appropriations Act.

The increase in net occupancy and equipment expense was primarily due to increased



expenses related to the
redevelopment of the Company's headquarters

in downtown Auburn.

This amount includes depreciation expense and one- time costs associated with the opening of the Company's

new headquarters.

The Company relocated its main office branch and bank operations into its newly constructed headquarters during May 2022. The increase in other noninterest expense was due to a variety of miscellaneous items including

increased information technology and systems expenses, loan related expenses, losses on New Markets Tax



Credits investments and other
miscellaneous operating expenses.
















































  Table of Contents
60
Income Tax

Expense

Income tax expense was $2.5 million in 2022, compared to $1.4



million in 2021.

The Company's effective tax

rate for
2022 was 19.48%, compared to 14.89% in 2021.

This increase in tax expense was primarily due to increased pre-tax earnings in 2022 and additional income tax expense of $0.2 million related to the Company's



decision to surrender certain
bank-owned life insurance contracts in 2022.

The Company's effective income

tax rate is principally



impacted by tax-
exempt earnings from the Company's investments

in municipal securities, bank-owned life insurance, and New Markets
Tax Credits.
BALANCE SHEET ANALYSIS
Securities

Securities available-for-sale were $405.3

million at December 31, 2022, compared to $421.9 million at December 31, 2021.

This decrease reflects an increase in the amortized cost basis of securities available-for-sale



of $39.2 million, offset by a
decrease of $55.8 million in the fair value of securities available-for-sale.

The increase in the amortized cost basis of
securities available-for-sale was primarily attributable to

management allocating more funding to the investment portfolio following the significant increase in customer deposits.

The decrease in the fair value of securities was primarily due to an increase in long-term market interest rates, which resulted in $13.7

million of deferred tax assets included in our other assets.

The average annualized tax-equivalent yields earned on total securities

were 2.06%



in 2022 and 1.66% in 2021.
The following table shows the carrying value and weighted average

yield of securities available-for-sale as of December 31, 2022 according to contractual maturity.

Actual maturities may differ from contractual maturities of mortgage-backed securities ("MBS") because

the mortgages underlying the securities may be called or prepaid



with or without penalty.

December 31, 2022
1 year

1 to 5
5 to 10

After 10
Total

(Dollars in thousands)
or less
years
years
years
Fair Value
Agency obligations
$
4,935
50,746
69,936
-
125,617
Agency MBS
-
7,130
27,153
183,877
218,160
State and political subdivisions
300
642
15,130
45,455
61,527
Total available-for-sale
$
5,235
58,518
112,219
229,332
405,304
Weighted average yield (1):
Agency obligations
1.64%
1.29%
1.83%
-
1.61%
Agency MBS
-
1.35%
1.56%
2.14%
2.05%
State and political subdivisions
4.00%
1.83%
2.29%
2.77%
2.65%
Total available-for-sale
1.77%
1.30%
1.83%
2.27%
2.00%
(1) Yields are calculated based on amortized cost.
Loans
December 31
(In thousands)
2022
2021
Commercial and industrial
$
66,179
83,977
Construction and land development
66,479
32,432
Commercial real estate

265,181
258,371
Residential real estate
97,735
77,661
Consumer installment
9,546
6,682
Total loans
505,120
459,123
Less:

unearned income
(662)
(759)
Loans, net of unearned income
$
504,458
458,364









  Table of Contents
61
Total loans, net of unearned income,

were $504.5 million at December 31, 2022, and $458.4 million at December



31, 2021,
an increase of $46.1 million, or 10%.

Total loans at December

31, 2021 included $8.1 million in PPP loans, all but one of these PPP loans, totaling $0.1 million, were forgiven during

2022.



Excluding PPP loans, total loans, net of unearned
income, increased $54.0 million, or 12% from December 31, 2021.

Four loan categories represented the majority of the loan portfolio at December 31, 2022: commercial real estate (53%),

residential real estate (19%), construction and land development (13%), and commercial and industrial (13%).

Approximately 23% of the Company's commercial



real estate
loans were classified as owner-occupied at December 31,

2022.

Within the residential real estate portfolio

segment, the Company had junior lien mortgages of approximately $7.4

million,

or 1%, and $7.2 million, or 2%, of total loans, net of unearned income at December 31,



2022 and 2021, respectively.

For

residential real estate mortgage loans with a consumer purpose, the Company



had no loans that required interest only
payments at December 31, 2022 and 2021. The Company's

residential real estate mortgage portfolio does not include any option ARM loans, subprime loans, or any material amount of other consumer



mortgage products which are generally
viewed as high risk.

The average yield earned on loans and loans held for sale was 4.45% in 2022

and 2021, respectively.

The specific economic and credit risks associated with our loan portfolio include,



but are not limited to, the effects of
current economic conditions, including inflation and the continuing increases in

market interest rates, remaining COVID-19
pandemic effects including supply chain disruptions, commercial

office occupancy levels, housing supply shortages and inflation, on our borrowers' cash flows, real estate market sales volumes

and liquidity,



valuations used in making loans and
evaluating collateral, availability and cost of financing properties, real

estate industry concentrations, competitive pressures from a wide range of other lenders, deterioration in certain credits, interest rate fluctuations,

reduced collateral values or non-existent collateral, title defects, inaccurate appraisals, financial deterioration



of borrowers, fraud, and any violation of
applicable laws and regulations.

Various

projects financed earlier that were based on lower interest rate assumptions

than

currently in effect may not be as profitable or successful at higher interest rate currently



in effect and currently expected in
the future.

The Company attempts to reduce these economic and credit risks through its loan-to-value

guidelines for collateralized loans, investigating the creditworthiness of borrowers and monitoring borrowers' financial



position. Also, we have
established and periodically review,

lending policies and procedures. Banking regulations limit a bank's



credit exposure by
prohibiting unsecured loan relationships that exceed 10% of its capital; or

20% of capital, if loans in excess of 10% of capital are fully secured. Under these regulations, we are prohibited from having secured



loan relationships in excess of
approximately $22.6 million. Furthermore, we have an internal limit

for aggregate credit exposure (loans outstanding plus unfunded commitments) to a single borrower of $20.3 million. Our loan policy requires

that the Loan Committee of the Board of Directors approve any loan relationships that exceed this internal limit.



At December 31, 2022, the Bank had no
relationships exceeding these limits.
We periodically analyze

our commercial loan portfolio to determine if a concentration of credit



risk exists in any one or
more industries. We

use classification systems broadly accepted by the financial services industry in



order to categorize our
commercial borrowers. Loan concentrations to borrowers in the following classes

exceeded 25% of the Bank's total

risk-

based capital at December 31, 2022 (and related balances at December 31,



2021).

December 31
(In thousands)
2022
2021
Lessors of 1-4 family residential properties
$
52,325
$
47,880
Multi-family residential properties
41,181
42,587
Hotel/motel
33,457
43,856
  Table of Contents
62

In light of disruptions in economic conditions caused by COVID-19, the financial
institution

regulators have issued
guidance encouraging banks to work constructively with borrowers affected

by the virus in our community.

This guidance, including the Interagency Statement on COVID-19 Loan Modifications and the Interagency



Examiner Guidance for
Assessing Safety and Soundness Considering the Effect of the COVID-19

Pandemic on Institutions, provides that the
agencies will not criticize financial institutions that mitigate credit

risk through prudent actions consistent with safe and sound practices.

Specifically, examiners

will not criticize institutions for working with borrowers as part of a risk mitigation strategy intended to improve existing loans, even if the restructured



loans have or develop weaknesses that
ultimately result in adverse credit classification.

Upon demonstrating the need for payment relief, the bank will work

with

qualified borrowers that were otherwise current before the pandemic to determine

the most appropriate deferral option.

For

residential mortgage and consumer loans the borrower may elect to defer payments

for up to three months.

Interest

continues to accrue and the amount due at maturity increases.

Commercial real estate, commercial, and small business borrowers may elect to defer payments for up to three months or pay scheduled interest payments

for a six-month period.

The bank recognized that a combination of the payment relief options may be prudent dependent



on a borrower's business
type.

As of December 31, 2022, we had no COVID-19 loan deferrals, compared to



one COVID-19 loan deferral totaling
$0.1 million at December 31, 2021, down from $32.3 million of deferrals at the
end of 2020.
Section 4013 of the CARES Act provides that a qualified loan modification is
exempt by law

from classification as a TDR
pursuant to GAAP.

In addition, the Interagency Statement on COVID-19 Loan Modifications provides

circumstances in which a loan modification is not subject to classification as a TDR if such loan is not eligible



for modification under
Section 4013.

Allowance for Loan Losses

The Company maintains the allowance for loan losses at a level that management believes



appropriate to adequately cover
the Company's estimate of probable

losses inherent in the loan portfolio. The allowance for loan losses was $5.8 million at December 31, 2022 compared to $4.9 million at December 31, 2021,

which management believed to be adequate at each of the respective dates. The judgments and estimates associated

with the determination of the allowance for loan losses are described under "Critical Accounting Policies."




































  Table of Contents
63
A summary of the changes in the allowance for loan losses and certain asset
quality ratios

for the years ended December 31,
2022 and 2021 are presented below.

Year ended December 31
(Dollars in thousands)
2022
2021
Allowance for loan losses:
Balance at beginning of period
$
4,939
5,618
Charge-offs:
Commercial and industrial
(222)
-
Construction and land development
-
(254)
Residential real estate

-
(3)
Consumer installment
(70)
(37)
Total charge

-offs
(292)
(294)
Recoveries:
Commercial and industrial
7
140
Commercial real estate

23
-
Residential real estate

26
55
Consumer installment
62
20
Total recoveries
118
215
Net charge-offs
(174)
(79)
Provision for loan losses
1,000
(600)
Ending balance
$
5,765
4,939
as a % of loans
1.14
%
1.08
as a % of nonperforming loans
211
%
1,112
Net charge-offs

as a % of average loans
0.04
%
0.02
As described under "Critical Accounting Policies", management assesses the
adequacy

of the allowance prior to the end of
each calendar quarter. The level of the allowance

is based upon management's evaluation

of the loan portfolios, past loan loss experience, known and inherent risks in the portfolio, adverse situations that



may affect the borrower's ability to repay
(including the timing of future payment), the estimated value of any underlying

collateral, composition of the loan portfolio, economic conditions, industry and peer bank loan loss rates, and other pertinent

factors. This evaluation is inherently subjective as it requires various material estimates and judgments including



the amounts and timing of future
cash flows expected to be received on impaired loans that may be susceptible to

significant change. The ratio of our
allowance for loan losses to total loans outstanding was 1.14% at December 31,

2022, compared to 1.08% at December 31,
2021.

In the future, the allowance for loan losses used in the allowance to total loans outstanding ratio



will be determined
in accordance with the CECL standard, and may increase or decrease

to the extent the factors that influence our quarterly allowance assessment,

including changes in economic conditions that are part of our CECL model, either



improve or
weaken.

In addition our regulators, as an integral part of their examination process,

will periodically review the Company's loans and allowance for loan losses, and may require the Company to make additional



provisions to the allowance for loan
losses based on their judgment about information available to them at the time
of their examinations.
Nonperforming Assets

At December 31, 2022 the Company had $2.7 million in nonperforming assets
compared

to $0.8

million at December 31,
2021.


































  Table of Contents
64
The table below provides information concerning total nonperforming assets

and certain asset quality ratios.

December 31
(Dollars in thousands)
2022
2021
Nonperforming assets:
Nonperforming (nonaccrual) loans
$
2,731
444
Other real estate owned
-
374
Total nonperforming assets
$
2,731
818
as a % of loans and other real estate owned
0.54
%
0.18
as a % of total assets
0.27
%
0.07
Nonperforming loans as a % of total loans
0.54
%
0.10
Accruing loans 90 days or more past due
$
-
-
The table below provides information concerning the composition of nonaccrual

loans at December 31, 2022 and 2021,
respectively.

December 31
(In thousands)
2022
2021
Nonaccrual loans:
Commercial and industrial
$
443
-
Commercial real estate
2,116
187
Residential real estate
172
257
Total nonaccrual loans /

nonperforming loans
$
2,731
444
The Company discontinues the accrual of interest income when (1) there is a
significant

deterioration in the financial condition of the borrower and full repayment of principal and interest is not expected or

(2) the principal or interest is more than 90 days past due, unless the loan is both well-secured and in the process of collection.



At December 31, 2022 and
2021, respectively, the Company

had $2.7 million and $0.4

million in nonaccrual loans. There were no loans 90 days past due and still accruing interest at December 31, 2022

and 2021, respectively.

The table below provides information concerning the composition of OREO at December



31, 2022 and 2021, respectively.
December 31
(In thousands)
2022
2021
Other real estate owned:
Commercial real estate
$
-

374
Total other real estate owned
$
-

374
Potential Problem Loans
Potential problem loans represent those loans with a well-defined weakness and

where information about possible credit
problems of borrowers has caused management to have serious doubts about the

borrower's ability to comply with present
repayment terms.

This definition is believed to be substantially consistent with the standards



established by the Federal
Reserve, the Company's primary regulator,

for loans classified as substandard, excluding nonaccrual loans.

Potential

problem loans, which are not included in nonperforming assets, amounted to $1.3

million, or 0.3% of total loans at December 31, 2022, compared to $2.4 million, or 0.5% of total loans at December 31, 2021.














































  Table of Contents
65
The table below provides information concerning the composition of potential

problem loans at December 31, 2022 and
2021, respectively.

December 31
(In thousands)
2022
2021
Potential problem loans:
Commercial and industrial
$
212
226
Construction and land development
-

218
Commercial real estate
161
156
Residential real estate
835
1,748
Consumer installment
47
12
Total potential problem loans
$
1,255
2,360

At December 31, 2022, there were no potential problem loans past due at least 30

but less than 90 days.

The following table is a summary of the Company's

performing loans that were past due at least 30 days but less than 90 days as of December 31, 2022 and 2021, respectively.

December 31
(In thousands)
2022
2021
Performing loans past due 30 to 89 days:
Commercial and industrial
$
5
3
Construction and land development
-

204
Commercial real estate
-

-

Residential real estate
38
516
Consumer installment
40
25
Total performing loans past due

30 to 89 days
$
83
748
Deposits
December 31
(In thousands)
2022
2021
Noninterest bearing demand
$
311,371
316,132
NOW
178,641
183,021
Money market
214,298
244,195
Savings
95,652
91,245
Certificates of deposit under $250,000
93,017
101,660
Certificates of deposit and other time deposits of $250,000 or more
57,358
57,990
Total deposits
$
950,337
994,243
Total deposits decreased

$43.9 million, or 4%, to $950.3 million at December 31, 2022,



compared to $994.2 million at
December 31, 2021.

This decrease reflects net outflows to higher yield investment alternatives in

a rising interest rate environment and a decline in balances in existing accounts due to increased customer



spending.

Noninterest-bearing

deposits were $311.4 million, or 33% of total

deposits, at December 31, 2022, compared to $316.1 million, or 32% of total deposits at December 31, 2021. We

had no brokered deposits at December 31, 2022 or at December 31, 2021. Estimated uninsured deposits totaled $381.7 million and $420.8 million at December 31,

2022 and 2021, respectively.

Uninsured amounts are estimated based on the portion of account balances in excess of FDIC

insurance limits.

The average rates paid on total interest-bearing deposits were 0.34%



in 2022 and 0.39% in 2021.

  Table of Contents
66
Other Borrowings

Other borrowings generally consist of short-term borrowings and long-term debt.

Short-term borrowings generally consist
of federal funds purchased and securities sold under agreements to repurchase

with an original maturity of one year or less.

The Bank had available federal fund lines totaling $61.0 million and $41.0



million with none outstanding at December 31,
2022 and 2021, respectively. Securities

sold under agreements to repurchase totaled $2.6 million and $3.4



million at
December 31, 2022 and 2021, respectively.
The average rates paid on short-term borrowings were 1.33%

and 0.51% in 2022 and 2021, respectively.



The Company had no long-term debt outstanding at December 31, 2022 and 2021,
respectively.
CAPITAL ADEQUACY
The Company's consolidated stockholders' equity was $68.0 million and $103.7

million as of December 31, 2022 and 2021,
respectively.

The decrease from December 31, 2021 was primarily driven by an other comprehensive



loss due to the
change in unrealized gains/losses on securities available-for-sale,

net of tax, of $41.8 million, cash dividends paid of $3.7 million and stock repurchases of $0.5 million, representing 17,183 shares,



which was partially offset by net earnings of
$10.3 million.

Our unrealized losses on securities and the related decline in our accumulated other comprehensive

income ("AOCI") resulted from increases in market interest rates in 2022 due to inflation and Federal Reserve



monetary policy actions.

Our

AOCI declined $41.8 million from $0.9 million at December 31, 2021

to ($40.9) million



This is the primary reason both
our shareholders' equity and book value per share declined 34%, respectively,

in 2022.



The Bank and the Company, as
permitted by the Federal Reserve and the other Federal bank regulators, made a

permanent election in March 2015 to opt
out of the requirement to include most components of AOCI in regulatory capital.

Accordingly, AOCI does not affect

our

capital for regulatory purposes.

If our tangible GAAP equity, however,

ever became negative, Federal Housing Finance Agency rules could prevent us from obtaining new FHLB lines or advances, even though



renewals of existing lines and
advance may be permissible.

Investors may also view tangible GAAP equity,



net of AOCI as important in connection with
capital raising, if any, especially

in stressed economic conditions.

On a GAAP basis, our returns on equity increased as result of the negative AOCI's

reduction of stockholders' equity. On January 1, 2015, the Company and Bank became subject to the Basel III regulatory capital



framework and related
Dodd-Frank Wall Street

Reform and Consumer Protection Act changes. The rules included the implementation



of a capital
conservation buffer that is added to the minimum requirements

for capital adequacy purposes. The capital conservation buffer was fully phased-in on January 1, 2019 at 2.5%. A banking organization

with a capital conservation buffer of less than the required minimum amount will be subject to limitations on capital distributions,



including dividend payments and
certain discretionary bonus payments to executive officers.

At December 31, 2022, the Bank's



ratio exceeded 2.5% and the
capital conservation buffer requirements.
Effective March 20, 2020, the Federal Reserve and the other federal

banking regulators adopted an interim final rule that amended the capital conservation buffer.

The interim final rule was adopted as a final rule on August 26, 2020. The

new

rule revises the definition of "eligible retained income" for purposes of the maximum payout



ratio to allow banking
organizations to more freely use their capital buffers to promote

lending and other financial intermediation activities, by making the limitations on capital distributions more gradual. The

eligible retained income is now the greater of (i) net income for the four preceding quarters, net of distributions and associated tax effects



not reflected in net income; and (ii)
the average of all net income over the preceding four quarters. The interim

final rule only affects the capital buffers, and
banking organizations were encouraged to make prudent capital

distribution decisions. The Federal Reserve has treated us as a "small bank holding company' under the Federal



Reserve's policy.

Accordingly,

our capital adequacy is evaluated at the Bank level, and not for the Company and its consolidated



subsidiaries. The Bank's
tier 1 leverage ratio was 10.01%, CET1 risk-based capital ratio

was 15.39%, tier 1 risk-based capital ratio was 15.39%, and total risk-based capital ratio was 16.25%

at December 31, 2022. These ratios exceed the minimum regulatory capital percentages of 5.0% for tier 1 leverage ratio, 6.5% for CET1 risk-based capital ratio,

8.0% for tier 1 risk-based capital ratio, and 10.0% for total risk-based capital ratio to be considered "well capitalized." The

Bank's capital conservation buffer



was
8.25%

at December 31, 2022.
  Table of Contents
67
MARKET AND LIQUIDITY RISK MANAGEMENT
Management's objective is to manage assets and

liabilities to provide a satisfactory,



consistent level of profitability within
the framework of established liquidity,

loan, investment, borrowing, and capital policies. The Bank's



Asset Liability
Management Committee ("ALCO") is charged with the responsibility

of monitoring these policies, which are designed to ensure an acceptable asset/liability composition. Two



critical areas of focus for ALCO are interest rate risk and liquidity
risk management.
Interest Rate Risk Management
In the normal course of business, the Company is exposed to market risk arising
from

fluctuations in interest rates because
assets and liabilities may mature or reprice at different times. For example,

if liabilities reprice faster than assets, and interest rates are generally rising, earnings will initially decline. In addition, assets

and liabilities may reprice at the same time but by different amounts. For example, when the general level of interest rates is rising,



the Company may increase
rates paid on interest bearing demand deposit accounts and savings deposit

accounts by an amount that is less than the
general increase in market interest rates. Also, short-term and long-term

market interest rates may change by different
amounts. For example, a flattening yield curve may reduce the interest spread

between new loan yields and funding costs. The yield curve has been inverted at various times in 2022 and in the first months of 2023.



An inverted yield curve reduces
the net interest margin expansion that may be expected otherwise as interest

rates rise.

Further, the remaining maturity of various assets and liabilities may shorten or lengthen as interest rates change. For



example, if long-term mortgage interest
rates decline sharply, mortgage-backed

securities in the securities portfolio may prepay earlier than anticipated,

which

could reduce earnings. Interest rates may also have a direct or indirect effect

on loan demand, loan losses, mortgage origination volume, the fair value of MSRs and other items affecting earnings. ALCO measures and evaluates the interest rate risk so that we can meet customer demands



for various types of loans and
deposits. ALCO determines the most appropriate amounts of on-balance

sheet and off-balance sheet items. Measurements used to help manage interest rate sensitivity include an earnings simulation and an economic



value of equity model.
Earnings simulation
Management believes that interest rate risk is best estimated by our earnings
simulation

modeling. On at least a quarterly
basis, we simulate the following 12-month time period to determine a baseline

net interest income forecast and the sensitivity of this forecast to changes in interest rates. The baseline forecast assumes an

unchanged or flat interest rate environment. Forecasted levels of earning assets, interest-bearing liabilities, and



off-balance sheet financial instruments are
combined with ALCO forecasts of market interest rates for the next 12

months and other factors in order to produce various earnings simulations and estimates. To help limit interest rate risk,

we have guidelines for earnings at risk which seek to limit the variance of net interest income from gradual changes in interest rates.

For changes up or down in rates from management's



flat interest rate
forecast over the next 12 months, policy limits for net interest income
variances are as follows:
+/- 20% for a gradual change of 400 basis points
+/- 15% for a gradual change of 300 basis points
+/- 10% for a gradual change of 200 basis points
+/- 5% for a gradual change of 100 basis points




















  Table of Contents
68

The following table reports the variance of net interest income over the next 12

months assuming a gradual change in
interest rates up or down when compared to the baseline net interest income

forecast at December 31, 2022.



Changes in Interest Rates
Net Interest Income % Variance

400 basis points
(3.81)
%

300 basis points
(2.62)

200 basis points
(1.50)

100 basis points
(0.58)

(100) basis points
(0.59)

(200) basis points
(1.50)

(300) basis points
(2.29)

(400) basis points
(2.92)
At December 31, 2022, our earnings simulation model indicated that

we were in compliance with the policy guidelines
noted above.
Economic Value

of Equity
Economic value of equity ("EVE") measures the extent that estimated economic

values of our assets, liabilities and off- balance sheet items will change as a result of interest rate changes. Economic values are



estimated by discounting expected
cash flows from assets, liabilities and off-balance sheet items, to

which establish



a base case EVE. In contrast with our
earnings simulation model which evaluates interest rate risk over a 12-month

timeframe, EVE uses a terminal horizon which allows for the re-pricing of all assets, liabilities, and off-balance sheet items.

Further, EVE is measured using values as of a point in time and does not reflect any actions that ALCO might take in responding to

or anticipating changes in interest rates, or market and competitive conditions. To help limit interest rate risk,



we have stated policy guidelines for an instantaneous basis point change in
interest rates,
such that our EVE should not decrease from our base case by more than the
following:
45% for an instantaneous change of +/- 400 basis points
35% for an instantaneous change of +/- 300 basis points
25% for an instantaneous change of +/- 200 basis points
15% for an instantaneous change of +/- 100 basis points
The following table reports the variance of EVE assuming an immediate change in

interest rates up or down when
compared to the baseline EVE at December 31, 2022.

Changes in Interest Rates
EVE % Variance

400 basis points
(3.87)
%

300 basis points
(1.11)

200 basis points
0.58

100 basis points
1.16

(100) basis points
(5.12)

(200) basis points
(15.06)

(300) basis points
(28.96)

(400) basis points
(31.85)
At December 31, 2022, our EVE model indicated that we were in compliance

with the policy guidelines noted above.


  Table of Contents
69
Each of the above analyses may not, on its own, be an accurate indicator of how
our net interest income

will be affected by changes in interest rates. Income associated with interest-earning assets and costs associated



with interest-bearing liabilities
may not be affected uniformly by changes in interest rates. In addition,

the magnitude and duration of changes in interest rates may have a significant impact on net interest income. For example, although certain



assets and liabilities may have
similar maturities or periods of repricing, they may react in different

degrees to changes in market interest rates, and other economic and market factors, including market perceptions.

Interest rates on certain types of assets and liabilities fluctuate in advance of changes in general market rates, while interest rates on other types of assets

and liabilities may lag behind changes in general market rates. In addition, certain assets, such as adjustable-rate

mortgage loans, have features (generally referred to as "interest rate caps and floors") which limit changes in interest rates.

Prepayment and early withdrawal levels also could deviate significantly from those assumed in calculating the maturity of certain instruments.

The ability of many borrowers to service their debts also may decrease during periods of rising interest rates or



economic stress, which may
differ across industries and economic sectors. ALCO reviews each of the

above interest rate sensitivity analyses along with several different interest rate scenarios in seeking satisfactory,

consistent levels of profitability within the framework of the Company's established liquidity,

loan, investment, borrowing, and capital policies. The Company may also use derivative financial instruments to improve the balance between

interest-sensitive assets and interest-sensitive liabilities and as one tool to manage interest rate sensitivity



while continuing to meet the credit and
deposit needs of our customers. From time to time, the Company may enter into

interest rate swaps ("swaps") to facilitate
customer transactions and meet their financing needs. These swaps qualify as

derivatives, but are not designated as hedging
instruments. At December 31, 2022 and 2021, the Company had no derivative

contracts to assist in managing interest rate
sensitivity.
Liquidity Risk Management
Liquidity is the Company's ability to convert

assets into cash equivalents in order to meet daily cash flow requirements, primarily for deposit withdrawals, loan demand and maturing obligations. Without

proper management of its liquidity,

the

Company could experience higher costs of obtaining funds due to insufficient liquidity,

while excessive liquidity can lead to a decline in earnings due to the cost of foregoing alternative higher-yielding



investment opportunities.
Liquidity is managed at two levels. The first is the liquidity of the Company.

The second is the liquidity of the Bank. The management of liquidity at both levels is essential, because the Company and the Bank are



separate and distinct legal
entities with different funding needs and sources, and each are subject

to regulatory guidelines and requirements. The Company depends upon dividends from the Bank for liquidity to pay its operating expenses,



debt obligations and
dividends. The Bank's payment of dividends depends

on its earnings, liquidity, capital



and the absence of any regulatory
restrictions.
The primary source of funding and liquidity for the Company has been dividends
received

from the Bank. The Company depends upon dividends from the Bank for liquidity to pay its operating expense, debt obligations,



if any, and cash
dividends on, and repurchases of, Company common stock.

The Bank's payment of dividends depends



on its earnings,
liquidity, capital and the absence

of any regulatory restrictions.

If needed, the Company could also issue common stock or other securities.

Primary sources of funding for the Bank include primarily customer deposits,



together with other borrowings, repayment
and maturity of securities, and sale and repayment of loans.

The Bank has participated in the FHLB's



advance program to
obtain funding for its growth.

FHLB advances include both fixed and variable terms and are taken out with varying maturities.

The Bank also has access to federal funds lines from various banks and borrowings



from the Federal Reserve
discount window.

As of December 31, 2022, the Bank had $312.6 million of borrowing capacity



with the FHLB and $61.0
million of federal funds lines, with none outstanding.

Primary uses of funds include repayment of maturing obligations and growing the loan portfolio.











  Table of Contents
70
The following table presents additional information about our contractual
obligations

as of December 31, 2022, which by
their terms had contractual maturity and termination dates subsequent to
December

31, 2022:

Payments due by period
1 year

1 to 3
3 to 5
More than
(Dollars in thousands)
Total
or less
years
years
5 years
Contractual obligations:
Deposit maturities (1)
$
950,337
894,523
38,266
17,357
191
Operating lease obligations
674
123
237
192
122
Total
$
951,011
894,646
38,503
17,549
313
(1) Deposits with no stated maturity (demand, NOW, money market, and savings
deposits) are presented

in the "1 year or less" column Management believes that the Company and the Bank have adequate sources of liquidity



from deposits, FHLB advances,
sales of securities under agreement to repurchase and federal funds lines, as

well as possible sales of securities, to meet all known contractual obligations and unfunded commitments, including loan commitments



and reasonable borrower,
depositor, and creditor requirements over the next 12

months.

The Federal Reserve's new Bank Term

Funding Program ("BTFP") established on March 12, 2023, provides additional liquidity, if needed

without suffering any adverse effects from unrealized losses on securities.

BTFP offers loans of up to one year to banks, savings associations, credit unions, and other eligible depository institutions

pledging U.S. Treasuries, agency debt and mortgage-backed securities, and other qualifying assets as collateral. These

assets will be valued at par. The BTFP will be an additional source of liquidity against high-quality securities, eliminating



an institution's need to
quickly sell those securities in times of stress.

In addition, the discount window will apply the same margins used



for the
securities eligible for the BTFP,

further increasing the value of investment securities at the discount window. Off-Balance Sheet Arrangements At December 31, 2022, the Bank had outstanding standby letters of credit of $1.



0

million and unfunded loan commitments
outstanding of $87.7 million. Because these commitments generally

have fixed expiration dates and many will expire without being drawn upon, the total commitment level does not necessarily represent future

cash requirements. If needed to fund these outstanding commitments, the Bank has the ability to liquidate federal funds sold,



obtain FHLB advances, raise
deposits or sell securities available-for-sale, or to purchase federal

funds from other financial institutions on a short-term basis while it obtains the other longer term funding. Residential mortgage lending and servicing activities We primarily sell conforming

residential mortgage loans in the secondary market to Fannie Mae

while retaining the servicing of these loans (MSRs). The sale agreements for these residential mortgage

loans with Fannie Mae and other investors include various representations and warranties regarding the origination

and characteristics of the residential mortgage loans. Although the representations and warranties vary among investors,

they typically cover ownership of the loan, validity of the lien securing the loan, the absence of delinquent taxes or liens against the property

securing the loan, compliance with loan criteria set forth in the applicable agreement, compliance with applicable



federal, state, and local
laws, among other matters.

The Bank sells mortgage loans to Fannie Mae and services these on an actual/actual basis.

As a result, the Bank is not obligated to make any advances to Fannie Mae on principal and interest on such mortgage



loans where the borrower is
entitled to forbearance.
  Table of Contents
71
As of December 31, 2022, the unpaid principal balance of residential mortgage
loans,

which we have originated and sold, but retained the servicing rights (MSRs) totaled $232.7 million. Although these loans



are generally sold on a non-recourse
basis, except for breaches of customary seller representations and warranties,

we may have to repurchase residential
mortgage loans in cases where we breach such representations or

warranties or the other terms of the sale, such as where we fail to deliver required documents or the documents we deliver are defective. Investors

also may require the repurchase of a mortgage loan when an early payment default underwriting review reveals significant

underwriting deficiencies, even if the mortgage loan has subsequently been brought current. Repurchase demands are typically reviewed

on an individual loan by loan basis to validate the claims made by the investor and to determine if a contractually



required repurchase event has
occurred. We

seek to reduce and manage the risks of potential repurchases or other claims by mortgage loan

investors

through our underwriting, quality assurance and servicing practices, including



good communications with our residential
mortgage investors.
The Company was not required to repurchase any loans during 2022 and 2021

as a result of representation and warranty
provisions contained in the Company's sale agre

ements with Fannie Mae, and had no pending repurchase or make-whole requests at December 31, 2022. We service all residential

mortgage loans originated and sold by us to Fannie Mae. As servicer,



our primary duties are to:
(1) collect payments due from borrowers; (2) advance certain delinquent payments

of principal and interest; (3) maintain and administer any hazard, title, or primary mortgage insurance policies relating to the

mortgage loans; (4) maintain any required escrow accounts for payment of taxes and insurance and administer escrow payments;

and (5) foreclose on defaulted mortgage loans or take other actions to mitigate the potential losses to investors



consistent with the agreements
governing our rights and duties as servicer.
The agreement under which we act as servicer generally specifies our

standards of responsibility for actions taken by us in such capacity and provides protection against expenses and liabilities incurred by us



when acting in compliance with the
respective servicing agreements. However, if

we commit a material breach of our obligations as servicer,

we may be subject to termination if the breach is not cured within a specified period following notice. The

standards governing servicing and the possible remedies for violations of such standards are determined by servicing



guides issued by Fannie Mae as well as
the contract provisions established between Fannie Mae and the Bank.

Remedies could include repurchase of an affected
loan.
Although to date repurchase requests related to representation and warranty
provisions,

and servicing activities have been limited, it is possible that requests to repurchase mortgage loans may increase in frequency



if investors more aggressively
pursue all means of recovering losses on their purchased loans. As of December

31, 2022, we believe that this exposure is not material due to the historical level of repurchase requests and loss trends, the results



of our quality control reviews, and
the fact that 99% of our residential mortgage loans serviced for Fannie Mae

were current as of such date. We

maintain

ongoing communications with our investors and will continue to evaluate this exposure



by monitoring the level and number
of repurchase requests as well as the delinquency rates in our investor
portfolios.
Section 4021 of the CARES Act allows borrowers under 1-to-4 family residential

mortgage loans sold to Fannie Mae to request forbearance from the servicer after affirming that such borrower is experiencing



financial hardships during the
COVID-19 emergency.

Except for vacant or abandoned properties, Fannie Mae servicers may not initiate

foreclosures on
similar procedures or related evictions

or sales generally until June 30, 2021.
Effects of Inflation and Changing Prices
The consolidated financial statements and related consolidated financial data
presented

herein have been prepared in
accordance with GAAP and practices within the banking industry

which require the measurement of financial position and operating results in terms of historical dollars without considering the changes in

the relative purchasing power of money over time due to inflation. Unlike most industrial companies, virtually all the assets and

liabilities of a financial institution are monetary in nature. As a result, interest rates have a more significant impact on a



financial institution's performance
than the effects of general levels of inflation.

  Table of Contents
72
CURRENT ACCOUNTING DEVELOPMENTS
The following ASUs have been issued by the FASB

but are not yet effective.



?
ASU 2016-13,
Financial Instruments - Credit Losses (Topic

326):



Measurement of Credit Losses on Financial
Instruments; and
?
ASU 2022-02,
Financial Instruments - Credit Losses (Topic

326):

Troubled Debt

Restructurings and Vintage
Disclosures.
Information about these pronouncements are described in more detail below.
ASU 2016-13,
Financial Instruments - Credit Losses (Topic

326): Measurement of Credit



Losses on Financial Instruments
,
amends guidance on reporting credit losses for assets held at amortized cost
basis and available

for sale debt securities. For assets held at amortized cost basis, the new standard eliminates the probable initial recognition

threshold previously provided by GAAP and, instead, requires an entity to reflect its current estimate of all expected

credit losses using a broader range of information regarding past events, current conditions and forecasts assessing the

collectability of cash flows. The allowance for credit losses is a valuation account that is deducted from the amortized

cost basis of the financial assets to present the net amount expected to be collected. For available for sale debt securities, credit



losses should be measured in a
manner similar to current GAAP,

however the new standard will require that credit losses be presented as an allowance rather than as a write-down. The new guidance affects entities holding

financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect

loans, debt securities, trade receivables, net investments in leases, off-balance sheet credit exposures, reinsurance receivables,

and any other financial assets not excluded from the scope that have the contractual right to receive cash. For public



business entities, the new guidance was
originally effective for annual and interim periods in fiscal years

beginning after December 15, 2019. On October 16, 2019, the FASB approved

a previously issued proposal granting smaller reporting companies a postponement of the required implementation date for ASU 2016-13. This standard became effective

for the Company on January 1, 2023. The Company adopted ASU 2016-13 in the first quarter of 2023 and will apply the standard's

provisions as a cumulative- effect adjustment to retained earnings as of the beginning of the first reporting

period in which the guidance is effective.

The Company is finalizing implementation efforts through its implementation

team.

The team has worked with an advisory consultant and has finalized and documented the methodologies that will be utilized.



The team is currently finalizing
controls, processes, policies and disclosures and has completed full end-to-end

parallel runs.

Based on the Company's portfolio composition as of December 31, 2022, and current expectations of future economic

conditions, the reserve for credit losses is expected to increase from 1.14% as a percentage of total loans at December

31, 2022 to a range between 1.32% and 1.36% of total loans upon adoption of this standard, primarily resulting from



the impact of adjusting from the
incurred loss model to the expected loss model, which provides for

expected credit losses over the life of the loan portfolio.

The Company does not expect to record an allowance for available-for-sale

securities as the investment portfolio consists primarily of debt securities explicitly or implicitly backed by the U.S. Government

for which credit risk is deemed minimal.

The impact of ASU 2016-13 is not expected to have a material impact on the allowance



for unfunded commitments.

The

Company continues to finalize its day-one adjustment and

will record the after-tax impact as a cumulative-effect adjustment to retained earnings as of January 1, 2023.

This estimate is subject to change as key assumptions are refined.



The impact
going forward will depend on the composition, characteristics, and credit

quality of the loan and securities portfolios as
well as the economic conditions at future reporting periods.
ASU 2022-02
Financial Instruments - Credit Losses (Topic

326): Troubled

Debt Restructurings and Vintage

Disclosures


,

eliminates the accounting guidance for troubled debt restructurings ("TDRs"),

while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing



financial difficulty.

The new
standard is effective for fiscal years, and interim periods

within those fiscal years, beginning after December 15, 2022. The new standard is not expected to have a material impact on the Company's

consolidated financial statements.













  Table of Contents
73
Table 1

- Explanation of Non-GAAP Financial Measures
In addition to results presented in accordance with GAAP,

this annual report on Form 10-K includes certain designated net interest income amounts presented on a tax-equivalent basis, a non-GAAP financial

measure, including the presentation of total revenue and the calculation of the efficiency ratio. The Company believes the presentation of net interest income on a tax-equivalent

basis provides comparability of net interest income from both taxable and tax-exempt sources and facilitates comparability



within the industry. Although the
Company believes these non-GAAP financial measures enhance investors'

understanding of its business and performance,
these non-GAAP financial measures should not be considered an alternative to

GAAP.



The reconciliation of these non-
GAAP financial measures from GAAP to non-GAAP is presented below.
Year ended December 31
(In thousands)
2022
2021
2020
2019
2018
Net interest income (GAAP)
$
27,166
23,990
24,338
26,064
25,570
Tax-equivalent adjustment
456
470
492
557
613
Net interest income (Tax-equivalent)
$
27,622
24,460
24,830
26,621
26,183































































  Table of Contents
74
Table 2

- Selected Financial Data
Year ended December 31
(Dollars in thousands, except per share amounts)
2022
2021
2020
2019
2018
Income statement
Tax-equivalent interest income (a)
$
30,001
26,977
28,686
30,804
29,859
Total interest expense
2,379
2,517
3,856
4,183
3,676
Tax equivalent net interest income (a)
27,622
24,460
24,830
26,621
26,183
Provision for loan losses
1,000
(600)
1,100
(250)
-

Total noninterest income
6,506
4,288
5,375
5,494
3,325
Total noninterest expense
19,823
19,433
19,554
19,697
17,874
Net earnings before income taxes and

tax-equivalent adjustment
13,305
9,915
9,551
12,668
11,634
Tax-equivalent adjustment
456
470
492
557
613
Income tax expense
2,503
1,406
1,605
2,370
2,187
Net earnings
$
10,346
8,039
7,454
9,741
8,834
Per share data:
Basic and diluted net earnings

$
2.95
2.27
2.09
2.72
2.42
Cash dividends declared
$
1.06
1.04
1.02
1.00
0.96
Weighted average shares outstanding
Basic and diluted
3,510,869
3,545,310
3,566,207
3,581,476
3,643,780
Shares outstanding
3,503,452
3,520,485
3,566,276
3,566,146
3,643,868
Book value

$
19.42
29.46
30.20
27.57
24.44
Common stock price
High
$
34.49
48.00
63.40
53.90
53.50
Low
22.07
31.32
24.11
30.61
28.88
Period-end
$
23.00
32.30
42.29
53.00
31.66
To earnings ratio

7.80
x
14.23
20.23
19.49
13.08
To book value
118
%
110
140
192
130
Performance ratios:
Return on average equity

12.48
%
7.54
7.12
10.35
10.14
Return on average assets

0.96
%
0.78
0.83
1.18
1.08
Dividend payout ratio
35.93
%
45.81
48.80
36.76
39.67
Average equity to average assets
7.72
%
10.39
11.63
11.39
10.63
Asset Quality:
Allowance for loan losses as a % of:
Loans
1.14
%
1.08
1.22
0.95
1.00
Nonperforming loans
211
%
1,112
1,052
2,345
2,691
Nonperforming assets as a % of:
Loans and other real estate owned
0.54
%
0.18
0.12
0.04
0.07
Total assets
0.27
%
0.07
0.06
0.02
0.04
Nonperforming loans as % of loans
0.54
%
0.10
0.12
0.04
0.04
Net charge-offs (recoveries) as a % of average loans
0.04
%
0.02
(0.03)
0.03
(0.01)
Capital Adequacy (c):
CET 1 risk-based capital ratio
15.39
%
16.23
17.27
17.28
16.49
Tier 1 risk-based capital ratio
15.39
%
16.23
17.27
17.28
16.49
Total risk-based capital ratio
16.25
%
17.06
18.31
18.12
17.38
Tier 1 leverage ratio
10.01
%
9.35
10.32
11.23
11.33
Other financial data:
Net interest margin (a)
2.81
%
2.55
2.92
3.43
3.40
Effective income tax rate
19.48
%
14.89
17.72
19.57
19.84
Efficiency ratio (b)
58.08
%
67.60
64.74
61.33
60.57
Selected period end balances:
Securities
$
405,304
421,891
335,177
235,902
239,801
Loans, net of unearned income
504,458
458,364
461,700
460,901
476,908
Allowance for loan losses
5,765
4,939
5,618
4,386
4,790
Total assets
1,023,888
1,105,150
956,597
828,570
818,077
Total deposits
950,337
994,243
839,792
724,152
724,193
Total stockholders' equity
68,041
103,726
107,689
98,328
89,055
(a) Tax-equivalent.

See "Table 1 - Explanation of Non-GAAP Financial Measures". (b) Efficiency ratio is the result of noninterest expense divided

by the sum of noninterest income and tax-equivalent net interest

income.

(c) Regulatory capital ratios presented are for the Company's

wholly-owned subsidiary, AuburnBank.




























































































































  Table of Contents
75
Table 3

- Average Balance

and Net Interest Income Analysis
Year ended December 31


2022
2021
Interest
Interest
Average
Income/
Yield/
Average
Income/
Yield/
(Dollars in thousands)
Balance
Expense
Rate
Balance
Expense
Rate
Interest-earning assets:


Loans and loans held for sale (1)
$
454,604
$
20,241
4.45%

$
459,712
$
20,473
4.45%

Securities - taxable
364,029
6,576
1.81%

320,766
4,107
1.28%

Securities - tax-exempt (2)
61,591
2,172
3.53%

62,736
2,242
3.57%

Total securities

425,620
8,748
2.06%

383,502
6,349
1.66%

Federal funds sold
43,766
435
1.00%

38,659
55
0.15%

Interest bearing bank deposits
58,141
577
0.99%

77,220
100
0.13%

Total interest-earning assets
982,131
30,001
3.05%

959,093
26,977
2.81%

Cash and due from banks
15,108
14,591
Other assets
77,496
51,664
Total assets
$
1,074,735
$
1,025,348
Interest-bearing liabilities:
Deposits:


NOW
$
197,177
370
0.19%

$
178,197
212
0.12%

Savings and money market
327,139
649
0.20%

296,708
655
0.22%

Certificates of deposits

154,273
1,300
0.84%

159,111
1,633
1.03%

Total interest-bearing deposits
678,589
2,319
0.34%

634,016
2,500
0.39%

Short-term borrowings
4,516
60
1.33%

3,349
17
0.51%

Total interest-bearing liabilities
683,105
2,379
0.35%

637,365
2,517
0.39%

Noninterest-bearing deposits
306,772

278,013

Other liabilities
1,933
3,392
Stockholders' equity
82,925

106,578

Total liabilities and
and stockholders' equity
$
1,074,735
$
1,025,348
Net interest income and margin
$
27,622
2.81%
$
24,460
2.55%


(1) Average loan balances are

shown net of unearned income and loans on nonaccrual status have been included in the computation of average balances. (2) Yields on tax-exempt securities have been



computed on a tax-equivalent basis using an income tax rate
of 21%.











































































  Table of Contents
76
Table 4

- Volume and

Rate Variance

Analysis
Year ended December 31, 2022 vs. 2021
Year ended December 31, 2021 vs. 2020
Net
Due to change in
Net
Due to change in
(Dollars in thousands)
Change
Rate (2)
Volume (2)
Change
Rate (2)
Volume (2)
Interest income:





Loans and loans held for sale

$
(232)
(5)
(227)
$
(1,582)
(1,333)
(249)
Securities - taxable
2,469
1,687
782
175
(933)
1,108
Securities - tax-exempt (1)
(70)
(30)
(40)
(101)
(91)
(10)
Total securities

2,399
1,657
742
74
(1,024)
1,098
Federal funds sold
380
329
51
(70)
(81)
11
Interest bearing bank deposits
477
666
(189)
(131)
(159)
28
Total interest income
$
3,024
2,647
377
$
(1,709)
(2,597)
888
Interest expense:
Deposits:
NOW
$
158
122
36
$
(311)
(340)
29
Savings and money market
(6)
(66)
60
(416)
(537)
121
Certificates of deposits
(333)
(292)
(41)
(620)
(560)
(60)
Total interest-bearing deposits
(181)
(236)
55
(1,347)
(1,437)
90
Short-term borrowings
43
8
35
8
-
8
Total interest expense
(138)
(228)
90
(1,339)
(1,437)
98
Net interest income
$
3,162
2,875
287
$
(370)
(1,160)
790

(1) Yields on tax-exempt securities have been

computed on a tax-equivalent basis using an income

tax rate of 21%. (2) Changes that are not solely a result of volume or rate have been allocated to volume.


































  Table of Contents
77
Table 5

- Net Charge-Offs (Recoveries) to Average



Loans
2022
2021
Net
Net
Net
charge-off
Net
charge-off
charge-offs
Average
(recovery)
charge-offs
Average
(recovery)
(Dollars in thousands)
(recoveries)
Loans (2)
ratio
(recoveries)
Loans (2)
ratio
Commercial and industrial (1)
$
215
69,973
0.31
%
$
(140)
64,618
(0.22)
%
Construction and land development
-

44,177
-
-

33,945
-
Commercial real estate
(3)
247,374
-
254
253,113
0.10
Residential real estate
(26)
85,223
(0.03)
(52)
81,526
(0.06)
Consumer installment
8
7,915
0.10
17
6,975
0.24
Total
$
194
454,662
0.04
%
$
79
440,177
0.02
%
(1) Excludes PPP loans, which are guaranteed by the SBA.
(2) Gross loan balances.












  Table of Contents
78
Table 6

- Loan Maturities
December 31, 2022
1 year

1 to 5
5 to 15

After 15
(Dollars in thousands)
or less
years
years
years
Total
Commercial and industrial
$
18,643
7,867
37,948
1,721
66,179
Construction and land development
51,560
13,162
1,713
44
66,479
Commercial real estate
19,978
92,259
148,899
4,045
265,181
Residential real estate
4,897
20,988
36,276
35,574
97,735
Consumer installment
3,537
5,337
672
-

9,546
Total loans
$
98,615
139,613
225,508
41,384
505,120











  Table of Contents
79
Table 7

- Sensitivities to Changes in Interest Rates on Loans Maturing in More



Than One Year

December 31, 2022
Variable
Fixed
(Dollars in thousands)
Rate
Rate
Total
Commercial and industrial
$
141
47,395
47,536
Construction and land development
1,989
12,930
14,919
Commercial real estate
1,937
243,266
245,203
Residential real estate
34,767
58,071
92,838
Consumer installment
21
5,988
6,009
Total loans
$
38,855
367,650
406,505















  Table of Contents
80
Table 8

- Allocation of Allowance for Loan Losses
2022
2021
(Dollars in thousands)
Amount
%*
Amount
%*
Commercial and industrial
$
747
13.1
$
857
18.3
Construction and land development
949
13.2
518
7.1
Commercial real estate
3,109
52.5
2739
56.2
Residential real estate
828
19.3
739
16.9
Consumer installment
132
1.9
86
1.5

Total allowance for loan losses
$
5,765
$
4,939
* Loan balance in each category expressed as a percentage of total loans.










  Table of Contents
81
Table 9

- Estimated Uninsured Time Deposits by Maturity
(Dollars in thousands)
December 31, 2022
Maturity of:
3 months or less
$
774
Over 3 months through 6 months
173
Over 6 months through 12 months
26,220
Over 12 months
14,941
Total estimated uninsured

time deposits
$
42,108

  Table of Contents
82
ITEM 7A.

QUANTITATIVE

AND QUALITATIVE

DISCLOSURES ABOUT MARKET RISK
The information called for by ITEM 7A is set forth in ITEM 7 under the caption

"Market and Liquidity Risk Management"
and is incorporated herein by reference.

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