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0001074902FALSE00010749022022-01-012022-09-30

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 23, 2023
LCNB CORP.
(Exact name of Registrant as specified in its Charter)
Ohio 001-35292 31-1626393
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification Number)

2 North Broadway, Lebanon, Ohio 45036
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (513) 932-1414

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, No Par Value LCNB NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐



If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐





Item 2.02 Results of Operations and Financial Condition.

On October 23, 2023, LCNB Corp. issued an earnings release announcing its financial results for the three months ended September 30, 2023. A copy of the earnings release (Exhibit 99.1) and unaudited financial highlights (Exhibit 99.2) are attached and are furnished under this Item 2.02.

Item 7.01 Regulation FD Disclosure.

On October 23, 2023, LCNB Corp. issued an earnings release announcing its financial results for the three months ended September 30, 2023. A copy of the earnings release (Exhibit 99.1) and unaudited financial highlights (Exhibit 99.2) are attached and are furnished under this Item 7.01.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit No.        Description
99.1    Earnings Press Release Dated October 23, 2023
99.2    Unaudited Financial Highlights



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
LCNB CORP.
Date: October 23, 2023
By: /s/ Robert C. Haines II              
Robert C. Haines II
Chief Financial Officer


EX-99.1 2 lcnbform8-k9302023xex991.htm EX-99.1 Document

Exhibit 99.1
Press Release
image_0.jpg
Two North Broadway
Lebanon, Ohio 45036

Company Contact:
Eric J. Meilstrup
President and Chief Executive Officer
LCNB National Bank
(513) 932-1414
shareholderrelations@lcnb.com
Investor and Media Contact:
Andrew M. Berger
Managing Director
SM Berger & Company, Inc.
(216) 464-6400
andrew@smberger.com

LCNB CORP. REPORTS FINANCIAL RESULTS FOR
THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2023
Ended the Third Quarter with a Stable Deposit Base and a 90.20% Loan-to-Deposit Ratio
Net Loans Increased 5.8% Year-over-Year to a Record of $1.45 Billion
Asset Quality Remains Excellent with Total Nonperforming Loans to Total Loans of 0.02% at September 30, 2023
LCNB Wealth Management Assets Up 18.9% Year-over-Year to $1.10 Billion
Cincinnati Bancorp, Inc. Acquisition Expected to Close in November 2023

LEBANON, Ohio--LCNB Corp. ("LCNB") (NASDAQ: LCNB) today announced financial results for the three and nine months ended September 30, 2023.

Commenting on the financial results, LCNB President and Chief Executive Officer Eric Meilstrup said, “LCNB achieved another solid quarter of growth, as total assets increased 4.0% from the same period a year ago to a record $1.98 billion, primarily due to a 5.8% increase in net loans. Significant competition for deposits and higher year-over-year levels of borrowings continue to increase our cost of funds and impact profitability and we expect these trends to continue over the near term. As we approach the end of 2023, we remain focused on managing non-interest expenses as well as maintaining excellent asset quality and strong liquidity levels. I am pleased with the progress our team continues to make in 2023 and their ability to execute our strategic objectives and deliver solid results. I want to thank our dedicated employees for all their hard work.”

Mr. Meilstrup continued, “Upon completion of the Cincinnati Bancorp acquisition, LCNB expects to have approximately $2.3 billion in total assets, $1.7 billion in loans and $1.8 billion in deposits. In addition, Cincinnati Bancorp expands our presence throughout the greater Cincinnati market and allows us to enter the Northern Kentucky market with one branch office. We believe the acquisition of Cincinnati Bancorp will enhance LCNB’s long-term profitability by providing our local, community-oriented financial services to more customers throughout Cincinnati and Northern Kentucky, leveraging Cincinnati Bancorp’s mortgage platform, and allowing us to offer Cincinnati Bancorp’s customers more financial products, including our Wealth Management solutions. We look forward to completing the acquisition in the coming weeks and welcoming Cincinnati Bancorp customers, employees, and shareholders to LCNB.”

Income Statement
Net income for the 2023 third quarter was $4,070,000, compared to $5,579,000 for the same period last year. Earnings per basic and diluted share for the 2023 third quarter were $0.37, compared to $0.49 for the same period last year. Net income for the nine-month period ended September 30, 2023 was $12,921,000, compared to $15,720,000 for the same period last year. Earnings per basic and diluted share for the nine-month period ended September 30, 2023 were $1.16, compared to $1.36 for the same period last year.




Adjusted net income for the 2023 third quarter was $4,309,000, or $0.40 per diluted share, compared to $5,579,000, or $0.49 per diluted share, for the same period last year. Adjusted net income accounts for the impact of one-time merger-related expenses, net of tax, associated with the Cincinnati Bancorp, Inc. acquisition. Adjusted net income for the nine-month period ended September 30, 2023 was $13,507,000, or $1.22 per diluted share, compared to $15,720,000, or $1.36 per diluted share, in the prior year period.

Net interest income for the three months ended September 30, 2023 was $13,571,000, compared to $15,444,000 for the comparable period in 2022. Net interest income for the nine-month period ended September 30, 2023 was $41,690,000, as compared to $44,834,000 in the same period last year. Contributing to the variances for both the three and nine-month periods were increases in the amount of long and short-term borrowings combined with higher interest expense associated with the rapid year-over-year increase in the Effective Federal Funds Rate. An increase in interest income from loans due to increases in the volume of average loans outstanding and the average rates earned on these loans partially offset the borrowings and deposit variances. For the 2023 third quarter, LCNB’s tax equivalent net interest margin was 3.04%, compared to 3.54% for the same period last year. For the 2023 nine-month period, LCNB’s tax equivalent net interest margin was 3.20%, compared to 3.48% for the same period last year.

Non-interest income for the three months ended September 30, 2023 was $3,578,000, compared to $3,581,000 for the same period last year. For the nine months ended September 30, 2023, non-interest income increased $146,000, or by 1.4%, to $10,805,000, compared to $10,659,000 for the same period last year. The increase in non-interest income for the nine-month period was primarily due to higher fiduciary income and a decrease in net losses recognized on equity securities, partially offset by decreased service charges and fees on deposit accounts and lower gains on sales of loans.

Non-interest expense for the three months ended September 30, 2023 was $106,000 less than the comparable period in 2022 primarily due to the absence of losses recognized on the sale of a decommissioned office building during the 2022 quarter, partially offset by $302,000 in one-time merger-related expenses recognized during the third quarter. For the nine months ended September 30, 2023, non-interest expense was $778,000 higher than the comparable period in 2022, partially due to $742,000 in merger-related expenses, partially offset by gains recognized on the sale of a decommissioned office building during the second quarter 2023 and the absence of losses recognized on the sale of two decommissioned office buildings during the 2022 period. In addition, non-interest expense for the 2022 nine-month period was lower than it otherwise would have been because of an $889,000 gain recognized during the second quarter 2022 from the sale of other real estate owned.

Capital Allocation
During the nine months ended September 30, 2023, LCNB invested $3.3 million to repurchase 199,913 shares of its outstanding stock at an average price of $16.47 per share. This equates to approximately 1.78% of the Company’s outstanding common stock prior to the repurchase. At September 30, 2023, LCNB had 315,047 shares remaining under its February 2023 share repurchase program.

For the third quarter ended September 30, 2023, LCNB paid $0.21 per share in dividends, a 5.0% increase from $0.20 per share for the third quarter last year. Year-to-date, LCNB has paid $0.63 per share in dividends, compared to $0.60 per share for the nine-month period last year.

Balance Sheet
Total assets at September 30, 2023 increased 4.0% to a record $1.98 billion from $1.90 billion at September 30, 2022. Net loans at September 30, 2023 increased 5.8% to a record $1.45 billion, compared to $1.37 billion at September 30, 2022.

Total deposits at September 30, 2023 decreased 2.4% to $1.62 billion, compared to $1.66 billion at September 30, 2022. While LCNB continues to experience greater competition for deposit accounts, total deposits at September 30, 2023 increased 1.3% from June 30, 2023.

Assets Under Management
Total assets managed at September 30, 2023 were a record $3.23 billion, compared to $3.03 billion at September 30, 2022. The year-over-year increase in total assets managed was primarily due to increases in LCNB Corp. total assets, trust and investments, and brokerage accounts. Trust and investments and brokerage accounts increased due to a higher number of new LCNB Wealth Management customer accounts opened over the past twelve months and an increase in the fair value of managed assets, partially offset by decreases in cash management accounts.



Asset Quality
For the 2023 third quarter, LCNB recorded a total net recovery of credit losses of $114,000, compared to a total net recovery of credit losses of $157,000 for the 2022 third quarter. For the nine months ended September 30, 2023, LCNB recorded a total net recovery of credit losses of $141,000, compared to a total provision for credit losses of $269,000 for the nine months ended September 30, 2022.

Net charge-offs for the 2023 third quarter were $33,000, or 0.01% of average loans, compared to net charge-offs of $32,000, or 0.01% of average loans, for the same period last year. For the 2023 nine-month period, net charge-offs were $82,000, or 0.01% of average loans, compared to net charge-offs of $131,000, or 0.01% of average loans, for the 2022 nine-month period.

Total nonperforming loans, which include non-accrual loans and loans past due 90 days or more and still accruing interest, decreased $204,000 from $465,000 or 0.03% of total loans at September 30, 2022, to $261,000 or 0.02% of total loans at September 30, 2023. Nonperforming assets to total assets was 0.01% at September 30, 2023, compared to 0.02% at September 30, 2022.

Merger Agreement With Cincinnati Bancorp, Inc.
LCNB and Cincinnati Bancorp, Inc. (“CNNB”), the holding company for Cincinnati Federal, a federally chartered stock
savings and loan association, signed a definitive merger agreement on May 18, 2023, whereby LCNB will acquire CNNB in a stock-and-cash transaction. CNNB operates five full-service branch offices in Cincinnati, Ohio and Northern Kentucky.

Pursuant to the terms of the merger agreement, which has been approved by the Board of Directors of each company, CNNB shareholders had the opportunity to elect to receive either 0.9274 shares of LCNB stock or $17.21 per share in cash for each share of CNNB common stock owned, subject to 80% of all CNNB shares being exchanged for LCNB common stock. The transaction is anticipated to close in November 2023. Closure is subject to customary closing conditions as described in the merger agreement, including receipt of certain regulatory approvals.

About LCNB Corp.
LCNB Corp. is a financial holding company headquartered in Lebanon, Ohio. Through its subsidiary, LCNB National Bank (the “Bank”), it serves customers and communities in Southwest and South-Central Ohio. A financial institution with a long tradition for building strong relationships with customers and communities, the Bank offers convenient banking locations in Butler, Clermont, Clinton, Fayette, Franklin, Hamilton, Montgomery, Preble, Ross, and Warren Counties, Ohio. The Bank continually strives to exceed customer expectations and provides an array of services for all personal and business banking needs including checking, savings, online banking, personal lending, business lending, agricultural lending, business support, deposit and treasury, investment services, trust and IRAs and stock purchases. LCNB Corp. common shares are traded on the NASDAQ Capital Market Exchange® under the symbol “LCNB.” Learn more about LCNB Corp. at www.lcnb.com.

Forward-Looking Statements
Certain statements made in this news release regarding LCNB’s financial condition, results of operations, plans, objectives, future performance and business, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as “anticipate”, “could”, “may”, “feel”, “expect”, “believe”, “plan”, and similar expressions. Please refer to LCNB’s Annual Report on Form 10-K for the year ended December 31, 2022, as well as its other filings with the SEC, for a more detailed discussion of risks, uncertainties and factors that could cause actual results to differ from those discussed in the forward-looking statements.

These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of LCNB’s business and operations. Additionally, LCNB’s financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These factors include, but are not limited to:
1.the success, impact, and timing of the implementation of LCNB’s business strategies;
2.LCNB’s ability to integrate future acquisitions may be unsuccessful or may be more difficult, time-consuming, or costly than expected;
3.LCNB may incur increased loan charge-offs in the future and the allowance for credit losses may be inadequate;



4.LCNB may face competitive loss of customers;
5.changes in the interest rate environment, which may include further interest rate increases, may have results on LCNB’s operations materially different from those anticipated by LCNB’s market risk management functions;
6.changes in general economic conditions and increased competition could adversely affect LCNB’s operating results;
7.changes in regulations and government policies affecting bank holding companies and their subsidiaries, including changes in monetary policies, could negatively impact LCNB’s operating results;
8.LCNB may experience difficulties growing loan and deposit balances;
9.United States trade relations with foreign countries could negatively impact the financial condition of LCNB's customers, which could adversely affect LCNB 's operating results and financial condition;
10.difficulties with technology or data security breaches, including cyberattacks, could negatively affect LCNB's ability to conduct business and its relationships with customers, vendors, and others;
11.adverse weather events and natural disasters and global and/or national epidemics could negatively affect LCNB’s customers given its concentrated geographic scope, which could impact LCNB’s operating results; and
12.government intervention in the U.S. financial system, including the effects of legislative, tax, accounting and regulatory actions and reforms, including the Coronavirus Aid, Relief, and Economic Security ("CARES") Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Jumpstart Our Business Startups Act, the Consumer Financial Protection Bureau, the capital ratios of Basel III as adopted by the federal banking authorities, the Tax Cuts and Jobs Act, changes in deposit insurance premium levels, and any such future regulatory actions or reforms.

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



EX-99.2 3 lcnbform8-k9302023xex992.htm EX-99.2 Document





Exhibit 99.2
LCNB Corp. and Subsidiaries
Financial Highlights
 (Dollars in thousands, except per share amounts)
(Unaudited)
Three Months Ended Nine Months Ended
09-30-2023 06-30-2023 03-31-2023 12-31-2022 09-30-2022 09-30-2023 09-30-2022
Condensed Income Statement
Interest income
$ 19,668  18,703  17,918  17,719  16,704  56,289 48,034
Interest expense
6,097  4,526  3,976  1,511  1,260  14,599 3,200
Net interest income
13,571  14,177  13,942  16,208  15,444  41,690 44,834
Provision for (recovery of) credit losses
(114) 30  (57) (19) (157) (141) 269
Net interest income after provision for (recovery of) credit losses
13,685  14,147  13,999  16,227  15,601  41,831 44,565
Non-interest income
3,578  3,646  3,581  3,629  3,581  10,805 10,659
Non-interest expense
12,244  12,078  12,525  12,065  12,350  36,847 36,069
Income before income taxes
5,019  5,715  5,055  7,791  6,832  15,789 19,155
Provision for income taxes
949  1,021  898  1,383  1,253  2,868 3,435
Net income
$ 4,070  $ 4,694  $ 4,157  $ 6,408  5,579  12,921  15,720 
Supplemental Income Statement Information
Amort/Accret income on acquired loans
$ —  —  75  249  144 75 271
Tax-equivalent net interest income
$ 13,617  14,223  13,989  16,257  15,495 41,829 44,985
Per Share Data
Dividends per share
$ 0.21  0.21  0.21  0.21  0.20 0.63 0.60
Basic earnings per common share
$ 0.37  0.42  0.37  0.57  0.49 1.16 1.36
Diluted earnings per common share
$ 0.37  0.42  0.37  0.57  0.49 1.16 1.36
Book value per share
$ 18.10  18.20  18.22  17.82  17.31 18.10 17.31
Tangible book value per share
$ 12.72  12.81  12.86  12.48  11.97 12.72 11.97
Weighted average common shares outstanding:
Basic
11,038,720  11,056,308  11,189,170  11,211,328  11,284,225 11,094,185 11,478,256
Diluted
11,038,720  11,056,308  11,189,170  11,211,328  11,284,225 11,094,185 11,478,256
Shares outstanding at period end
11,123,382  11,116,080  11,202,063  11,259,080  11,293,639 11,123,382 11,293,639
Selected Financial Ratios
Return on average assets
0.82% 0.98% 0.88% 1.34% 1.15% 0.89% 1.09%
Return on average equity
7.92% 9.22% 8.33% 12.90% 10.80% 8.49% 9.91%
Return on average tangible common equity 11.21% 13.07% 11.85% 18.59% 15.30% 12.04% 13.86%
Dividend payout ratio
56.76% 50.00% 56.76% 36.84% 40.82% 54.31% 44.12%
Net interest margin (tax equivalent)
3.04% 3.28% 3.28% 3.77% 3.54% 3.20% 3.48%
Efficiency ratio (tax equivalent)
71.21% 67.59% 71.29% 60.67% 64.74% 70.01% 64.82%
Selected Balance Sheet Items
Cash and cash equivalents
$ 43,422  26,020  31,876  22,701  29,460 
Debt and equity securities
309,094  314,763  328,194  323,167  325,801 
Loans:
Commercial and industrial $ 125,751  127,553  124,240  120,236  114,694 
Commercial, secured by real estate 981,787  961,173  932,208  938,022  908,130 
Residential real estate 313,286  312,338  303,051  305,575  316,669 
Consumer 27,018  29,007  28,611  28,290  29,451 
Agricultural 11,278  9,955  7,523  10,054  8,630 
Other, including deposit overdrafts 80  69  62  81  52 
Deferred net origination fees (796) (844) (865) (980) (937)
  Loans, gross
1,458,404  1,439,251  1,394,830  1,401,278  1,376,689 
Less allowance for credit losses on loans
7,932  7,956  7,858  5,646  5,644 
  Loans, net
$ 1,450,472  $ 1,431,295  $ 1,386,972  $ 1,395,632  $ 1,371,045 







Three Months Ended Nine Months Ended
09-30-2023 06-30-2023 03-31-2023 12-31-2022 09-30-2022 09-30-2023 09-30-2022
Selected Balance Sheet Items, continued
Allowance for Credit Losses on Loans:
Allowance for credit losses, beginning of period $ 7,956  7,858  5,646  5,644  5,833 
Cumulative change in accounting principle - ASC 326
—  —  2,196  —  — 
Provision for (recovery of) credit losses 131  32  (19) (157)
Losses charged off (57) (49) (36) (60) (53)
Recoveries 24  16  20  81  21 
Allowance for credit losses, end of period $ 7,932  7,956  7,858  5,646  5,644 
Total earning assets
$ 1,787,796  1,756,157  1,736,829  1,726,902  $ 1,714,196 
Total assets
1,981,668  1,950,763  1,924,808  1,919,398  1,904,975 
Total deposits
1,616,890  1,596,709  1,603,881  1,604,970  1,657,370 
Short-term borrowings
30,000  112,289  76,500  71,455  4,000 
Long-term debt
112,641  18,122  18,598  19,072  24,539 
Total shareholders’ equity
201,349  202,316  204,072  200,675  195,439 
Equity to assets ratio
10.16  % 10.37  % 10.60  % 10.46  % 10.26  %
Loans to deposits ratio
90.20  % 90.14  % 86.97  % 87.31  % 83.06  %
Tangible common equity (TCE)
$ 141,508  142,362  144,006  140,498  135,140 
Tangible common assets (TCA)
1,921,827  1,890,809  1,864,742  1,859,221  1,844,676 
TCE/TCA
7.36  % 7.53  % 7.72  % 7.56  % 7.33  %
Selected Average Balance Sheet Items
Cash and cash equivalents
$ 36,177  30,742  35,712  24,330  $ 35,763  $ 34,234  $ 32,393 
Debt and equity securities
313,669  321,537  327,123  323,195  338,299  320,706  339,051 
Loans
$ 1,451,153  1,405,939  1,389,385  1,383,809  $ 1,384,520  $ 1,415,719  $ 1,379,080 
Less allowance for credit losses on loans
7,958  7,860  7,522  5,647  5,830  7,782  5,623 
Net loans
$ 1,443,195  1,398,079  1,381,863  1,378,162  $ 1,378,690  $ 1,407,937  $ 1,373,457 
Total earning assets
$ 1,775,713  1,737,256  1,729,008  1,711,524  1,736,031  1,747,476  1,728,677 
Total assets
1,971,269  1,927,956  1,922,031  1,903,626  1,929,155  1,940,591  1,919,804 
Total deposits
1,610,508  1,604,346  1,583,857  1,637,201  1,669,932  1,599,668  1,657,401 
Short-term borrowings
63,018  79,485  94,591  21,433  5,728  78,916  12,140 
Long-term debt
72,550  18,514  18,983  23,855  24,920  36,878  15,907 
Total shareholders’ equity
203,967  204,085  202,419  197,014  205,051  203,496  212,064 
Equity to assets ratio
10.35  % 10.59  % 10.53  % 10.35  % 10.63  % 10.49  % 11.05  %
Loans to deposits ratio
90.11  % 87.63  % 87.72  % 84.52  % 82.91  % 88.50  % 83.21  %
Asset Quality
Net charge-offs (recoveries)
$ 33  33  16  (21) 32  82 131
Other real estate owned
—  —  —  —  — 
Non-accrual loans
$ 85  451  701  391  465  85  465 
Loans past due 90 days or more and still accruing
176  256  —  39  —  176  — 
Total nonperforming loans
$ 261  707  701  430  465  261  465 
Net charge-offs (recoveries) to average loans
0.01  % 0.01  % 0.00  % (0.01) % 0.01  % 0.01  % 0.01  %
Allowance for credit losses on loans to total loans
0.54  % 0.55  % 0.56  % 0.40  % 0.41  %
Nonperforming loans to total loans
0.02  % 0.05  % 0.05  % 0.03  % 0.03  %
Nonperforming assets to total assets
0.01  % 0.04  % 0.04  % 0.02  % 0.02  %







Three Months Ended Nine Months Ended
09-30-2023 06-30-2023 03-31-2023 12-31-2022 09-30-2022 09-30-2023 09-30-2022
Assets Under Management
LCNB Corp. total assets
$ 1,981,668  1,950,763  1,924,808  1,919,398  1,904,975 
Trust and investments (fair value)
731,342  744,149  716,578  678,366  611,409 
Mortgage loans serviced
146,483  143,093  142,167  148,412  145,317 
Cash management
2,445  2,668  1,831  1,925  53,199 
Brokerage accounts (fair value)
368,854  384,889  374,066  347,737  314,144 
Total assets managed
3,230,792  3,225,562  3,159,450  3,095,838  3,029,044 
Reconciliation of Net Income Less Tax-Effected Merger-Related Costs
Net income $ 4,070  4,694  4,157  6,408  5,579  12,921  15,720 
Merger-related costs 302  415  25  —  —  742  — 
Tax effect (63) (88) (5) —  —  (156) — 
Adjusted net income $ 4,309  5,021  4,177  6,408  5,579  13,507  15,720 
Adjusted basic and diluted earnings per share $ 0.40  0.45  0.37  0.57  0.49  1.22 1.36
Adjusted return on average assets 0.87  % 1.04  % 0.88  % 1.34  % 1.15  % 0.93  % 1.09  %
Adjusted return on average equity 8.38  % 9.87  % 8.37  % 12.90  % 10.79  % 8.87  % 9.91  %









Three Months Ended September 30, Three Months Ended June 30,
2023 2022 2023
Average
Outstanding
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
Average
Outstanding
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
Average
Outstanding
Balance
Interest
Earned/
Paid
Average
Yield/
Rate
Loans (1) $ 1,451,153  17,875  4.89  % $ 1,384,520  15,026  4.31  % $ 1,405,939  16,763  4.78  %
Interest-bearing demand deposits 10,891  152  5.54  % 13,212  80  2.40  % 9,780  144  5.91  %
Federal Reserve Bank stock 4,652  —  —  % 4,652  —  —  % 4,652  140  12.07  %
Federal Home Loan Bank stock 7,007  134  7.59  % 4,369  65  5.90  % 6,713  121  7.23  %
Investment securities: 0
Equity securities 3,382  38  4.46  % 4,387  20  1.81  % 3,386  38  4.50  %
Debt securities, taxable 274,494  1,296  1.87  % 297,001  1,323  1.77  % 282,325  1,323  1.88  %
Debt securities, non-taxable (2) 24,134  219  3.60  % 27,890  241  3.43  % 24,461  220  3.61  %
Total earnings assets 1,775,713  19,714  4.40  % 1,736,031  16,755  3.83  % 1,737,256  18,749  4.33  %
Non-earning assets 203,514  198,954  198,560 
Allowance for credit losses (7,958) (5,830) (7,860)
Total assets $ 1,971,269  $ 1,929,155  $ 1,927,956 
Interest-bearing demand and money market deposits $ 541,487  2,298  1.68  % $ 539,228  422  0.31  % $ 521,422  1,597  1.23  %
Savings deposits 379,515  129  0.13  % 453,420  159  0.14  % 395,367  134  0.14  %
IRA and time certificates 230,030  1,999  3.45  % 168,358  398  0.94  % 215,403  1,604  2.99  %
Short-term borrowings 63,018  830  5.23  % 5,728  71  4.92  % 79,485  1,008  5.09  %
Long-term debt 72,550  841  4.60  % 24,920  210  3.34  % 18,514  183  3.96  %
Total interest-bearing liabilities 1,286,600  6,097  1.88  % 1,191,654  1,260  0.42  % 1,230,191  4,526  1.48  %
Demand deposits 459,476  508,926  472,154 
Other liabilities 21,226  23,524  21,526 
Equity 203,967  205,051  204,085 
Total liabilities and equity $ 1,971,269  $ 1,929,155  $ 1,927,956 
Net interest rate spread (3) 2.52  % 3.41  % 2.85  %
Net interest income and net interest margin on a taxable-equivalent basis (4) 13,617  3.04  % 15,495  3.54  % 14,223  3.28  %
Ratio of interest-earning assets to interest-bearing liabilities 138.02  % 145.68  % 141.22  %
(1) Includes non-accrual loans.
(2) Income from tax-exempt securities is included in interest income on a taxable-equivalent basis.  Interest income has been divided
(3) The net interest spread is the difference between the average rate on total interest-earning assets and interest-bearing liabilities.
(4) The net interest margin is the taxable-equivalent net interest income divided by average interest-earning assets.








Exhibit 99.2
LCNB CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollars in thousands)
September 30, 2023
(Unaudited)
December 31, 2022
ASSETS:
Cash and due from banks $ 23,124  20,244 
Interest-bearing demand deposits 20,298  2,457 
Total cash and cash equivalents 43,422  22,701 
Investment securities:
Equity securities with a readily determinable fair value, at fair value 1,254  2,273 
Equity securities without a readily determinable fair value, at cost 2,099  2,099 
Debt securities, available-for-sale, at fair value 274,500  289,850 
Debt securities, held-to-maturity, at cost, net 19,006  19,878 
Federal Reserve Bank stock, at cost 4,652  4,652 
Federal Home Loan Bank stock, at cost 7,583  4,415 
Loans, net 1,450,472  1,395,632 
Premises and equipment, net 33,288  33,042 
Operating lease right-of-use assets 6,093  6,525 
Goodwill 59,221  59,221 
Core deposit and other intangibles, net 1,351  1,827 
Bank-owned life insurance 45,128  44,298 
Interest receivable 8,087  7,482 
Other assets, net 25,512  25,503 
TOTAL ASSETS $ 1,981,668  1,919,398 
LIABILITIES:
Deposits:
Noninterest-bearing $ 453,146  505,824 
Interest-bearing 1,163,744  1,099,146 
Total deposits 1,616,890  1,604,970 
Short-term borrowings 30,000  71,455 
Long-term debt 112,641  19,072 
Operating lease liabilities 6,317  6,647 
Accrued interest and other liabilities 14,471  16,579 
TOTAL LIABILITIES 1,780,319  1,718,723 
COMMITMENTS AND CONTINGENT LIABILITIES —  — 
SHAREHOLDERS' EQUITY:
Preferred shares – no par value, authorized 1,000,000 shares, none outstanding —  — 
Common shares – no par value; authorized 19,000,000 shares; issued 14,334,765 and 14,270,550 shares at September 30, 2023 and December 31, 2022, respectively; outstanding 11,123,382 and 11,259,080 shares at September 30, 2023 and December 31, 2022, respectively 144,865  144,069 
Retained earnings 143,211  139,249 
Treasury shares at cost, 3,211,383 and 3,011,470 shares at September 30, 2023 and December 31, 2022, respectively (56,015) (52,689)
Accumulated other comprehensive loss, net of taxes (30,712) (29,954)
TOTAL SHAREHOLDERS' EQUITY 201,349  200,675 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,981,668  $ 1,919,398 







Exhibit 99.2
LCNB CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
(Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023 2022 2023 2022
INTEREST INCOME:
Interest and fees on loans $ 17,875  15,026  50,781  43,360 
Dividends on equity securities:
With a readily determinable fair value 14  34  40 
Without a readily determinable fair value 29  79  16 
Interest on debt securities:
Taxable 1,296  1,323  3,962  3,672 
Non-taxable 173  190  523  567 
Other investments 286  145  910  379 
TOTAL INTEREST INCOME 19,668  16,704  56,289  48,034 
INTEREST EXPENSE:
Interest on deposits 4,426  979  10,217  2,493 
Interest on short-term borrowings 830  71  3,142  320 
Interest on long-term debt 841  210  1,240  387 
TOTAL INTEREST EXPENSE 6,097  1,260  14,599  3,200 
NET INTEREST INCOME 13,571  15,444  41,690  44,834 
PROVISION FOR (RECOVERY OF) CREDIT LOSSES (114) (157) (141) 269 
NET INTEREST INCOME AFTER PROVISION FOR (RECOVERY OF) CREDIT LOSSES 13,685  15,601  41,831  44,565 
NON-INTEREST INCOME:
Fiduciary income 1,736  1,513  5,263  4,851 
Service charges and fees on deposit accounts 1,397  1,706  4,324  4,658 
Bank-owned life insurance income 282  269  830  803 
Gains from sales of loans 29  —  38  188 
Other operating income 134  93  350  159 
TOTAL NON-INTEREST INCOME 3,578  3,581  10,805  10,659 
NON-INTEREST EXPENSE:
Salaries and employee benefits 7,044  7,062  21,454  21,291 
Equipment expenses 397  398  1,175  1,234 
Occupancy expense, net 805  790  2,367  2,300 
State financial institutions tax 396  439  1,189  1,312 
Marketing 223  215  735  845 
Amortization of intangibles 113  113  336  365 
FDIC insurance premiums, net 224  137  663  397 
Contracted services 671  613  1,978  1,902 
Other real estate owned, net (874)
Merger-related expenses 302  —  742  — 
Other non-interest expense 2,068  2,578  6,205  7,297 
TOTAL NON-INTEREST EXPENSE 12,244  12,350  36,847  36,069 
INCOME BEFORE INCOME TAXES 5,019  6,832  15,789  19,155 
PROVISION FOR INCOME TAXES 949  1,253  2,868  3,435 
NET INCOME $ 4,070  5,579  12,921  15,720 
Earnings per common share:
Basic 0.37  0.49  1.16  1.36 
Diluted 0.37  0.49  1.16  1.36 







LCNB CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
(Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023 2022 2023 2022
Weighted average common shares outstanding:
Basic 11,038,720  11,284,225  11,094,185  11,478,256 
Diluted 11,038,720  11,284,225  11,094,185  11,478,256