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lcnb20250630_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-35292

LCNB Corp.

(Exact name of registrant as specified in its charter)

Ohio	31-1626393
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

2 North Broadway, Lebanon, Ohio 45036

(Address of principal executive offices, including Zip Code)

(513) 932-1414

(Registrant's telephone number, including area code)

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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☒

Non-accelerated filer ☐ Smaller reporting company ☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

☐ Yes ☒ No

The number of shares outstanding of the issuer's common stock, without par value, as of August 6, 2025 was 14,175,891 shares.

Table of Contents

LCNB CORP. AND SUBSIDIARIES

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION	3

Item 1. Financial Statements	3

CONSOLIDATED CONDENSED BALANCE SHEETS	3

CONSOLIDATED CONDENSED STATEMENTS OF INCOME	4

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME	5

CONSOLIDATED CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY	6

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS	7

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS	8

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	39

Item 3. Quantitative and Qualitative Disclosures about Market Risks	54

Item 4. Controls and Procedures	55

PART II. OTHER INFORMATION	56

Item 1. Legal Proceedings	56

Item 1A. Risk Factors	56

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	56

Item 3. Defaults Upon Senior Securities	56

Item 4. Mine Safety Disclosures	56

Item 5. Other Information	56

Item 6. Exhibits	57

SIGNATURES	58

Table of Contents

Glossary of Abbreviations and Acronyms

ACL		Allowance for Credit Losses
ASC		Accounting Standards Codification
ASU		Accounting Standards Update
Bank		LCNB National Bank
CECL		Current expected credit losses
CNNB		Cincinnati Bancorp, Inc.
Company		LCNB Corp. and its consolidated subsidiaries as a whole
DCF		Discounted Cash Flow
EFBI		Eagle Financial Bancorp, Inc.
FASB		Financial Accounting Standards Board
FDIC		Federal Deposit Insurance Corporation
FFIEC		Financial Institutions Examination Council
FHLB		Federal Home Loan Bank
FICO		Fair Isaac Corporation
FOMC		Federal Open Market Committee of the Federal Reserve System
FRB		Federal Reserve Bank
GAAP		Generally Accepted Accounting Principles
IRA		Individual Retirement Account
LCNB		LCNB Corp. and its consolidated subsidiaries as a whole
LDA		Loss Driver Analysis
LGD		Loss Given Default
OAEM		Other Assets Especially Mentioned
PCD		Purchased Credit Deteriorated
PD		Probability of Default
SEC		Securities and Exchange Commission

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

LCNB CORP. AND SUBSIDIARIES

CONSOLIDATED CONDENSED BALANCE SHEETS

(Dollars in thousands)

	June 30, 2025			December 31, 2024
	Unaudited			Audited
ASSETS:
Cash and due from banks	$	37,465			20,393
Interest-bearing demand deposits		12,313			15,351
Total cash and cash equivalents		49,778			35,744
Interest-bearing time deposits		256			250
Investment securities:
Equity securities with a readily determinable fair value, at fair value	$	1,405			1,363
Equity securities without a readily determinable fair value, at cost		3,666			3,666
Debt securities, available-for-sale, at fair value		253,320			258,327
Debt securities, held-to-maturity, at cost, net of allowance for credit losses of $5 at June 30, 2025 and December 31, 2024		17,429			16,324
Federal Reserve Bank stock, at cost		6,405			6,405
Federal Home Loan Bank stock, at cost		20,710			20,710
Loans held-for-sale		6,026			5,556
Loans, net of allowance for credit losses of $12,108 and $12,001 at June 30, 2025 and December 31, 2024, respectively		1,700,902			1,709,811
Premises and equipment, net		39,662			41,049
Operating lease right-of-use assets		6,020			5,785
Goodwill		90,310			90,310
Core deposit and other intangibles, net		10,106			11,104
Bank-owned life insurance		54,701			54,002
Interest receivable		8,795			8,701
Other assets, net		38,309			38,287
TOTAL ASSETS		2,307,800			2,307,394

LIABILITIES:
Deposits:
Noninterest-bearing	$	463,123			459,619
Interest-bearing		1,456,249			1,418,673
Total deposits		1,919,372			1,878,292
Long-term debt		105,000			155,153
Operating lease liabilities		6,401			6,115
Accrued interest and other liabilities		13,553			14,798
TOTAL LIABILITIES		2,044,326			2,054,358

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 17,390,749 and 17,329,423 shares at June 30, 2025 and December 31, 2024, respectively; outstanding 14,175,241 and 14,118,040 shares at June 30, 2025 and December 31, 2024, respectively		187,653			186,937
Retained earnings		145,621			141,290
Treasury shares at cost, 3,215,508 and 3,211,383 shares at June 30, 2025 and December 31, 2024, respectively		(56,071	)		(56,002	)
Accumulated other comprehensive loss, net of taxes		(13,729	)		(19,189	)
TOTAL SHAREHOLDERS' EQUITY		263,474			253,036
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	2,307,800			2,307,394

The accompanying notes to consolidated condensed financial statements are an integral part of these statements.

Table of Contents

LCNB CORP. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(Dollars in thousands, except per share data)

(Unaudited)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2025		2024		2025		2024
INTEREST INCOME:
Interest and fees on loans	$	23,838		24,836		47,019		47,518
Dividends on equity securities:
With a readily determinable fair value		11		9		21		18
Without a readily determinable fair value		25		30		54		61
Interest on debt securities:
Taxable		1,213		1,183		2,469		2,415
Non-taxable		161		145		307		288
Other investments		691		762		1,385		1,423
TOTAL INTEREST INCOME		25,939		26,965		51,255		51,723

INTEREST EXPENSE:
Interest on deposits		7,119		9,690		14,678		17,880
Interest on short-term borrowings		1		181		2		1,116
Interest on long-term debt		1,278		1,877		2,735		3,615
TOTAL INTEREST EXPENSE		8,398		11,748		17,415		22,611
NET INTEREST INCOME		17,541		15,217		33,840		29,112

PROVISION FOR CREDIT LOSSES		18		528		215		653
NET INTEREST INCOME AFTER PROVISION FOR CREDIT LOSSES		17,523		14,689		33,625		28,459

NON-INTEREST INCOME:
Fiduciary income		2,262		2,067		4,426		4,040
Service charges and fees on deposit accounts		1,884		1,537		3,650		2,921
Net losses from sales of debt securities, available-for-sale		—		—		—		(214	)
Bank-owned life insurance income		353		341		699		659
Net gains from sales of loans		615		50		1,456		572
Other operating income		134		85		239		31
TOTAL NON-INTEREST INCOME		5,248		4,080		10,470		8,009

NON-INTEREST EXPENSE:
Salaries and employee benefits		8,872		9,006		18,044		17,560
Equipment expenses		371		395		753		785
Occupancy expense, net		1,022		944		2,032		1,949
State financial institutions tax		449		476		902		904
Marketing		281		210		596		384
Amortization of intangibles		301		298		598		534
FDIC insurance premiums, net		380		394		790		898
Contracted services		859		844		1,729		1,628
Merger-related expenses		140		2,320		140		3,095
Other non-interest expense		2,892		2,938		5,792		5,560
TOTAL NON-INTEREST EXPENSE		15,567		17,825		31,376		33,297
INCOME BEFORE INCOME TAXES		7,204		944		12,719		3,171
PROVISION FOR INCOME TAXES		1,285		19		2,191		331
NET INCOME	$	5,919		925		10,528		2,840

Earnings per common share:
Basic	$	0.41		0.07		0.74		0.21
Diluted		0.41		0.07		0.74		0.21
Weighted average common shares outstanding:
Basic		14,085,764		13,948,671		14,070,417		13,526,261
Diluted		14,085,764		13,948,671		14,070,417		13,526,261

The accompanying notes to consolidated condensed financial statements are an integral part of these statements.

Table of Contents

LCNB CORP. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

(Unaudited)

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2025		2024		2025		2024
Net income	$	5,919		925		10,528		2,840
Other comprehensive income (loss):
Net unrealized gain (loss) on available-for-sale debt securities (net of tax expense (benefit) of $478 and $161 for the three months ended June 30, 2025 and 2024, respectively, and $1,451 and $(181) for the six months ended June 30, 2025 and 2024, respectively)		1,798		605		5,460		(682	)
Reclassification adjustment for net realized losses on sales of available-for-sale debt securities included in net income (net of tax benefit of $45 for the six months ended June 30, 2024)		—		—		—		169
Other comprehensive income (loss), net of tax		1,798		605		5,460		(513	)
TOTAL COMPREHENSIVE INCOME	$	7,717		1,530		15,988		2,327

The accompanying notes to consolidated condensed financial statements are an integral part of these statements.

Table of Contents

LCNB CORP. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY

(Dollars in thousands, except per share data)

(Unaudited)

												Accumulated
	Common											Other			Total
	Shares			Common		Retained			Treasury			Comprehensive			Shareholders'
	Outstanding			Stock		Earnings			Shares			Loss			Equity
Three Months Ended June 30, 2025
Balance at April, 1 2025		14,166,915			187,369		142,811			(56,002	)		(15,527	)		258,651
Net income							5,919									5,919
Other comprehensive income, net of taxes													1,798			1,798
Dividend Reinvestment and Stock Purchase Plan		12,451			183											183
Repurchase of common stock		(4,125	)							(69	)					(69	)
Compensation expense relating to restricted stock					101											101
Common stock dividends, $0.22 per share							(3,109	)								(3,109	)
Balance at June 30, 2025		14,175,241		$	187,653		145,621			(56,071	)		(13,729	)		263,474

Six Months Ended June 30, 2025
Balance at January 1, 2025		14,118,040		$	186,937		141,290			(56,002	)		(19,189	)		253,036
Net income							10,528									10,528
Other comprehensive income, net of taxes													5,460			5,460
Dividend Reinvestment and Stock Purchase Plan		22,376			331											331
Shares issued for restricted stock awards		38,950														—
Repurchase of common stock		(4,125	)							(69	)					(69	)
Compensation expense relating to restricted stock					385											385
Common stock dividends, $0.44 per share							(6,197	)								(6,197	)
Balance at June 30, 2025		14,175,241		$	187,653		145,621			(56,071	)		(13,729	)		263,474

Three Months Ended June 30, 2024
Balance at April, 1 2024		13,224,276			174,082		139,050			(56,015	)		(23,454	)		233,663
Net income							925									925
Other comprehensive loss, net of taxes													605			605
Dividend Reinvestment and Stock Purchase Plan		9,351			130											130
Stock issued for acquisition of Eagle Financial Bancorp, Inc.		918,128			12,891											12,891
Compensation expense relating to restricted stock					92											92
Common stock dividends, $0.22 per share							(3,092	)								(3,092	)
Balance at June 30, 2024		14,151,755		$	187,195		136,883			(56,015	)		(22,849	)		245,214

Six Months Ended June 30, 2024
Balance at January 1, 2024		13,173,569		$	173,637		140,017			(56,015	)		(22,336	)		235,303
Net income							2,840									2,840
Other comprehensive loss, net of taxes													(513	)		(513	)
Dividend Reinvestment and Stock Purchase Plan		18,355			260											260
Stock issued for acquisition of Eagle Financial Bancorp, Inc.		918,128			12,891											12,891
Shares issued for restricted stock awards		41,703
Compensation expense relating to restricted stock					407											407
Common stock dividends, $0.44 per share							(5,974	)								(5,974	)
Balance at June 30, 2024		14,151,755		$	187,195		136,883			(56,015	)		(22,849	)		245,214

The accompanying notes to consolidated condensed financial statements are an integral part of these statements.

Table of Contents

LCNB CORP. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Six Months Ended
	June 30,
	2025			2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	10,528			2,840
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation, amortization, and accretion		(1,253	)		386
Provision for credit losses		215			653
Deferred income tax provision		1,221			44
Increase in cash surrender value of bank-owned life insurance		(699	)		(659	)
Realized and unrealized (gains) losses from equity securities, net		(22	)		24
Realized losses from sales of debt securities, available-for-sale		—			214
Origination of mortgage loans for sale		(57,973	)		(64,832	)
Realized gains from sales of loans		(1,456	)		(1,414	)
Proceeds from sales of originated loans		58,959			62,346
Proceeds from sales of acquired loans		—			47,718
Realized losses from sales of acquired loans		—			842
Compensation expense related to restricted stock		385			407
Changes in:
Accrued interest receivable		(94	)		(777	)
Other assets		(2,095	)		(4,602	)
Other liabilities		(37	)		(229	)
TOTAL ADJUSTMENTS		(2,849	)		40,121
NET CASH FLOWS PROVIDED BY OPERATING ACTIVITIES		7,679			42,961

CASH FLOWS FROM INVESTING ACTIVITIES:
Equity securities:
Purchases of securities		(20	)		(18	)
Available for-sale debt securities:
Proceeds from sales		—			9,615
Proceeds from maturities, prepayments and calls		12,541			9,336
Purchases of securities		(750	)		(4,861	)
Held-to-maturity debt securities:
Proceeds from maturities, prepayments and calls		273			570
Purchases of securities		(1,378	)		(2,558	)
Purchase of interest-bearing time deposits		(6	)		—
Purchase of Federal Reserve Bank stock		—			(1,248	)
Purchases of Federal Home Loan Bank stock		—			(1,293	)
Proceeds from redemption of Federal Home Loan Bank stock		—			93
Net decrease in loans		12,170			27,503
Purchases of premises and equipment		(305	)		(2,001	)
Proceeds from sales of premises and equipment		1			—
Cash and cash equivalents acquired, net of cash paid for acquisition		—			(1,025	)
Funding of tax credit investments		(1,163	)		(1,062	)
NET CASH FLOWS PROVIDED BY INVESTING ACTIVITIES		21,363			33,051

CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase (decrease) in customer deposits		41,080			(13,764	)
Net decrease in short-term borrowings		—			(110,395	)
Proceeds from issuance of long-term debt		—			50,000
Principal payments on long-term debt		(50,153	)		(990	)
Proceeds from issuance of common stock		331			260
Repurchase of common stock		(69	)		—
Cash dividends paid on common stock		(6,197	)		(5,974	)
NET CASH FLOWS USED IN FINANCING ACTIVITIES		(15,008	)		(80,863	)
NET CHANGE IN CASH AND CASH EQUIVALENTS		14,034			(4,851	)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		35,744			39,723
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	49,778			34,872

SUPPLEMENTAL CASH FLOW INFORMATION:
CASH PAID DURING THE YEAR FOR:
Interest	$	18,257			21,481

SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES:
Transfer from loans held-for-investment to loans held-for-sale	$	—			65,288
Transfer from premises and equipment to premises held-for-sale		525			—
Right-of-use assets obtained in exchange for lease obligations		554			62

The accompanying notes to consolidated condensed financial statements are an integral part of these statements.

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LCNB CORP. AND SUBSIDIARIES

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 - BASIS OF PRESENTATION

BASIS OF PRESENTATION

The accompanying unaudited interim consolidated condensed financial statements include LCNB Corp. and its wholly-owned subsidiaries: LCNB National Bank and LCNB Risk Management, Inc., its captive insurance company. All material intercompany transactions and balances are eliminated in consolidation.

The unaudited interim consolidated condensed financial statements have been prepared in accordance with U.S. GAAP for interim financial information and the rules and regulations of the SEC. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to those rules and regulations. In the opinion of management, the unaudited interim condensed consolidated financial statements include all adjustments (consisting of normal, recurring accruals) considered necessary for a fair presentation of the Company's financial position, results of consolidated operations, and cash flows for the interim periods, as required by Regulation S-X, Rule 10-01.

The consolidated condensed balance sheet as of December 31, 2024 has been derived from the audited consolidated balance sheet as of that date.

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of the results to be expected for the full year ending December 31, 2025. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements, accounting policies, and financial notes thereto included in LCNB's 2024 Annual Report on Form 10-K filed with the SEC.

Certain prior period amounts have been reclassified to conform to the current year presentation. Specifically, prior period cash flows previously presented as a change in other liabilities have been reclassified to funding of tax credit investments to align with the current year's reporting. These reclassifications do not impact the reported results of operations.

ADOPTION OF NEW ACCOUNTING PRONOUNCEMENTS

ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.”

ASU No. 2023-09 was issued in December 2023 and became effective for LCNB on January 1, 2025. The amendments require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation, and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate). The amendments require that all entities disclose on an annual basis the following information about income taxes paid: (1) the amount of income taxes paid (net of refunds received) disaggregated by federal (national), state, and foreign taxes; and (2) the amount of income taxes paid (net of refunds received) disaggregated by individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than 5 percent of total income taxes paid (net of refunds received). The amendments also require that all entities disclose the following information: (1) income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign; and (2) income tax expense (or benefit) from continuing operations disaggregated by federal (national), state, and foreign. Adoption of ASU No. 2023-09 did not have a material impact to the financial statements of the Company.

ASU 2024-01 “Compensation - Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards,”

ASU No. 2024-01 was issued in March 2024 and became effective for LCNB on January 1, 2025. It clarifies how an entity determines whether a profits interest or similar award is within the scope of Topic 718 or is not a share-based payment arrangement and, therefore, is within the scope of other guidance. ASU 2024-01 provides an illustrative example with multiple fact patterns and also amends certain language in the “Scope” and “Scope Exceptions” sections of Topic 718 to improve its clarity and operability without changing the guidance. Entities can apply the amendments either retrospectively to all prior periods presented in the financial statements or prospectively to profits interest and similar awards granted or modified on or after the date of adoption. If prospective application is elected, an entity must disclose the nature of and reason for the change in accounting principle. Adoption of ASU No. 2024-01 did not have a material impact to the financial statements of the Company.

RECENT ACCOUNTING PRONOUNCEMENTS NOT YET EFFECTIVE

From time to time the FASB issues an ASU to communicate changes to U.S. GAAP. As of June 30, 2025, there are no newly issued but not yet effective ASUs that could have an effect on LCNB’s financial position or results of consolidated operations.

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LCNB CORP. AND SUBSIDIARIES

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 2 - BUSINESS COMBINATIONS

Eagle Financial Bancorp, Inc.

On April 12, 2024, LCNB acquired Eagle Financial Bancorp, Inc. (“EFBI”), the holding company for EAGLE.bank, an Ohio state-chartered bank. Under the terms of the definitive merger agreement, EFBI merged with and into LCNB Corp., immediately followed by the merger of EAGLE.bank with and into LCNB National Bank. EAGLE.bank operated three full-service banking offices in Cincinnati, Ohio, which became offices of LCNB after the merger. This transaction increased LCNB’s presence in the Cincinnati market.

Subject to the terms of the merger agreement, EFBI shareholders had the opportunity to elect to receive either 1.1401 shares of LCNB Corp. stock, $19.10 per share in cash for each share of EFBI common stock owned, or a combination thereof subject to at least 60%, but not more than 70%, of the shares of EFBI being exchanged for LCNB common stock. The fair value of the common stock issued as part of the consideration was determined on the basis of the closing price of LCNB's common stock on the acquisition date.

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LCNB CORP. AND SUBSIDIARIES

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 2 - BUSINESS COMBINATIONS (continued)

The following table summarizes the fair value of the total consideration transferred as a part of the EFBI acquisition and the fair value of identifiable assets acquired and liabilities assumed as originally reported at June 30, 2024 and as adjusted at June 30, 2025 (in thousands).

	June 30, 2024		Adjustments			June 30, 2025
Consideration:
Cash consideration	$	10,256		(83	)		10,173
Common stock (868,001 shares issued at $14.04 per share)		12,891		(704	)		12,187
Fair value of total consideration transferred		23,147		(787	)		22,360

Identifiable Assets Acquired:
Cash and cash equivalents		8,029		—			8,029
Debt securities, available-for-sale		698		—			698
Federal Home Loan Bank stock		4,334		—			4,334
Loans, net		127,700		—			127,700
Premises and equipment		3,427		—			3,427
Operating lease right-of-use assets		48		—			48
Core deposit and other intangibles		3,760		—			3,760
Bank owned life insurance		3,004		—			3,004
Deferred income taxes		1,813		2,453			4,266
Other assets		2,590		482			3,072
Total identifiable assets acquired		155,403		2,935			158,338

Liabilities Assumed:
Deposits		132,435		—			132,435
Short-term borrowings		13,000		—			13,000
Operating lease liabilities		48		—			48
Other liabilities		773		(1	)		772
Total liabilities assumed		146,256		(1	)		146,255

Total Identifiable Net Assets Acquired		9,147		2,936			12,083

Goodwill Resulting From Merger	$	14,000		(3,723	)		10,277

The fair value and gross contractual amounts of non-PCD loans as of the acquisition date was $101.7 million and $112.5 million, respectively. LCNB recorded a provision for credit losses on these loans of $763 thousand during the second quarter of 2024.

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

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NOTE 2 - BUSINESS COMBINATIONS (continued)

Effective April 11, 2025, management finalized the fair values of the acquired assets and assumed liabilities within the 12 month post-acquisition date, as allowed by GAAP. The consideration adjustments in the table above are associated with the unearned portion of EAGLE.bank's employee stock ownership plan. The other assets, other liabilities and resulting deferred tax adjustments in the table above were related to the updated fair value adjustments.

The amount of goodwill recorded reflects LCNB's expansion in the Cincinnati market and related synergies that are expected to result from the acquisition and represents the excess purchase price over the estimated fair value of the net assets acquired. The goodwill will not be amortizable on LCNB's financial records and will not be deductible for tax purposes. Total goodwill will be subject to an annual test for impairment and the amount impaired, if any, will be charged to expense at the time of impairment.

Direct expenses related to the EFBI acquisition totaled $124 thousand during the three and six months ended June 20, 2025, and totaled $2.3 million and $2.8 million during the three and six months ended June 30, 2024. They were expensed as incurred and are recorded as merger-related expenses in the consolidated statements of income.

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NOTE 3 - INVESTMENT SECURITIES

The amortized cost and estimated fair value of debt securities at June 30, 2025 and December 31, 2024 are summarized as follows (in thousands):

	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
June 30, 2025
Debt Securities, Available-for-Sale:
U.S. Treasury notes	$	67,646		—		3,124		64,522
U.S. Agency notes		83,379		—		4,231		79,148
Corporate bonds		8,950		21		386		8,585
U.S. Agency mortgage-backed securities		72,553		2		7,172		65,383
Municipal securities:
Non-taxable		4,229		—		227		4,002
Taxable		33,945		—		2,265		31,680
	$	270,702		23		17,405		253,320

Debt Securities, Held-to-Maturity:
Municipal securities:
Non-taxable	$	14,300		—		1,041		13,259
Taxable		3,129		—		350		2,779
	$	17,429		—		1,391		16,038

December 31, 2024
Debt Securities, Available-for-Sale:
U.S. Treasury notes	$	70,934		—		4,754		66,180
U.S. Agency notes		83,770		—		6,253		77,517
Corporate Bonds		8,200		5		449		7,756
U.S. Agency mortgage-backed securities		78,869		3		9,326		69,546
Municipal securities:
Non-taxable		4,248		—		266		3,982
Taxable		36,599		—		3,253		33,346
	$	282,620		8		24,301		258,327

Debt Securities, Held-to-Maturity:
Municipal securities:
Non-taxable	$	13,195		—		922		12,273
Taxable		3,129		—		474		2,655
	$	16,324		—		1,396		14,928

The amortized cost of debt securities in the above table excludes accrued interest of $1.0 million and $993 thousand at June 30, 2025 and December 31, 2024, respectively, that is recorded in other assets on the consolidated condensed balance sheets.

Expected credit losses on debt securities, held-to-maturity, were $5 thousand at June 30, 2025 and December 31, 2024.

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NOTE 3 - INVESTMENT SECURITIES (continued)

Information concerning debt securities with gross unrealized losses at June 30, 2025 and December 31, 2024, aggregated by length of time that individual securities have been in a continuous loss position, is as follows (in thousands):

	Less than Twelve Months				Twelve Months or Greater
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
June 30, 2025
Available-for-Sale:
U.S. Treasury notes	$	—		—		64,522		3,124
U.S. Agency notes		4,159		4		74,989		4,227
Corporate bonds		—		—		6,314		386
U.S. Agency mortgage-backed securities		5,643		82		59,517		7,090
Municipal securities:
Non-taxable		—		—		4,001		227
Taxable		—		—		31,620		2,265
	$	9,802		86		240,963		17,319

Held-to-Maturity:
Municipal securities:
Non-taxable	$	3,616		61		9,243		980
Taxable		—		—		2,779		350
	$	3,616		61		12,022		1,330

December 31, 2024
Available-for-Sale:
U.S. Treasury notes	$	3,232		—		62,948		4,754
U.S. Agency notes		3,991		137		73,526		6,116
Corporate Bonds		743		7		6,258		442
U.S. Agency mortgage-backed securities		5,806		180		63,539		9,146
Municipal securities:
Non-taxable		—		—		3,982		266
Taxable		—		—		33,286		3,253
	$	13,772		324		243,539		23,977

Held-to-Maturity:
Municipal securities:
Non-taxable	$	2,283		17		9,578		905
Taxable		—		—		2,655		474
	$	2,283		17		12,233		1,379

At June 30, 2025, LCNB’s securities portfolio consisted of 158 securities, 151 of which were in an unrealized loss position. At December 31, 2024, LCNB's securities portfolio consisted of 161 securities, 157 of which were in an unrealized loss position.

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NOTE 3 - INVESTMENT SECURITIES (continued)

Each quarter, LCNB performs an analysis to determine if any of the unrealized losses on available-for-sale debt securities are comprised of credit losses as compared to unrealized losses due to market interest rate adjustments. The assessment includes a review of the unrealized loss for each security issuance held; the financial condition and near-term prospects of the issuer, including external credit ratings and recent downgrades; and LCNB's ability and intent to hold the security for a period of time sufficient for a recovery in value. LCNB also considers the extent to which the securities are issued by the federal government or its agencies and any guarantee of issued amounts by those agencies. The portfolio continues to consist of a mix of fixed and floating-rate, high quality securities, largely rated AA (or better), displaying an overall effective duration of approximately 3.1 years. No credit losses were determined to be present as of June 30, 2025, as there was no credit quality deterioration noted. Therefore, no provision for credit losses on available-for-sale debt securities was recognized for the second quarter of 2025.

Debt securities with a market value of $134.9 million and $116.2 million at June 30, 2025 and December 31, 2024, respectively, were pledged to secure public deposits and for other purposes required or as permitted by law.

Excluding holdings in U.S. Treasury securities and U.S. Government Agencies, there were no investments in securities of any issuer that exceeded 10% of LCNB's consolidated shareholders' equity at June 30, 2025.

Contractual maturities of debt securities at June 30, 2025 were as follows (in thousands). Actual maturities may differ from contractual maturities when issuers have the right to call or prepay obligations.

	Available-for-Sale				Held-to-Maturity
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due within one year	$	39,320		38,700		64		63
Due from one to five years		132,809		124,710		973		953
Due from five to ten years		26,020		24,527		9,411		8,806
Due after ten years		—		—		6,981		6,216
		198,149		187,937		17,429		16,038
U.S. Agency mortgage-backed securities		72,553		65,383		—		—
	$	270,702		253,320		17,429		16,038

Certain information concerning the sale of debt securities available-for-sale for the three and six months ended June 30, 2025 and 2024 was as follows (in thousands):

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2025		2024		2025		2024
Proceeds from sales	$	—		—	$	—		9,615
Gross realized gains		—		—		—		—
Gross realized losses		—		—		—		214

Realized gains or losses from the sale of securities are computed using the specific identification method.

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

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NOTE 3 - INVESTMENT SECURITIES (continued)

Equity securities with a readily determinable fair value are carried at fair value, with changes in fair value recognized in other operating income in the consolidated condensed statements of income. Equity securities without a readily determinable fair value are measured at cost minus impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions, as defined, for identical or similar investments of the same issuer. LCNB was not aware of any impairment or observable price change adjustments that needed to be made at June 30, 2025 on its investments in equity securities without a readily determinable fair value.

The amortized cost and estimated fair value of equity securities with a readily determinable fair value at June 30, 2025 and December 31, 2024 are summarized as follows (in thousands):

	June 30, 2025				December 31, 2024
	Amortized		Fair		Amortized		Fair
	Cost		Value		Cost		Value
Mutual Funds	$	1,471		1,308		1,451		1,265
Equity Securities		10		97		10		98
Total equity securities with a readily determinable fair value	$	1,481		1,405		1,461		1,363

Certain information concerning changes in the fair value of equity securities with a readily determinable fair value for the three and six months ended June 30, 2025 and 2024 were as follows (in thousands):

	Three Months Ended					Six Months Ended
	June 30,					June 30,
	2025		2024			2025		2024
Net gains (losses) recognized during the period on equity securities	$	8		(14	)		22		(24	)
Less net gains (losses) recognized during the period on equity securities sold during the period		—		—			—		—
Net unrealized gains (losses) recognized during the reporting period on equity securities still held at period end	$	8		(14	)		22		(24	)

LCNB is a member of the FHLB system and its regional FRB. Members are required to own a certain amount of stock based on predetermined formulas. FHLB and FRB stock are carried at cost, which is equal to par value, and periodically evaluated for impairment based on ultimate recovery of par value.

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NOTE 4 - LOANS

Major classifications of loans at June 30, 2025 and December 31, 2024 were as follows (in thousands):

	June 30, 2025		December 31, 2024
Commercial & industrial	$	110,643		118,611
Commercial, secured by real estate:
Owner occupied		219,829		210,327
Non-owner occupied		502,326		508,531
Farmland		36,173		37,860
Multi-family		254,900		264,260
Construction		95,738		91,154
Residential real estate:
Secured by senior liens on 1-4 family dwellings		390,742		392,513
Secured by junior liens on 1-4 family dwellings		21,400		21,522
Home equity line-of-credit loans		48,146		43,064
Consumer		18,476		20,498
Agricultural		14,466		13,293
Other loans, including deposit overdrafts		171		179
Loans, gross		1,713,010		1,721,812
Less allowance for credit losses		12,108		12,001
Loans, net	$	1,700,902		1,709,811

Loans in the above table are shown net of deferred origination fees and costs. Deferred origination fees, net of related costs, were $902 thousand and $796 thousand at June 30, 2025 and December 31, 2024, respectively. Accrued interest receivable of $7.8 million and $7.7 million are excluded from the balances above as of June 30, 2025 and December 31, 2024, respectively, and are recorded in other assets in the consolidated condensed balance sheets.

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NOTE 4 – LOANS (continued)

Non-accrual loans by class of receivable as of June 30, 2025 and December 31, 2024 were as follows (in thousands):

	June 30, 2025				December 31, 2024
	Non-accrual				Non-accrual
	Loans with no		Total		Loans with no		Total
	Allowance for		Non-accrual		Allowance for		Non-accrual
	Credit Losses		Loans		Credit Losses		Loans
Commercial & industrial	$	—		1,384		—		1,375
Commercial, secured by real estate:
Owner occupied		—		—		—		—
Non-owner occupied		—		2,520		—		2,642
Farmland		16		16		16		16
Multi-family		—		—		—		—
Construction		—		—		—		—
Residential real estate:
Secured by senior liens on 1-4 family dwellings		276		559		73		467
Secured by junior liens on 1-4 family dwellings		—		—		—		—
Home equity line-of-credit loans		—		—		—		—
Consumer		21		21		28		28
Agricultural		—		—		—		—
Total	$	313		4,500		117		4,528

Interest income recognized on nonaccrual loans totaled approximately $1 thousand and $172 thousand during the six months ended June 30, 2025 and 2024, respectively. Accrued interest reversed and charged against interest income for these loans totaled approximately $9 thousand and $27 thousand during the six months ended June 30, 2025 and 2024, respectively.

The ratio of non-accrual loans to total loans outstanding at June 30, 2025 and December 31, 2024 was 0.26%.

ALLOWANCE FOR CREDIT LOSSES

The ACL is an estimate of the expected credit losses on financial assets measured at amortized cost, which is measured using relevant information about past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets. A provision for credit losses is charged to operations based on management’s periodic evaluation of these and other pertinent factors.

QUANTITATIVE CONSIDERATIONS

The ACL is primarily calculated utilizing a DCF model. Key inputs and assumptions used in this model are discussed below:

•

Forecast model - For each portfolio segment, an LDA was performed in order to identify appropriate loss drivers and create a regression model for use in forecasting cash flows. The LDA utilized peer FFIEC Call Report data for all pools and was last updated for the September 30, 2024 ACL calculation based on relevant information available at March 31, 2024.

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NOTE 4 – LOANS (continued)

•

Probability of default – PD is the probability that an asset will be in default within a given time frame. The Company has defined default as when a charge-off has occurred, a loan goes to non-accrual status, or a loan is greater than 90 days past due. The forecast model is utilized to estimate PDs.

•

Loss given default – LGD is the percentage of the asset not expected to be collected due to default. The LGD is derived from company specific and peer loss data.

•

Prepayments and curtailments – Prepayments and curtailments are calculated based on the Company’s own data. This analysis is updated when materially relevant.

•

Forecast and reversion – There were no changes to the Company's forecast or reversion periods during the second quarter of 2025; as of June 30, 2025, the Company continues to utilize a four-quarter reasonable and supportable forecast period with a six-quarter straight line reversion to the long-term historical average.

•

Economic forecast – The Company utilizes a third party to provide economic forecasts under various scenarios, which are assessed against economic indicators and management’s observations in the market. As of June 30, 2025, the Company selected a forecasted data model which projects unemployment between 5.28% and 6.10%, the change in Coincident Economic Activity between -0.15% and 0.53%, the change in Commercial Real Estate Price Indexes between -5.79% and -1.48%, and the change in the Home Price Index between -2.57% and 2.06% during the forecast periods. Management believes that the resulting quantitative reserve appropriately balances economic indicators with identified risks. As of March 31, 2025, the Company selected a forecast model which projects unemployment between 4.66% and 5.57%, the change in Coincident Economic Activity between 0.43% and 1.18%, the change in Commercial Real Estate Price Indexes between -8.90% and -2.30%, and the change in the Home Price Index between -1.54% and 3.08% during the forecast periods. The historical averages for LCNB’s economic indicators are unemployment – 5.74%, change in Coincident Economic Activity – 2.01, change in Commercial Real Estate Price Indexes – 4.62%, and change in Home Price Index – 2.81%

QUALITATIVE CONSIDERATIONS

In addition to the quantitative model, management considers the need for qualitative adjustment for risks not considered in the DCF. Factors that are considered by management in determining loan collectability and the appropriate level of the ACL are listed below:

•

Actual and expected changes in international, national, regional, and local economic and business conditions and developments in which the Company operates that affect the collectability of financial assets;

•

The effect of other external factors such as the regulatory, legal and technological environments, competition, and events such as natural disasters or pandemics;

•

Model risk including statistical risk, reversion risk, timing risk, and model limitation risk;

•

Changes in the nature and volume of the portfolio and terms of loans; and

•

Lending policies and procedures, including changes in underwriting standards and practices for collections, write-offs, and recoveries.

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NOTE 4 – LOANS (continued)

The following table presents activity in the allowance for credit losses by portfolio segment for the three and six months ended June 30, 2025 and 2024 (in thousands):

																Other Loans,
				Commercial,												Including
	Commercial			Secured by			Residential									Deposit
	& Industrial			Real Estate			Real Estate			Consumer			Agricultural			Overdrafts			Total
Three Months Ended June 30, 2025
Balance, beginning of period	$	1,307			6,830			3,729			221			20			17			12,124
Provision for (recovery of) credit losses		79			(495	)		424			12			8			35			63
Losses charged off		—			—			(37	)		(5	)		—			(53	)		(95	)
Recoveries		—			—			—			1			—			15			16
Balance, end of period	$	1,386			6,335			4,116			229			28			14			12,108

Ratio of net charge-offs to average loans		—	%		—	%		0.03	%		0.09	%		—	%		100.27	%		0.02	%

Six Months Ended June 30, 2025
Balance, beginning of year	$	1,573			6,537			3,634			220			24			13			12,001
Provision for (recovery of) credit losses		(187	)		(202	)		515			13			4			82			225
Losses charged off		—			—			(37	)		(5	)		—			(106	)		(148	)
Recoveries		—			—			4			1			—			25			30
Balance, end of period	$	1,386			6,335			4,116			229			28			14			12,108

Ratio of net charge-offs (recoveries) to average loans		—	%		—	%		0.01	%		0.04	%		—	%		101.45	%		0.01	%

																Other Loans,
				Commercial,												Including
	Commercial			Secured by			Residential									Deposit
	& Industrial			Real Estate			Real Estate			Consumer			Agricultural			Overdrafts			Total
Three Months Ended June 30, 2024
Balance, beginning of period	$	967			6,486			2,852			232			18			2			10,557
Acquisition of Eagle Financial Bancorp, Inc. - PCD Loans		101			8			79			—			—			—			188
Provision for (recovery of) credit losses		449			(512	)		(184	)		(21	)		20			28			(220	)
Acquisition of Eagle Financial Bancorp, Inc. - provision for credit losses on non-PCD loans charged to expense		51			246			466			—			—			—			763
Losses charged off		—			—			—			(40	)		—			(46	)		(86	)
Recoveries		—			—			9			41			—			18			68
Balance, end of period	$	1,568			6,228			3,222			212			38			2			11,270

Ratio of net charge-offs to average loans		—	%		—	%		(0.01	)%		(0.02	)%		—	%		73.60	%		—	%

Six Months Ended June 30, 2024
Balance, beginning of year, prior to adoption of ASC 326	$	1,039			5,414			3,816			238			18			—			10,525
Acquisition of Eagle Financial Bancorp, Inc. - PCD Loans		101			8			79			—			—			—			188
Provision for (recovery of) credit losses		377			560			(1,148	)		(32	)		20			80			(143	)
Acquisition of Eagle Financial Bancorp, Inc. - provision for credit losses on non-PCD loans charged to expense		51			246			466			—			—			—			763
Losses charged off		—			—			—			(43	)		—			(121	)		(164	)
Recoveries		—			—			9			49			—			43			101
Balance, end of period	$	1,568			6,228			3,222			212			38			2			11,270

Ratio of net charge-offs to average loans		—	%		—	%		—	%		(0.05	)%		—	%		121.28	%		—	%

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 4 – LOANS (continued)

The ratio of the allowance for credit losses for loans to total loans at June 30, 2025 and December 31, 2024 was 0.71% and 0.70%, respectively.

For collateral dependent loans where management has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and repayment of the loan is to be provided substantially through the operation or sale of the collateral, the allowance for credit losses is measured based on the difference between the fair value of the collateral, less costs to sell, and the amortized cost basis of the loan as of the measurement date.

The following table presents the carrying value and related allowance of collateral dependent individually evaluated loans by class segment at the dates indicated (in thousands):

	June 30, 2025				December 31, 2024
	Amortized		Related		Amortized		Related
	Cost Basis		Allowance		Cost Basis		Allowance
Commercial & industrial	$	—		—		—		—
Commercial, secured by real estate:
Owner occupied		41		—		48		—
Non-owner occupied		2,519		78		2,642		1,201
Farmland		16		—		16		—
Multi-family		—		—		—		—
Construction		—		—		—		—
Residential real estate:
Secured by senior liens on 1-4 family dwellings		720		32		527		50
Secured by junior liens on 1-4 family dwellings		—		—		—		—
Home equity line-of-credit loans		43		—		75		—
Consumer		—		—		—		—
Agricultural		—		—		—		—
Other loans, including deposit overdrafts		—		—		—		—
Total	$	3,339		110		3,308		1,251

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 4 – LOANS (continued)

The risk characteristics of LCNB's material loan portfolio segments were as follows:

Commercial & Industrial Loans. LCNB’s commercial & industrial loan portfolio consists of loans for a variety of purposes, including, for example, loans to fund working capital requirements (such as inventory and receivables financing) and purchases of machinery and equipment. LCNB offers a variety of commercial & industrial loan arrangements, including term loans, balloon loans, and lines of credit. Commercial & industrial loans can have a fixed or variable rate, with maturities ranging from one to ten years. Commercial & industrial loans are offered to businesses and professionals for short and medium terms on both a collateralized and uncollateralized basis. Commercial & industrial loans typically are underwritten on the basis of the borrower’s ability to make repayment from the cash flow of the business. Collateral, when obtained, may include liens on furniture, fixtures, equipment, inventory, receivables, or other assets. As a result, such loans involve complexities, variables, and risks that require thorough underwriting and more robust servicing than other types of loans.

Commercial, Secured by Real Estate Loans. Commercial real estate loans include loans secured by a variety of commercial, retail and office buildings, religious facilities, hotels, multifamily (more than four-family) residential properties, construction and land development loans, and other land loans. Mortgage loans secured by owner-occupied agricultural property are included in this category. Commercial real estate loan products generally amortize over five to twenty-five years and are payable in monthly principal and interest installments. Some have balloon payments due within one to ten years after the origination date. The majority have adjustable interest rates with adjustment periods ranging from one to ten years, some of which are subject to established “floor” interest rates.

Commercial real estate loans are underwritten based on the ability of the property, in the case of income-producing property, or the borrower’s business to generate sufficient cash flow to amortize the debt. Secondary emphasis is placed upon global debt service, collateral value, financial strength and liquidity of any and all guarantors, and other factors. Commercial real estate loans are generally originated with a 75% to 85% maximum loan to appraised value ratio, depending upon borrower occupancy rates.

Residential Real Estate Loans. Residential real estate loans include loans secured by first or second mortgage liens on one to four-family residential properties. Home equity lines of credit are also included in this category. First and second mortgage loans are generally amortized over five to thirty years with monthly principal and interest payments. Home equity lines of credit generally have a five year or less draw period with interest only payments followed by a repayment period with monthly payments based on the amount outstanding. LCNB offers both fixed and adjustable-rate mortgage loans. Adjustable-rate loans are available with adjustment periods ranging between one to fifteen years and adjust according to an established index plus a margin, subject to certain floor and ceiling rates. A substantial majority of home equity lines of credit have a variable rate of interest based on the Wall Street Journal prime rate plus a margin.

Residential real estate loans are underwritten primarily based on the borrower’s ability to repay, prior credit history, and the value of the collateral. LCNB generally requires private mortgage insurance for first mortgage loans that have a loan to appraised value ratio of greater than 80% or may require other credit enhancements for second lien mortgage loans.

Consumer Loans. LCNB’s portfolio of consumer loans generally includes secured and unsecured loans to individuals for household, family and other personal expenditures. Secured loans include loans to fund the purchase of automobiles, recreational vehicles, boats, and similar acquisitions. Consumer loans made by LCNB generally have fixed rates and terms ranging up to 72 months, depending upon the nature of the collateral, size of the loan, and other relevant factors. Consumer loans generally have higher interest rates but pose additional risks of collectability and loss when compared to certain other types of loans. Collateral, if present, is generally subject to damage, wear, and depreciation. The borrower’s ability to repay is of primary importance in the underwriting of consumer loans.

Agricultural Loans. LCNB’s portfolio of agricultural loans includes loans for financing agricultural production and for financing the purchase of equipment used in the production of agricultural products. LCNB’s agricultural loans are generally secured by farm machinery, livestock, crops, vehicles, or other agricultural-related collateral.

Other Loans, Including Deposit Overdrafts. Other loans may include loans that do not fit in any of the other categories, but it is primarily composed of overdrafts from transaction deposit accounts. Overdraft payments are recorded as a recovery and overdrafts are generally written off after 60 days with a negative balance.

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 4 – LOANS (continued)

LCNB’s management monitors the credit quality of its loans on an ongoing basis. This monitoring includes annual reviews for loans with a principal balance greater than $1 million and bi-annual reviews for loans with a principal balance of more than $500 thousand through $1 million. LCNB also has a loan grade monitoring system in place to track and report loan grades and classifications, enabling the identification and management of non-performing loans. Major factors used in determining loan grades vary based on the nature of the loan, but commonly include factors such as debt service coverage, internal cash flow, liquidity, leverage, operating performance, debt burden, FICO scores, occupancy, interest rate sensitivity, and expense burden. Commercial real estate loans rated OAEM or worse are reviewed at least quarterly for credit deterioration.

A loan is assigned to a risk category based on relevant information about the ability of the borrower to service the debt including, but not limited to, current financial information, historical payment experience, credit documentation, public information, and current economic trends. The categories used are:

	•	Pass – loans categorized in this category are higher quality loans that do not fit any of the other categories described below.
	•	Other Assets Especially Mentioned ("OAEM") – loans in this category are currently protected but are potentially weak. These loans constitute a risk but not to the point of justifying a classification of substandard. The credit risk may be relatively minor yet constitute an undue risk in light of the circumstances surrounding a specific asset.
	•	Substandard – loans in this category are inadequately protected by the current sound net worth and paying capacity of the obligor or of the collateral pledged, if any. Assets so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the possibility that LCNB will sustain some loss if the deficiencies are not corrected.
	•	Doubtful – loans classified in this category have all the weaknesses inherent in loans classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.

LCNB generally performs a classification of assets review, including the regulatory classification of assets, on an ongoing basis. The results of the classification of assets review are validated annually by an independent third-party loan review firm. In the event of a difference in rating or classification between those assigned by the internal and external resources, the Company will utilize the more critical or conservative rating or classification. Loans with regulatory classifications are presented monthly to the Board of Directors.

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 4 – LOANS (continued)

The following table presents the amortized cost basis of loans by vintage and credit quality indicators at June 30, 2025 and December 31, 2024 (in thousands):

	Term Loans by Origination Year
													Revolving		Revolving
													Loans		Loans
													Amortized		Converted
	2025		2024		2023		2022		2021		Prior		Cost Basis		to Term		Total
June 30, 2025
Commercial & industrial
Pass	$	6,811		13,456		10,433		24,683		20,917		10,357		16,028		—		102,685
OAEM		99		—		74		650		668		1,265		432		—		3,188
Substandard		—		—		—		2,921		—		—		389		76		3,386
Doubtful		—		1,384		—		—		—		—		—		—		1,384
Total		6,910		14,840		10,507		28,254		21,585		11,622		16,849		76		110,643
Gross charge-offs (1)		—		—		—		—		—		—		—		—		—
Commercial, secured by real estate
Pass		16,200		49,969		116,395		202,333		154,007		405,032		137,594		—		1,081,530
OAEM		—		—		—		3,682		1,859		10,099		—		—		15,640
Substandard		—		—		—		7,258		1,474		2,892		—		172		11,796
Doubtful		—		—		—		—		—		—		—		—		—
Total		16,200		49,969		116,395		213,273		157,340		418,023		137,594		172		1,108,966
Gross charge-offs (1)		—		—		—		—		—		—		—		—		—
Residential real estate
Pass		11,255		34,582		57,142		77,729		83,727		145,600		46,375		—		456,410
OAEM		—		—		—		—		196		1,173		—		—		1,369
Substandard		—		—		495		—		284		1,730		—		—		2,509
Doubtful		—		—		—		—		—		—		—		—		—
Total		11,255		34,582		57,637		77,729		84,207		148,503		46,375		—		460,288
Gross charge-offs (1)		—		—		27		—		—		10		—		—		37
Consumer
Pass		3,371		5,094		3,930		2,791		1,903		1,284		58		—		18,431
OAEM		—		—		—		—		—		—		—		—		—
Substandard		—		3		—		31		6		5		—		—		45
Doubtful		—		—		—		—		—		—		—		—		—
Total		3,371		5,097		3,930		2,822		1,909		1,289		58		—		18,476
Gross charge-offs (1)		—		—		—		4		1		—		—		—		5
Agricultural
Pass		1,788		207		1,267		250		59		268		10,627		—		14,466
OAEM		—		—		—		—		—		—		—		—		—
Substandard		—		—		—		—		—		—		—		—		—
Doubtful		—		—		—		—		—		—		—		—		—
Total		1,788		207		1,267		250		59		268		10,627		—		14,466
Gross charge-offs (1)		—		—		—		—		—		—		—		—		—
Other
Pass		—		—		—		—		—		—		171		—		171
OAEM		—		—		—		—		—		—		—		—		—
Substandard		—		—		—		—		—		—		—		—		—
Doubtful		—		—		—		—		—		—		—		—		—
Total		—		—		—		—		—		—		171		—		171
Gross charge-offs (1)		—		—		—		—		—		—		106		—		106
Total loans	$	39,524		104,695		189,736		322,328		265,100		579,705		211,674		248		1,713,010

(1) - for the six months ended June 30, 2025.

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 4 – LOANS (continued)

	Term Loans by Origination Year
													Revolving		Revolving
													Loans		Loans
													Amortized		Converted
	2024		2023		2022		2021		2020		Prior		Cost Basis		to Term		Total
December 31, 2024
Commercial & industrial
Pass	$	17,844		11,914		31,287		24,201		6,930		6,507		14,836		—		113,519
OAEM		—		—		—		—		1,416		—		—		—		1,416
Substandard		—		—		1,789		—		81		—		431		—		2,301
Doubtful		1,375		—		—		—		—		—		—		—		1,375
Total		19,219		11,914		33,076		24,201		8,427		6,507		15,267		—		118,611
Gross charge-offs (2)		—		—		588		22		—		—		—		—		610
Commercial, secured by real estate
Pass		43,461		111,706		185,003		160,126		99,709		337,270		155,686		—		1,092,961
OAEM		—		—		3,755		1,496		175		3,640		—		—		9,066
Substandard		—		—		7,399		—		—		2,706		—		—		10,105
Doubtful		—		—		—		—		—		—		—		—		—
Total		43,461		111,706		196,157		161,622		99,884		343,616		155,686		—		1,112,132
Gross charge-offs (2)		—		—		—		—		—		—		—		—		—
Residential real estate
Pass		33,898		60,232		73,984		86,712		52,241		104,254		41,482		—		452,803
OAEM		—		—		—		—		—		207		—		—		207
Substandard		—		394		—		289		480		2,912		14		—		4,089
Doubtful		—		—		—		—		—		—		—		—		—
Total		33,898		60,626		73,984		87,001		52,721		107,373		41,496		—		457,099
Gross charge-offs (2)		—		—		—		—		—		—		—		—		—
Consumer
Pass		6,553		5,053		3,598		2,792		1,900		491		66		—		20,453
OAEM		—		—		—		—		—		—		—		—		—
Substandard		—		—		41		—		—		4		—		—		45
Doubtful		—		—		—		—		—		—		—		—		—
Total		6,553		5,053		3,639		2,792		1,900		495		66		—		20,498
Gross charge-offs (2)		—		1		39		3		—		—		—		—		43
Agricultural
Pass		289		1,458		378		149		309		29		10,681		—		13,293
OAEM		—		—		—		—		—		—		—		—		—
Substandard		—		—		—		—		—		—		—		—		—
Doubtful		—		—		—		—		—		—		—		—		—
Total		289		1,458		378		149		309		29		10,681		—		13,293
Gross charge-offs (2)		—		—		—		—		57		—		—		—		57
Other
Pass		—		—		—		—		—		—		179		—		179
OAEM		—		—		—		—		—		—		—		—		—
Substandard		—		—		—		—		—		—		—		—		—
Doubtful		—		—		—		—		—		—		—		—		—
Total		—		—		—		—		—		—		179		—		179
Gross charge-offs (2)		—		—		—		—		—		—		193		—		193
Total loans	$	103,420		190,757		307,234		275,765		163,241		458,020		223,375		—		1,721,812

(2) - for the year ended December 31, 2024.

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 4 – LOANS (continued)

A loan portfolio aging analysis by class segment at June 30, 2025 and December 31, 2024 is as follows (in thousands):

													90 Days
					90 Days								or More
	30-59 Days		60-89 Days		or More		Total				Total Loans		Past Due
	Past Due		Past Due		Past Due		Past Due		Current		Receivable		and Accruing
June 30, 2025
Commercial & industrial		—		—		—		—		110,643		110,643		—
Commercial, secured by real estate:
Owner occupied		—		—		—		—		219,829		219,829		—
Non-owner occupied		—		—		2,520		2,520		499,806		502,326		—
Farmland		—		—		—		—		36,173		36,173		—
Multi-family		—		—		—		—		254,900		254,900		—
Construction		—		—		—		—		95,738		95,738		—
Residential real estate:
Secured by senior liens on 1-4 family dwellings		75		221		355		651		390,091		390,742		225
Secured by junior liens on 1-4 family dwellings		8		—		—		8		21,392		21,400		—
Home equity line-of-credit loans		355		17		43		415		47,731		48,146		43
Consumer		11		6		24		41		18,435		18,476		3
Agricultural		—		—		—		—		14,466		14,466		—
Other		171		—		—		171		—		171		—
Total	$	620		244		2,942		3,806		1,709,204		1,713,010		271

December 31, 2024
Commercial & industrial	$	666		—		—		666		117,945		118,611		—
Commercial, secured by real estate:
Owner occupied		—		—		—		—		210,327		210,327		—
Non-owner occupied		—		—		2,642		2,642		505,889		508,531		—
Farmland		460		—		—		460		37,400		37,860		—
Multi-family		—		—		—		—		264,260		264,260		—
Construction		—		—		—		—		91,154		91,154		—
Residential real estate
Secured by senior liens on 1-4 family dwellings		1,948		249		237		2,434		390,079		392,513		57
Secured by junior liens on 1-4 family dwellings		—		8		—		8		21,514		21,522		—
Home equity line-of-credit loans		72		—		33		105		42,959		43,064		33
Consumer		10		—		28		38		20,460		20,498		—
Agricultural		—		—		—		—		13,293		13,293		—
Other		179		—		—		179		—		179		—
Total	$	3,335		257		2,940		6,532		1,715,280		1,721,812		90

Residential consumer mortgage loans secured by residential real estate in the process of foreclosure totaled $154 thousand and $33 thousand at June 30, 2025 and December 31, 2024, respectively.

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

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(Continued)

NOTE 4 – LOANS (continued)

From time to time, the terms of certain loans are modified when concessions are granted to borrowers experiencing financial difficulties. Each modification is separately negotiated with the borrower and includes terms and conditions that reflect the borrower's ability to pay the debt as modified. The modification of the terms of such loans may have included one, or a combination of, the following: an interest rate reduction, term extension, forgiveness of principal, or an other-than-insignificant payment delay.

Excluding individually evaluated collateral dependent loans that are measured at fair value, the following tables present the amortized cost basis of loans modified during the reporting period for borrowers who were experiencing financial difficulty at the time of modification, disaggregated by class of financing receivable and type of concession granted (in thousands), as of June 30, 2024 and 2025:

	Interest Rate Reduction		Extended Maturity		Principal Forgiveness		Payment Delay		Combination - Interest Rate Reduction and Extended Maturity		Combination - Interest Rate Reduction and Payment Delay		Combination - Extended Maturity and Payment Delay		Total Modifications		Percent of Total Class
Three Months Ended June 30, 2025
Commercial & industrial	$	—		—		—		—		—		—		1,722		1,722		1.56	%
Consumer		—		21		—		—		—		—		—		21		0.11	%
Total	$	—		21		—		—		—		—		1,722		1,743

Six Months Ended June 30, 2025
Commercial & industrial	$	—		76		—		—		1,006		—		1,722		2,804		2.53	%
Commercial, secured by real estate, owner occupied		—		488		—		—		—		—		—		488		0.22	%
Consumer		—		21		—		—		—		—		—		21		0.11	%
Total	$	—		585		—		—		1,006		—		1,722		3,313

Three Months Ended June 30, 2024
Consumer	$	—		—		—		—		—		—		30		30		0.13	%
Total	$	—		—		—		—		—		—		30		30

Six Months Ended June 30, 2024
Residential real estate, secured by senior liens on 1-4 family dwellings	$	—		—		—		—		—		23		—		23		0.01	%
Consumer		—		—		—		—		—		—		30		30		0.13	%
Total	$	—		—		—		—		—		23		30		53

During the third quarter of 2024, one borrower defaulted on two consumer loans that underwent maturity-extension and payment-delay modifications during the second quarter of 2024 while the borrower was known to be experiencing financial difficulty. The borrower remained in default through February 2025. At June 30, 2025, the amortized cost basis of these two consumer loans totaled $21 thousand. No other loans defaulted during the year-to-date period ended June 30, 2025 that, within twelve months prior to their default, were modified for borrowers experiencing financial difficulty. During the three and six months ended June 30, 2024, no loans defaulted which, in the twelve months preceding their default, were modified for borrowers experiencing financial difficulty.

At June 30, 2025 and December 31, 2024, LCNB was not committed to lend additional funds to borrowers who, during the respective six-and-twelve-month reporting period, were granted loan modifications while experiencing financial difficulty.

Mortgage loans sold to and serviced for the Federal Home Loan Mortgage Corporation and other investors are not included in the accompanying consolidated condensed balance sheets. The unpaid principal balances of those loans at June 30, 2025 and December 31, 2024 were approximately $348.0 million and $397.6 million, respectively.

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 5 - PURCHASED CREDIT DETERIORATED LOANS

Activity during the three months ended June 30, 2024 and 2025 for the accretable discount related to PCD loans acquired from EFBI and CNNB is as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Accretable discount, beginning of period	$	1,100		1,410		1,113		1,467
Accretable discount acquired through merger with EFBI		—		253		—		253
Less loans transferred to held-for-sale		—		396		—		396
Less accretion		29		108		42		165
Accretable discount, end of period	$	1,071		1,159		1,071		1,159

NOTE 6 - AFFORDABLE HOUSING TAX CREDIT LIMITED PARTNERSHIP INVESTMENTS

LCNB is a limited partner in multiple limited partnerships that sponsor affordable housing projects utilizing the Low Income Housing Tax Credit pursuant to Section 42 of the Internal Revenue Code. The purpose of the investments is to achieve a satisfactory return on capital, to facilitate the sale of additional affordable housing product offerings, and to assist in achieving goals associated with the Community Reinvestment Act. The primary activities of the limited partnerships include the identification, development, and operation of multi-family housing that is leased to qualifying residential tenants.

The following table presents the balances of LCNB's affordable housing tax credit investments and related unfunded commitments at June 30, 2025 and December 31, 2024 (in thousands):

	June 30,		December 31,
	2025		2024
Affordable housing tax credit investment	$	20,950		18,950
Less amortization		6,845		6,044
Net affordable housing tax credit investment	$	14,105		12,906

Unfunded commitment	$	5,263		4,426

The net affordable housing tax credit investment is included in other assets and the unfunded commitment is included in accrued interest and other liabilities in the consolidated condensed balance sheets.

LCNB anticipates to fund the unfunded commitment over twelve years.

The following table presents other information relating to LCNB's affordable housing tax credit investments for the three and six months ended June 30, 2025 and 2024 (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Tax credits and other tax benefits recognized	$	487		445		972		888
Tax credit amortization expense included in provision for income taxes		401		368		801		740

NOTE 7 - DEPOSITS

The following table presents the composition of LCNB's deposits at June 30, 2025 and December 31, 2024 (in thousands):

	June 30,		December 31,
	2025		2024
Demand deposits	$	463,123		459,619
Interest-bearing demand and money fund deposits		647,493		540,884
Savings deposits		364,083		367,205
IRA and time certificates		444,673		510,584
Total	$	1,919,372		1,878,292

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 7 - DEPOSITS (continued)

Contractual maturities of time deposits at June 30, 2025 were as follows (in thousands):

Three months or less	$	142,354
Over three through six months		151,901
Over six through twelve months		118,803
July 1, 2025 - June 30, 2026		413,058
July 1, 2026 - June 30, 2027		25,374
July 1, 2027 - June 30, 2028		2,797
July 1, 2028 - June 30, 2029		1,120
July 1, 2029 - June 30, 2030		2,003
Thereafter		321
Total contractual maturities	$	444,673

The aggregate amount of time deposits in denominations of $250 thousand or more at June 30, 2025 and December 31, 2024 was $93.4 million and $107.8 million, respectively.

NOTE 8 – BORROWINGS

Long-term debt at June 30, 2025 and December 31, 2024 was as follows (dollars in thousands):

	June 30, 2025					December 31, 2024
	Amount		Weighted Average Interest Rate			Amount		Weighted Average Interest Rate
Term loan	$	10,000		6.50	%	$	10,153		4.25	%
FHLB long-term advances		95,000		4.83	%		145,000		4.62	%
	$	105,000		4.99	%	$	155,153		4.60	%

The term loan with a correspondent financial institution bears a fixed interest rate of 6.5%, amortizes quarterly, and has a final balloon payment due on June 15, 2028.

Contractual maturities of long-term debt at June 30, 2025 and December 31, 2024 were as follows (in thousands):

	June 30,		December 31,
	2025		2024
Maturing within one year	$	—		10,153
Maturing after one year through two years		25,000		25,000
Maturing after two years through three years		25,000		35,000
Maturing after three years through four years		35,000		45,000
Maturing after four years through five years		10,000		30,000
Thereafter		10,000		10,000
Total	$	105,000		155,153

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

(Continued)

NOTE 8 – BORROWINGS (continued)

There were no short-term borrowings at June 30, 2025 or December 31, 2024.

At June 30, 2025, LCNB had a short-term revolving line of credit arrangement with a financial institution for a maximum amount of $10 million at an interest rate equal to the Wall Street Journal Prime Rate minus 25 basis points. This agreement expires on June 15, 2027.

At June 30, 2025, LCNB had short-term line of credit borrowing arrangements with three correspondent financial institutions. Under the terms of the first arrangement, LCNB can borrow up to $30 million at an interest rate equal to the lending institution’s federal funds rate plus a spread of 50 basis points. Under the terms of the second arrangement, LCNB can borrow up to $50 million at an interest rate equal to the FOMC targeted federal funds rate plus a spread of 25 basis points. Under the terms of the third arrangement, LCNB can borrow up to $25 million at the interest rate in effect at the time of borrowing. At June 30, 2025, LCNB had not drawn down on any of these borrowing arrangements.

All long-term and short-term advances from the FHLB of Cincinnati are secured by a blanket pledge of LCNB's 1-4 family first lien mortgage loans in the amount of approximately $408 million and $410 million at June 30, 2025 and December 31, 2024, respectively. Remaining borrowing capacity with the FHLB, including both long-term and short-term borrowings, at June 30, 2025 was approximately $148.1 million.

NOTE 9 - LEASES

Lease expenses for offices are included in the consolidated condensed statements of income in net occupancy expense and lease expenses for equipment and ATMs are included in equipment expense. Components of lease expense for the three and six months ended June 30, 2025 and 2024 were as follows (in thousands):

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2025		2024		2025		2024
Operating lease expense	$	214		239		466		465
Short-term lease expense		—		16		5		35
Variable lease expense		16		16		36		20
Other		9		11		20		18
Total lease expense	$	239		282		527		538

Other information related to leases at June 30, 2025 were as follows (dollars in thousands):

Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	457
Right-of-use assets obtained in exchange for new operating lease liabilities	$	554
Weighted average remaining lease term in years for operating leases		32.7
Weighted average discount rate for operating leases		3.71	%

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(Continued)

NOTE 10 – INCOME TAXES

A reconciliation between the statutory income tax and LCNB's effective tax rate on income from continuing operations follows:

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Statutory tax rate		21.0	%		21.0	%		21.0	%		21.0	%
Increase (decrease) resulting from:
Tax exempt interest		(0.4	)%		(2.8	)%		(0.5	)%		(1.7	)%
Tax exempt income on bank-owned life insurance		(1.0	)%		(7.6	)%		(1.2	)%		(4.4	)%
Captive insurance premium income		(0.9	)%		(6.6	)%		(1.0	)%		(4.3	)%
Affordable housing tax credit limited partnerships		(1.2	)%		(8.2	)%		(1.3	)%		(4.7	)%
Nondeductible merger-related expenses		0.3	%		5.4	%		0.2	%		3.9	%
Other, net		0.0	%		0.8	%		0.0	%		0.6	%
Effective tax rate		17.8	%		2.0	%		17.2	%		10.4	%

NOTE 11 - COMMITMENTS AND CONTINGENT LIABILITIES

LCNB is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated condensed balance sheets. Exposure to credit loss in the event of nonperformance by the other parties to financial instruments for commitments to extend credit is represented by the contract amount of those instruments.

In addition to such commitments to extend credit, LCNB may have services for customers in place that, though they obligate LCNB to provide credit on certain terms, do not constitute commitments to extend credit. For example, the Account Protection product, LCNB's deposit overdraft program, is offered as a service by LCNB and does not constitute a contract between the customer and LCNB.

LCNB uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments.

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(Continued)

NOTE 11 – COMMITMENTS AND CONTINGENT LIABILITIES (continued)

Financial instruments whose contract amounts represent off-balance-sheet credit risk at June 30, 2025 and December 31, 2024 were as follows (in thousands):

	June 30, 2025		December 31, 2024
Commitments to extend credit:
Commercial loans	$	14,528		7,881
Other loans
Fixed rate		15,376		21,613
Adjustable rate		5,514		1,998
Unused lines of credit:
Fixed rate		9,069		10,403
Adjustable rate		219,138		231,046
Unused overdraft protection amounts on demand accounts		17,257		17,566
Standby letters of credit		5		5
Total commitments	$	280,887		290,512

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Unused lines of credit include amounts not drawn on line-of-credit loans. Commitments to extend credit and unused lines of credit generally have fixed expiration dates or other termination clauses.

Standby letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. These guarantees generally are fully secured and have varying maturities.

LCNB evaluates each customer's credit worthiness on a case-by-case basis. The amount of collateral obtained is based on management's credit evaluation of the borrower and may include accounts receivable; inventory, property, plant, and equipment; residential realty; and income-producing commercial properties.

Activity in the allowance for credit losses on off-balance sheet credit exposures, recorded in other liabilities on the consolidated condensed balance sheets, for the three and six months ended June 30, 2025 and 2024 is as follows (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Balance, beginning of period	$	297			329			263			281
Acquisition of Eagle Financial Bancorp, Inc.		—			48			—			48
Provision for (recovery of) credit losses		(45	)		(15	)		(11	)		33
Balance, end of period	$	252			362			252			362

Capital expenditures include the construction or acquisition of new office buildings, improvements to LCNB's offices, purchases of furniture and equipment, and additions or improvements to LCNB's information technology system. Commitments outstanding for capital expenditures as of June 30, 2025 totaled approximately $60 thousand.

Management believes that LCNB has sufficient liquidity to fund its lending and capital expenditure commitments.

LCNB and its subsidiaries are parties to various claims and proceedings arising in the normal course of business. Management, after consultation with legal counsel, believes that the liabilities, if any, arising from such proceedings and claims will not be material to LCNB's consolidated financial position or results of operations.

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NOTE 12 – ACCUMULATED OTHER COMPREHENSIVE LOSS

Changes in accumulated other comprehensive loss for the three and six months ended June 30, 2025 and 2024 were as follows (in thousands):

	Three Months Ended June 30,									Six Months Ended June 30,
				Changes in									Changes in
	Unrealized			Pension Plan						Unrealized			Pension Plan
	Losses on			Assets and						Losses on			Assets and
	Available-for-			Benefit						Available-for-			Benefit
	Sale Debt Securities			Obligations			Total			Sale Debt Securities			Obligations			Total
2025
Balance at beginning of period	$	(15,528	)		1			(15,527	)		(19,190	)		1			(19,189	)
Other comprehensive income, net of taxes		1,798			—			1,798			5,460			—			5,460
Reclassifications		—			—			—			—			—			—
Balance at end of period	$	(13,730	)		1			(13,729	)		(13,730	)		1			(13,729	)

2024
Balance at beginning of period	$	(23,399	)		(55	)		(23,454	)		(22,281	)		(55	)		(22,336	)
Other comprehensive loss, net of taxes		605			—			605			(682	)		—			(682	)
Reclassifications		—			—			—			169			—			169
Balance at end of period	$	(22,794	)		(55	)		(22,849	)		(22,794	)		(55	)		(22,849	)

Reclassifications out of accumulated other comprehensive loss during the three and six months ended June 30, 2025 and 2024 and the affected line items in the condensed consolidated statements of income were as follows (in thousands):

	Three Months Ended				Six Months Ended					Affected Line Item in the
	June 30,				June 30,					Consolidated Condensed
	2025		2024		2025		2024			Statements of Income
Realized losses from sales of debt securities, available-for-sale	$	—		—		—		(214	)	Net losses from sales of debt securities, available-for-sale
Income tax benefit		—		—		—		(45	)	Provision for income taxes
Reclassification adjustment, net of taxes	$	—		—		—		(169	)

NOTE 13 – RETIREMENT PLANS

LCNB participates in a noncontributory defined benefit multi-employer retirement plan that covers substantially all regular full-time employees hired before January 1, 2009, on which date the plan was soft-frozen. Employees hired before this date who received a benefit reduction under certain amendments to the defined benefit retirement plan receive an automatic contribution of 5% or 7% of their annual compensation, depending on the sum of an employee's age and vesting service, into their defined contribution plans (401(k) plans), regardless of the contributions made by the employees. These contributions are made annually and these employees did not receive any employer matches to their 401(k) contributions until March 1, 2025 as described below.

The noncontributory defined benefit multi-employer retirement plan was hard-frozen on March 1, 2025, meaning that benefit increases will no longer accrue to covered employees as of that date.

Employees hired on or after January 1, 2009 receive a 50% employer match on their contributions into the 401(k) plan, up to a maximum LCNB contribution of 3% of each individual employee's annual compensation. Employees who did not receive an employer match on their 401(k) contributions because of their participation in the noncontributory defined benefit multi-employer retirement plan started receiving matches on March 1, 2025.

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NOTE 13 – RETIREMENT PLANS (continued)

Funding and administrative costs of the qualified noncontributory defined benefit retirement plan and 401(k) plan charged to pension and other employee benefits in the consolidated condensed statements of income for the three and six-month period ended June 30, 2025 and 2024 were as follows (in thousands):

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2025		2024		2025		2024
Qualified noncontributory defined benefit retirement plan	$	316		327		632		654
401(k) plan		223		200		483		420

Certain highly compensated former employees participate in a nonqualified defined benefit retirement plan. The nonqualified plan ensures that participants receive the full amount of benefits to which they would have been entitled under the noncontributory defined benefit retirement plan in the absence of limits on benefit levels imposed by certain sections of the Internal Revenue Code. This plan is limited to the original participants and no new participants have been added.

The net periodic pension cost of the nonqualified defined benefit retirement plan consists solely of interest cost of $18 thousand and $37 thousand for the three and six months ended June 30, 2025 and $18 thousand and $36 thousand for the three and six months ended June 30, 2024.

NOTE 14 – STOCK BASED COMPENSATION

The 2025 Ownership Incentive Plan (the "2025 Plan") was ratified by LCNB Corp.'s shareholders at the annual meeting on May 19, 2025 and allows for stock-based awards to eligible employees and non-employee directors, as determined by the Compensation Committee of the Board of Directors. It replaced the 2015 Ownership Incentive Plan (the "2015 Plan"), which terminated on April 28, 2025. Awards may be made in the form of stock options, appreciation rights, restricted shares, and/or restricted share units. The 2025 Plan provides for the issuance of up to 600 thousand shares of common stock, where the 2015 Plan provided for the issuance of up to 450 thousand shares of common stock. The 2025 Plan will terminate on May 19, 2035 and could be subject to earlier termination by the Board Compensation Committee.

Stock-based awards may be in the form of treasury shares or newly issued shares.

Restricted stock awards granted under the 2015 Plan during the six months ended June 30, 2025 and 2024 were as follows:

	2025					2024
				Weighted					Weighted
				Average					Average
				Grant Date					Grant Date
	Shares			Fair Value		Shares			Fair Value
Nonvested at January 1,		84,593		$	16.59		79,017		$	17.94
Granted		38,950			14.60		41,703			13.87
Vested		(43,647	)		16.18		(36,127	)		16.39
Forfeited		—			—		—			—
Nonvested at June 30,		79,896		$	15.84		84,593		$	16.59

No stock-based awards have been granted under the 2025 Plan during the period ended June 30, 2025.

At June 30, 2025, there were 79,896 restricted stock awards outstanding with an approximate stock value of $1.2 million based on that day's closing stock price. At June 30, 2024, there were 84,593 restricted stock awards outstanding with an approximate stock value of $1.2 million based on that day's closing stock price. The fair value of restricted stock awards was $569 thousand on the grant date of February 24, 2025 and $578 thousand on the grant date of March 4, 2024. Grants to officers of LCNB vest over a period of five years while grants to members of the board of directors vest immediately. The grant date fair value is recognized ratably into expense over the vesting period.

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NOTE 14 – STOCK BASED COMPENSATION (continued)

The following table presents expense recorded in salaries and employee benefits for restricted stock awards and the related tax information for the three and six months ended June 30, 2025 and 2024 (in thousands):

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2025		2024		2025		2024
Restricted stock expense	$	101		92		385		407
Tax effect		21		19		81		85

Unrecognized compensation expense for restricted stock awards was $1.1 million at June 30, 2025 and is expected to be recognized over a period of 3.3 years.

NOTE 15 – EARNINGS PER COMMON SHARE

LCNB has granted restricted stock awards with non-forfeitable dividend rights, which are considered participating securities. Accordingly, earnings per share is computed using the two-class method as required by ASC No. 260-10-45. Basic earnings per common share is calculated by dividing net income allocated to common shareholders by the weighted average number of common shares outstanding during the period, which excludes the participating securities. Diluted earnings per common share is adjusted for the dilutive effects of stock options, warrants, and restricted stock. The diluted average number of common shares outstanding has been increased for the assumed exercise of stock options and warrants with proceeds used to purchase treasury shares at the average market price for the period.

Earnings per share for the three and six months ended June 30, 2025 and 2024 were calculated as follows (dollars in thousands, except share and per share data):

	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2025		2024		2025		2024
Net income	$	5,919		925		10,528		2,840
Less allocation of earnings and dividends to participating securities		32		6		60		18
Net income allocated to common shareholders	$	5,887		919		10,468		2,822

Weighted average common shares outstanding, gross		14,165,660		14,033,264		14,150,313		13,610,854
Less average participating securities		79,896		84,593		79,896		84,593
Adjusted weighted average number of shares outstanding used in the calculation of basic and diluted earnings per common share		14,085,764		13,948,671		14,070,417		13,526,261

Earnings per common share:
Basic	$	0.41		0.07		0.74		0.21
Diluted		0.41		0.07		0.74		0.21

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

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NOTE 16 - FAIR VALUE MEASUREMENTS

LCNB measures certain assets at fair value using various valuation techniques and assumptions, depending on the nature of the asset. Fair value is defined as the price that would be received from the sale of an asset in an orderly transaction between market participants at the measurement date.

The inputs to the valuation techniques used to measure fair value are assigned to one of three broad levels:

•

Level 1 – quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the reporting date.

•

Level 2 – inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly or indirectly. Level 2 inputs may include quoted prices for similar assets in active markets, quoted prices for identical assets or liabilities in markets that are not active, inputs other than quoted prices (such as interest rates or yield curves) that are observable for the asset or liability, and inputs that are derived from or corroborated by observable market data.

•

Level 3 – inputs that are unobservable for the asset or liability.

EQUITY SECURITIES WITH A READILY DETERMINABLE FAIR VALUE

Equity securities with a readily determinable fair value are reported at fair value with changes in fair value reported in other operating income in the consolidated condensed statements of income. Fair values for equity securities are determined based on market quotations (level 1). LCNB has an investment in a mutual fund that is measured at fair value using net asset values, which are considered level 1 because the net asset values are determined and published and are the basis for current transactions.

DEBT SECURITIES, AVAILABLE-FOR-SALE

The majority of LCNB's financial debt securities are classified as available-for-sale. The securities are reported at fair value with unrealized holding gains and losses reported net of income taxes in accumulated other comprehensive loss. LCNB utilizes a pricing service for determining the fair values of its debt securities. Methods and significant assumptions used to estimate fair value were as follows:

•

Fair values for U.S. Treasury notes are determined based on market quotations (level 1).

•

Fair values for the other debt securities are calculated using the discounted cash flow method for each security. The discount rates for these cash flows are estimated by the pricing service using rates observed in the market (level 2). Cash flow streams are dependent on estimated prepayment speeds and the overall structure of the securities given existing market conditions.

ASSETS RECORDED AT FAIR VALUE ON A NONRECURRING BASIS

Assets that may be recorded at fair value on a nonrecurring basis include individually evaluated collateral dependent loans (or impaired loans prior to the adoption of ASC 326), other real estate owned, and other repossessed assets.

LCNB does not record loans at fair value on a recurring basis, except for loans held-for-sale. However, from time to time, nonrecurring fair value adjustments to collateral dependent loans are recorded to reflect partial write-downs or specific reserves that are based on the observable market price or current estimated value of the collateral. These loans are reported in the nonrecurring table below at initial recognition of significant borrower distress and on an ongoing basis until recovery or charge-off. The fair values of distressed loans are determined using either the sales comparison approach or income approach. Respective unobservable inputs for the approaches consist of adjustments for differences between comparable sales and the utilization of appropriate capitalization rates.

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NOTE 16 - FAIR VALUE MEASUREMENTS (continued)

The following table summarizes the valuation of LCNB's assets recorded at fair value by input levels as of June 30, 2025 and December 31, 2024 (in thousands):

			Fair Value Measurements at the End of
			the Reporting Period Using
			Quoted Prices		Significant
			in Active		Other		Significant
			Markets for		Observable		Unobservable
	Fair Value		Identical Assets		Inputs		Inputs
	Measurements		(Level 1)		(Level 2)		(Level 3)
June 30, 2025
Recurring fair value measurements:
Equity securities with a readily determinable fair value:
Equity securities	$	97		97		—		—
Mutual funds measured at net asset value		1,308		1,308		—		—

Debt securities, available-for-sale:
U.S. Treasury notes		64,522		64,522		—		—
U.S. Agency notes		79,148		—		79,148		—
Corporate bonds		8,585		—		8,585		—
U.S. Agency mortgage-backed securities		65,383		—		65,383		—
Municipal securities:
Non-taxable		4,002		—		4,002		—
Taxable		31,680		—		31,680		—
Total recurring fair value measurements	$	254,725		65,927		188,798		—

Nonrecurring fair value measurements:
Individually evaluated collateral dependent loans	$	2,723		—		—		2,723
Total nonrecurring fair value measurements	$	2,723		—		—		2,723

December 31, 2024
Recurring fair value measurements:
Equity securities with a readily determinable fair value:
Equity securities	$	98		98		—		—
Mutual funds measured at net asset value		1,265		1,265		—		—

Debt securities, available-for-sale:
U.S. Treasury notes		66,180		66,180		—		—
U.S. Agency notes		77,517		—		77,517		—
Corporate bonds		7,756		—		7,756		—
U.S. Agency mortgage-backed securities		69,546		—		69,546		—
Municipal securities:
Non-taxable		3,982		—		3,982		—
Taxable		33,346		—		33,346		—
Total recurring fair value measurements	$	259,690		67,543		192,147		—

Nonrecurring fair value measurements:
Individually evaluated collateral dependent loans	$	1,816		—		—		1,816
Total nonrecurring fair value measurements	$	1,816		—		—		1,816

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NOTE 16 - FAIR VALUE MEASUREMENTS (continued)

The following table presents quantitative information about unobservable inputs used in nonrecurring level 3 fair value measurements at June 30, 2025 and December 31, 2024 (dollars in thousands):

Range

Valuation

Unobservable

Weighted

Fair Value

Technique

Inputs

High

Low

Average

June 30, 2025

Individually evaluated collateral dependent loans

2,723

Estimated sales price

Adjustments for comparable properties, discounts to reflect current market conditions

Not applicable

December 31, 2024

Individually evaluated collateral dependent loans

1,816

Estimated sales price

Adjustments for comparable properties, discounts to reflect current market conditions

Not applicable

Carrying amounts and estimated fair values of financial instruments as of June 30, 2025 and December 31, 2024 were as follows (in thousands):

					Fair Value Measurements at the End of
					the Reporting Period Using
					Quoted
					Prices		Significant
					in Active		Other		Significant
					Markets for		Observable		Unobservable
	Carrying		Fair		Identical Assets		Inputs		Inputs
	Amount		Value		(Level 1)		(Level 2)		(Level 3)
June 30, 2025
FINANCIAL ASSETS:
Cash and cash equivalents	$	49,778		49,778		49,778		—		—
Debt securities, held-to-maturity, net		17,429		16,038		—		16,038		—
Loans held-for-sale		6,026		6,026		—		6,026		—
Loans, net		1,700,902		1,642,659		—		—		1,642,659
Accrued interest receivable		8,795		8,795		—		8,795		—
Lender risk account		6,191		6,191		—		—		6,191

FINANCIAL LIABILITIES:
Deposits		1,919,372		1,922,785		1,474,699		448,086		—
Long-term debt		105,000		107,046		—		107,046		—
Accrued interest payable		1,639		1,639		—		1,639		—

December 31, 2024
FINANCIAL ASSETS:
Cash and cash equivalents	$	35,744		35,744		35,744		—		—
Debt securities, held-to-maturity, net		16,324		14,929		—		14,929		—
Loans held-for-sale		5,556		5,556		—		5,556
Loans, net		1,709,811		1,659,244		—		—		1,659,244
Accrued interest receivable		8,701		8,701		—		8,701		—
Lender risk account		6,033		6,033		—		—		6,033

FINANCIAL LIABILITIES:
Deposits		1,878,292		1,887,331		1,367,709		519,622		—
Long-term debt		155,153		156,523		—		156,523		—
Accrued interest payable		2,482		2,482		—		2,482		—

The methodology to derive the fair value of loans at June 30, 2025 is consistent with the methodology utilized to determine the fair value of loans acquired in the Company’s recent acquisitions of CNNB and EFBI.

The fair values of off-balance-sheet financial instruments such as loan commitments and letters of credit are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements. The fair values of such instruments were not material at June 30, 2025 or December 31, 2024.

Fair values of financial instruments are based on various assumptions, including the discount rate and estimates of future cash flows. Therefore, the fair values presented may not represent amounts that could be realized in actual transactions. In addition, because the required disclosures exclude certain financial instruments and all nonfinancial instruments, any aggregation of the fair value amounts presented would not represent the underlying value of LCNB.

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NOTE 17 - SEGMENT INFORMATION

LCNB has one reportable segment, which is determined by the members of the executive team who, as a group, act as the designated chief operating decision makers. Based upon information provided about LCNB's products and services offered, the reportable segment is primarily banking operations. The segment is also distinguished by the level of information provided to the chief operating decision makers, who use such information to review performance of various components of the business, such as branches, which are then aggregated if operating performance, products and services, and customers are similar. The chief operating decision makers will evaluate the financial performance of LCNB's business components by evaluating revenue streams, significant expenses, and budget to actual results in assessing LCNB's segment and in determining the allocation of resources. The chief operating decision makers use revenue streams to evaluate product pricing and significant expenses to assess performance and evaluate return on assets. The chief operating decision makers use consolidated net income to benchmark LCNB against its competitors. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessing performance and in establishing compensation. Loans, investments, fiduciary income, and deposit service charges and fees provide the significant revenues in the banking operation. Interest expense, provisions for credit losses, and payroll provide the significant expenses in the banking operation. All operations are domestic.

Accounting policies for the reportable segment are the same as those described in Note 1 of Form 10-K for the year ended December 31, 2024. Segment performance is evaluated using consolidated net income.

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LCNB CORP. AND SUBSIDIARIES

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

Forward Looking Statements

Certain statements made in this document regarding LCNB’s financial condition, results of operations, plans, objectives, future performance and business, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as “anticipate”, “could”, “may”, “feel”, “expect”, “believe”, “plan”, and similar expressions. Please refer to LCNB’s Annual Report on Form 10-K for the year ended December 31, 2024, 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:

the success, impact, and timing of the implementation of LCNB’s business strategies;

LCNB’s ability to integrate recent and future acquisitions may be unsuccessful or may be more difficult, time-consuming, or costly than expected;

LCNB may incur increased loan charge-offs in the future and the allowance for credit losses may be inadequate;

LCNB may face competitive loss of customers;

changes in the interest rate environment, either by interest rate increases or decreases, may have results on LCNB’s operations materially different from those anticipated by LCNB’s market risk management functions;

changes in general economic conditions and increased competition could adversely affect LCNB’s operating results;

changes in or instability regarding regulations and government policies affecting bank holding companies and their subsidiaries, including changes in monetary policies, could negatively impact LCNB’s operating results;

LCNB may experience difficulties growing loan and deposit balances;

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.

global and/or domestic geopolitical relations and/or conflicts could create financial market uncertainty and have negative impacts on commodities, currency, and stability, which could adversely affect LCNB's operating results and financial condition;

11.

difficulties with technology or data security breaches, including cyberattacks or widespread outages, could negatively affect LCNB's ability to conduct business and its relationships with customers, vendors, and others;

12.

adverse weather events and natural disasters and global and/or national epidemics could negatively affect LCNB's customers given its concentrated geographic scope, which could impact LCNB's operating results; and

13.

government intervention in the U.S. financial system, including the effects of legislative, tax, accounting, and regulatory actions and reforms, including the Jumpstart Our Business Startups Act, the Consumer Financial Protection Bureau, the capital ratios of Basel III as adopted by the federal banking authorities, changes in deposit insurance premium levels, and any such future regulatory actions or reforms.

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

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LCNB CORP. AND SUBSIDIARIES

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

Critical Accounting Estimates

The accounting policies of LCNB conform to U.S. generally accepted accounting principles and require management to make estimates and develop assumptions that affect the amounts reported in the financial statements and related footnotes. These estimates and assumptions are based on information available to management as of the date of the financial statements. Actual results could differ significantly from management’s estimates. As this information changes, management’s estimates and assumptions used to prepare LCNB’s financial statements and related disclosures may also change. The most significant accounting policies followed by LCNB are presented in Note 1 of the Notes to Consolidated Financial Statements included in LCNB's 2024 Annual Report on Form 10-K filed with the SEC. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the items described below to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new information becomes available.

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

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

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

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LCNB CORP. AND SUBSIDIARIES

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

See Note 1- Basis of Presentation - Adoption of New Accounting Pronouncements in the 2024 Annual Report on Form 10-K for further detailed descriptions of LCNB's estimation process and methodology related to the allowance. See also Note 4 – Loans in this Quarterly Report on Form 10-Q for further information regarding LCNB's loan portfolio and allowance.

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

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

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

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

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LCNB CORP. AND SUBSIDIARIES

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

Results of Operations

Net income for the respective three and six months ended June 30, 2025 was $5.9 million (total basic and diluted earnings per share of $0.41) and $10.5 million (total basic and diluted earnings per share of $0.74). This compares to net income of $0.9 million (total basic and diluted earnings per share of $0.07) and $2.8 million (total basic and diluted earnings per share of $0.21) for the same three and six-month periods in 2024. Results for the 2024 periods were affected by expenses incurred in connection with the acquisition of EFBI on April 12, 2024 and CNNB on November 1, 2023.

Net interest income for the three and six months ended June 30, 2025 was $17.5 million and $33.8 million, respectively. This compares to net interest income of $15.2 million and $29.1 million for the same three and six-month periods in 2024. The growth in net interest income was primarily due to a decrease on the average rate paid on interest-bearing liabilities and a decrease in the average balances of these liabilities, partially offset by a decrease in the average balance of loans outstanding. LCNB's tax equivalent net interest margin for the first six months of 2025 was 3.36%, compared to 2.80% for the same period last year.

LCNB recorded a provision for credit losses of $18 thousand and $215 thousand for the three and six months ended June 30, 2025. This compares to a provision of $528 thousand and $653 thousand for the same three and six-month periods in 2024. The provisions for 2024 included $763 thousand recognized on non-PCD loans acquired through the EFBI merger.

Non-interest income for the three and six months ended June 30, 2025 was $5.2 million and $10.5 million, respectively. This compares to non-interest income of $4.1 million and $8.0 million for the same periods in 2024. The increases were primarily due to higher amounts of net gains from sales of loans, fiduciary income, service charges and fees on deposit accounts, and other income. Partially offsetting non-interest income during the three and six months ended June 30, 2024 was an $843 thousand pretax loss on the sale of approximately $48.9 million of below market rate loans acquired from CNNB.

Non-interest expense for the three and six months ended June 30, 2025 was $15.6 million and $31.4 million, respectively. This compares to non-interest expense of $17.8 million and $33.3 million for the same three and six-month periods in 2024. The decreases were primarily due to lower merger related expenses, partially offset by operating expenses associated with the EFBI acquisition during April 2024 and increased marketing expenses compared to the same period last year. LCNB had $2.3 million and $3.1 million of one-time merger-related expenses that occurred during the three and six months ended June 30 2024, respectively, compared to $140 thousand of such expenses for the three and six months ended June 30, 2025.

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LCNB CORP. AND SUBSIDIARIES

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

Net Interest Income

Three Months Ended June 30, 2025 vs. June 30, 2024

LCNB's primary source of earnings is net interest income, which is the difference between earnings from loans and other investments and interest paid on deposits and other liabilities. The following table presents, for the three months ended June 30, 2025 and June 30, 2024, average balances for interest-earning assets and interest-bearing liabilities, the income or expense related to each item, and the resulting average yields earned or rates paid.

	Three Months Ended June 30,
	2025								2024
	Average			Interest		Average			Average			Interest		Average
	Outstanding			Earned/		Yield/			Outstanding			Earned/		Yield/
	Balance			Paid		Rate			Balance			Paid		Rate
						(Dollars in thousands)
Loans (1)	$	1,718,959			23,838		5.56	%	$	1,818,253			24,836		5.49	%
Interest-bearing demand deposits		9,573			140		5.87	%		14,143			215		6.11	%
Interest-bearing time deposits		254			6		9.47	%		—			—		0.00	%
Federal Reserve Bank stock		6,405			98		6.14	%		6,248			180		11.59	%
Federal Home Loan Bank stock		20,710			447		8.66	%		20,152			367		7.32	%
Investment securities:
Equity securities		5,053			36		2.86	%		4,985			39		3.15	%
Debt securities, taxable		251,920			1,213		1.93	%		259,768			1,183		1.83	%
Debt securities, non-taxable (2)		18,387			204		4.45	%		18,515			184		4.00	%
Total earnings assets		2,031,261			25,982		5.13	%		2,142,064			27,004		5.07	%
Non-earning assets		271,147								274,104
Allowance for credit losses		(12,123	)							(11,386	)
Total assets	$	2,290,285							$	2,404,782

Interest-bearing demand and money market deposits	$	603,066			2,374		1.58	%	$	648,772			3,575		2.22	%
Savings deposits		363,679			199		0.22	%		372,240			307		0.33	%
IRA and time certificates		466,065			4,546		3.91	%		493,297			5,808		4.74	%
Short-term borrowings		63			1		6.37	%		11,291			181		6.45	%
Long-term debt		104,701			1,278		4.90	%		162,555			1,877		4.64	%
Total interest-bearing liabilities		1,537,574			8,398		2.19	%		1,688,155			11,748		2.80	%
Demand deposits		473,495								451,678
Other liabilities		18,023								21,022
Equity		261,193								243,927
Total liabilities and equity	$	2,290,285							$	2,404,782
Net interest rate spread (3)							2.94	%							2.27	%
Net interest income and net interest margin on a taxable-equivalent basis (4)					17,584		3.47	%					15,256		2.86	%
Ratio of interest-earning assets to interest-bearing liabilities		132.11	%							126.89	%

(1)	Includes non-accrual loans and loans held-for-sale.
(2)	Income from tax-exempt securities is included in interest income on a taxable-equivalent basis. Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.
(3)	The net interest spread is the difference between the average rate on total interest-earning assets and interest-bearing liabilities.
(4)	The net interest margin is the taxable-equivalent net interest income divided by average interest-earning assets.

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LCNB CORP. AND SUBSIDIARIES

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

The following table presents the changes in taxable-equivalent basis interest income and expense for each major category of interest-earning assets and interest-bearing liabilities and the amount of change attributable to volume and rate changes for the three months ended June 30, 2025 as compared to the same period in 2024. Changes not solely attributable to rate or volume have been allocated to volume and rate changes in proportion to the relationship of absolute dollar amounts of the changes in each.

	Three Months Ended
	June 30, 2025 vs. 2024
	Increase (decrease) attributable to:
	Volume			Rate			Total
	(In thousands)
Interest-earning Assets:
Loans	$	(1,372	)		374			(998	)
Interest-bearing demand deposits		(67	)		(8	)		(75	)
Interest-bearing time deposits		6			—			6
Federal Reserve Bank stock		4			(86	)		(82	)
Federal Home Loan Bank stock		10			70			80
Investment securities:
Equity securities		1			(4	)		(3	)
Debt securities, taxable		(36	)		66			30
Debt securities, non-taxable		(1	)		21			20
Total interest income		(1,455	)		433			(1,022	)

Interest-bearing Liabilities:
Interest-bearing demand and money market deposits		(238	)		(963	)		(1,201	)
Savings deposits		(7	)		(101	)		(108	)
IRA and time certificates		(307	)		(955	)		(1,262	)
Short-term borrowings		(178	)		(2	)		(180	)
Long-term debt		(701	)		102			(599	)
Total interest expense		(1,431	)		(1,919	)		(3,350	)
Net interest income	$	(24	)		2,352			2,328

Net interest income on a fully taxable-equivalent basis for the three months ended June 30, 2025 totaled $17.6 million, an increase of $2.3 million from the comparable period in 2024. Total interest expense decreased $3.3 million, partially offset by a $1.0 million decrease in total interest income .

The $1.0 million decrease in total interest income was primarily due to a $1.0 million decrease in loan interest income. The decrease in loan interest income was primarily due to a $99.3 million decrease in average loan balances, partially offset by a 7 basis point (a basis point equals 0.01%) increase in the average rate earned on the loan portfolio.

The $3.3 million decrease in total interest expense was primarily due to a $150.6 million decrease in average interest-bearing liabilities and to a 61 basis point decrease in the average rate paid for these liabilities.

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LCNB CORP. AND SUBSIDIARIES

Six Months Ended June 30, 2025 vs. June 30, 2024

The following table presents, for the six months ended June 30, 2025 and June 30, 2024, average balances for interest-earning assets and interest-bearing liabilities, the income or expense related to each item, and the resulting average yields earned or rates paid.

	Six Months Ended June 30,
	2025								2024
	Average			Interest		Average			Average			Interest		Average
	Outstanding			Earned/		Yield/			Outstanding			Earned/		Yield/
	Balance			Paid		Rate			Balance			Paid		Rate
						(Dollars in thousands)
Loans (1)	$	1,720,418			47,019		5.51	%	$	1,770,410			47,518		5.40	%
Interest-bearing demand deposits		9,953			272		5.51	%		18,730			539		5.79	%
Interest-bearing time deposits		252			6		4.80	%		—			—		—	%
Federal Reserve Bank stock		6,405			192		6.05	%		5,879			176		6.02	%
Federal Home Loan Bank stock		20,710			915		8.91	%		18,196			708		7.82	%
Investment securities:
Equity securities		5,048			75		3.00	%		4,990			79		3.18	%
Debt securities, taxable		253,434			2,469		1.96	%		262,467			2,415		1.85	%
Debt securities, non-taxable (2)		17,776			389		4.41	%		18,690			365		3.93	%
Total earnings assets		2,033,996			51,337		5.09	%		2,099,362			51,800		4.96	%
Non-earning assets		272,217								261,367
Allowance for credit losses		(12,062	)							(10,954	)
Total assets	$	2,294,151							$	2,349,775

Interest-bearing demand and money market deposits	$	586,860			4,711		1.62	%	$	645,986			7,492		2.33	%
Savings deposits		364,771			394		0.22	%		370,145			513		0.28	%
IRA and time certificates		481,536			9,573		4.01	%		431,714			9,875		4.60	%
Short-term borrowings		67			2		6.02	%		38,171			1,116		5.88	%
Long-term debt		115,933			2,735		4.76	%		156,366			3,615		4.65	%
Total interest-bearing liabilities		1,549,167			17,415		2.27	%		1,642,382			22,611		2.77	%
Demand deposits		468,235								447,423
Other liabilities		18,576								20,447
Equity		258,173								239,523
Total liabilities and equity	$	2,294,151							$	2,349,775
Net interest rate spread (3)							2.82	%							2.19	%
Net interest income and net interest margin on a taxable-equivalent basis (4)					33,922		3.36	%					29,189		2.80	%
Ratio of interest-earning assets to interest-bearing liabilities		131.30	%							127.82	%

(1)	Includes non-accrual loans and loans held-for-sale.
(2)	Income from tax-exempt securities is included in interest income on a taxable-equivalent basis. Interest income has been divided by a factor comprised of the complement of the incremental tax rate of 21%.
(3)	The net interest spread is the difference between the average rate on total interest-earning assets and interest-bearing liabilities.
(4)	The net interest margin is the taxable-equivalent net interest income divided by average interest-earning assets.

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LCNB CORP. AND SUBSIDIARIES

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

The following table presents the changes in taxable-equivalent basis interest income and expense for each major category of interest-earning assets and interest-bearing liabilities and the amount of change attributable to volume and rate changes for the six months ended June 30, 2025 as compared to the same period in 2024. Changes not solely attributable to rate or volume have been allocated to volume and rate changes in proportion to the relationship of absolute dollar amounts of the changes in each.

	Six Months Ended
	June 30, 2025 vs. 2024
	Increase (decrease) attributable to:
	Volume			Rate			Total
	(In thousands)
Interest-earning Assets:
Loans	$	(1,357	)		858			(499	)
Interest-bearing demand deposits		(241	)		(26	)		(267	)
Interest-bearing time deposits		6			—			6
Federal Reserve Bank stock		16			—			16
Federal Home Loan Bank stock		105			102			207
Investment securities:
Equity securities		1			(5	)		(4	)
Debt securities, taxable		(85	)		139			54
Debt securities, non-taxable		(18	)		42			24
Total interest income		(1,573	)		1,110			(463	)

Interest-bearing Liabilities:
Interest-bearing demand and money market deposits		(637	)		(2,144	)		(2,781	)
Savings deposits		(7	)		(112	)		(119	)
IRA and time certificates		1,070			(1,372	)		(302	)
Short-term borrowings		(1,137	)		23			(1,114	)
Long-term debt		(952	)		72			(880	)
Total interest expense		(1,663	)		(3,533	)		(5,196	)
Net interest income	$	90			4,643			4,733

Net interest income on a fully taxable-equivalent basis for the six months ended June 30, 2025 totaled $33.9 million, an increase of $4.7 million from the comparable period in 2024. Total interest income decreased $463 thousand and total interest expense decreased $5.2 million.

The $463 thousand decrease in total interest income was primarily due to a $499 thousand decrease in loan interest income. The decrease in loan interest income was primarily due to a $50.0 million decrease in average loan balances, partially offset by an 11 basis point increase in the average rate earned on the loan portfolio.

The $5.2 million decrease in total interest expense was primarily due to a $93.2 million decrease in average interest-bearing liabilities and to a 50 basis point decrease in the average rate paid for these liabilities.

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LCNB CORP. AND SUBSIDIARIES

Provision and Allowance For Credit Losses

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

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

LCNB recorded a provision for credit losses of $18 thousand for the second quarter of 2025, compared to $528 thousand for the comparable period in 2024. The provision for the 2025 period included a provision for credit losses on loans of $63 thousand and a recovery on off-balance-sheet credit exposures of $45 thousand. The provision for the 2024 period included a provision for credit losses on loans of $542 thousand and a net recovery for off-balance-sheet credit exposures of $16 thousand. For the six months ended June 30, 2025, LCNB recorded a provision for credit losses of $215 thousand, compared to a provision of $653 thousand for the comparable period in 2024. The provision for the six months ended June 30, 2025 included a provision for credit losses on loans of $225 thousand and a recovery on off-balance-sheet credit exposures of $11 thousand. The provision for the 2024 six-month period included a provision for credit losses on loans of $620 thousand and a provision for off-balance-sheet credit exposures of $33 thousand.

The provisions for credit losses on loans during the three and six-month 2024 periods included $763,000 recognized on non-PCD loans acquired through the EFBI merger and the six-month period included a $1.2 million increase for a commercial real estate, non-owner occupied loan that was individually evaluated for the first time during the first quarter 2024. These increases were largely offset by a recovery of credit losses in the pooled real estate mortgage loan category. The residential real estate mortgage loan category had a recovery of credit losses primarily due to a decrease in loss rates and a decrease in loan balances caused by a transfer to the loans held-for-sale category.

The provisions for credit losses on loans during the three and six-month 2025 periods benefited from a reversal of the $1.2 million increase for a commercial real estate, non-owner occupied loan originally recognized during the first quarter 2024 and mentioned in the previous paragraph. LCNB entered into a contract to sell the property during the second quarter of 2025.

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

Net charge-offs for the three and six months ended June 30, 2025 totaled $79 thousand and $118 thousand, respectively, compared to net charge-offs of $18 thousand and $63 thousand for the same respective periods in 2024.

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LCNB CORP. AND SUBSIDIARIES

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

Non-Interest Income

A comparison of non-interest income for the three and six months ended June 30, 2025 and June 30, 2024 is as follows (in thousands):

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2025		2024		Difference		2025		2024			Difference
Fiduciary income	$	2,262		2,067		195		4,426		4,040			386
Service charges and fees on deposit accounts		1,884		1,537		347		3,650		2,921			729
Net losses from sales of debt securities, available-for-sale		—		—		—		—		(214	)		214
Bank-owned life insurance income		353		341		12		699		659			40
Net gains from sales of loans		615		50		565		1,456		572			884
Other operating income (loss)		134		85		49		239		31			208
Total non-interest income	$	5,248		4,080		1,168		10,470		8,009			2,461

Reasons for changes include:

•

Fiduciary income increased primarily due to increases in the fair values of trust and brokerage assets managed, on which fees are based. The increases in fair value are due to market-related increases in the fair value of these assets and to the opening of new Wealth Management customer accounts.

•

Service charges and fees on deposit accounts increased primarily due to increased fee income received on the Insured Cash Sweep product and secondarily to an increase in overdraft fees.

•

There were no sales of debt securities during the six months ended June 30, 2025.

•

Net gains from sales of loans increased because net gains for 2024 included an $843,000 pretax loss on the sale of approximately $48.9 million of below market rate loans acquired from CNNB.

•

Other operating income increased primarily due to unrealized gains recognized from increases in the market value of equity security investments and to a decrease in amortization of capitalized mortgage servicing rights, which amortization is netted for accounting purposes against fee income recognized from the servicing of sold residential mortgage loans.

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LCNB CORP. AND SUBSIDIARIES

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

Non-Interest Expense

A comparison of non-interest expense for the three and six months ended June 30, 2025 and June 30, 2024 is as follows (in thousands):

	Three Months Ended							Six Months Ended
	June 30,							June 30,
	2025		2024		Difference			2025		2024		Difference
Salaries and employee benefits	$	8,872		9,006		(134	)		18,044		17,560		484
Equipment expenses		371		395		(24	)		753		785		(32	)
Occupancy expense, net		1,022		944		78			2,032		1,949		83
State financial institutions tax		449		476		(27	)		902		904		(2	)
Marketing		281		210		71			596		384		212
Amortization of intangibles		301		298		3			598		534		64
FDIC insurance premiums, net		380		394		(14	)		790		898		(108	)
Contracted services		859		844		15			1,729		1,628		101
Other real estate owned, net		—		—		—			—		—		—
Merger-related expenses		140		2,320		(2,180	)		140		3,095		(2,955	)
Other non-interest expense		2,892		2,938		(46	)		5,792		5,560		232
Total non-interest expense	$	15,567		17,825		(2,258	)		31,376		33,297		(1,921	)

Reasons for changes include:

•

Salaries and employee benefits for the six-month period increased due to overall wage and benefit increases, an increased number of employees due to the acquisition of EFBI, and higher health insurance costs.

•

Marketing expenses increased due to development costs for a new marketing brand awareness campaign and timing involving other marketing efforts. Management anticipates that marketing expenses will normalize through the remainder of the year.

•

Merger-related expenses during 2025 and 2024 reflect costs incurred in connection with the acquisitions of EFBI and CNNB.

•

Other non-interest expense for the first half of 2025 includes a $73 thousand impairment charge on the fair value of a closed office. The remaining net increase can be attributed to smaller increases in various other accounts.

Income Taxes

LCNB's effective tax rate for the three and six months ended June 30, 2025 was 17.8% and 17.2%, respectively, compared to 2.0% and 10.4% for the same respective periods in 2024. The difference between the statutory rate of 21% and the effective tax rates is primarily due to tax-exempt interest income from municipal securities, tax-exempt earnings from bank-owned life insurance, tax-exempt earnings from LCNB Risk Management, Inc., and tax credits and losses related to investments in affordable housing tax credit limited partnerships. The effective tax rates for 2024 were lower due to tax-exempt items not decreasing in proportion to the overall decrease in earnings, partially offset by the tax effect of non-deductible merger-related expenses.

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LCNB CORP. AND SUBSIDIARIES

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

Financial Condition

A comparison of balance sheet line items at June 30, 2025 and December 31, 2024 is as follows (dollars in thousands):

	June 30, 2025			December 31, 2024			Difference $			Difference %
ASSETS:
Total cash and cash equivalents	$	49,778			35,744			14,034			39.26	%
Interest-bearing time deposits		256			250			6			2.40	%
Investment securities:
Equity securities with a readily determinable fair value, at fair value		1,405			1,363			42			3.08	%
Equity securities without a readily determinable fair value, at cost		3,666			3,666			—			0.00	%
Debt securities, available-for-sale, at fair value		253,320			258,327			(5,007	)		(1.94	)%
Debt securities, held-to-maturity, net, at cost		17,429			16,324			1,105			6.77	%
Federal Reserve Bank stock, at cost		6,405			6,405			—			0.00	%
Federal Home Loan Bank stock, at cost		20,710			20,710			—			0.00	%
Loans held-for-sale		6,026			5,556			470			8.46	%
Loans, net		1,700,902			1,709,811			(8,909	)		(0.52	)%
Premises and equipment, net		39,662			41,049			(1,387	)		(3.38	)%
Operating lease right-of-use assets		6,020			5,785			235			4.06	%
Goodwill		90,310			90,310			—			0.00	%
Core deposit and other intangibles, net		10,106			11,104			(998	)		(8.99	)%
Bank-owned life insurance		54,701			54,002			699			1.29	%
Interest receivable		8,795			8,701			94			1.08	%
Other assets, net		38,309			38,287			22			0.06	%
TOTAL ASSETS	$	2,307,800			2,307,394			406			0.02	%

LIABILITIES:
Deposits:
Noninterest-bearing	$	463,123			459,619			3,504			0.76	%
Interest-bearing		1,456,249			1,418,673			37,576			2.65	%
Total deposits		1,919,372			1,878,292			41,080			2.19	%
Short-term borrowings		—			—			—			0.00	%
Long-term debt		105,000			155,153			(50,153	)		(32.32	)%
Operating lease liabilities		6,401			6,115			286			4.68	%
Accrued interest and other liabilities		13,553			14,798			(1,245	)		(8.41	)%
TOTAL LIABILITIES		2,044,326			2,054,358			(10,032	)		(0.49	)%

SHAREHOLDERS' EQUITY:
Common shares		187,653			186,937			716			0.38	%
Retained earnings		145,621			141,290			4,331			3.07	%
Treasury shares, at cost		(56,071	)		(56,002	)		(69	)		0.12	%
Accumulated other comprehensive loss, net of taxes		(13,729	)		(19,189	)		5,460			(28.45	)%
TOTAL SHAREHOLDERS' EQUITY		263,474			253,036			10,438			4.13	%
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	2,307,800			2,307,394			406			0.02	%

NM - Not Meaningful

Reasons for changes include:

	•	Debt securities, available-for-sale, decreased due to maturities and paydowns, partially offset by a decrease in unrealized losses. Purchases of new securities during the period were minimal.
	•	Debt securities, held-to-maturity, increased due to purchases of new securities.

	•	Loans held-for-sale increased due to an increase in single-family residential loans originated for sale in the secondary market.
	•	Loans, net decreased primarily due to decreases in commercial and industrial loans, non-owner occupied commercial real estate loans, and multi-family commercial real estate loans. These decreases were partially offset by an increase in owner occupied commercial real estate loans.
	•	Premises and equipment decreased due to the transfer of the Florence building to premises held-for-sale, which is included in the other assets classification.

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LCNB CORP. AND SUBSIDIARIES

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

•

Total interest-bearing deposits increased primarily due to an increase in deposits obtained through the ICS service, partially offset by decreases in IRA and time certificate deposits.

•

Long-term debt decreased due to the early payoff of $50 million in advances bearing a weighted average interest rate of 4.23% from the FHLB of Cincinnati. Funds for the payoff were provided by the increase in ICS deposits mentioned above, resulting in an overall decrease in the average interest rate.

•

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

LCNB's loan portfolio represents its largest asset category and is its most significant source of interest income. Loan classifications have been identified as Commercial & Industrial, Commercial Real Estate, Residential Real Estate, Consumer, Agricultural, and Other. Commercial real estate is the largest classification in LCNB's loan portfolio, comprising about 65% of total loans at June 30, 2025.

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

The following table provides a breakdown of amortized cost of commercial real estate loans by property-type classification as of June 30, 2025, excluding loans which are junior in lien or covered by collateral secured with varying classes of assets (dollars in thousands):

	Amount		% of Total
Multi-family & Multi-family Construction	$	269,386		26	%
Retail		158,584		15	%
Office		123,749		12	%
Hotel/Motel		95,187		9	%
Mixed Use		94,889		9	%
Other		67,603		7	%
Self storage		51,976		5	%
Warehouse (one tenant)		44,396		4	%
Farmland		36,173		3	%
Light Industrial		31,266		3	%
Warehouse (more than one tenant)		25,096		2	%
Healthcare Facilities		19,120		2	%
Manufacturing		18,829		2	%
Dental		11,832		1	%
Total	$	1,048,086		100	%

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LCNB CORP. AND SUBSIDIARIES

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

Most of LCNB's commercial real estate loans are made within its general market area of Southwest and South-Central Ohio and Northern Kentucky. The following table provides a breakdown of amortized cost of commercial real estate loans by real estate collateral location as of June 30, 2025, excluding loans which are junior in lien or covered by collateral secured with varying classes of assets (dollars in thousands):

	Amount		% of Total
Franklin County, Ohio	$	293,485		28	%
Hamilton County, Ohio		199,126		19	%
Montgomery County, Ohio		102,081		10	%
Butler County, Ohio		90,244		9	%
Warren County, Ohio		81,958		8	%
Other, Ohio		52,831		5	%
Delaware County, Ohio		45,209		4	%
Greene County, Ohio		40,771		4	%
Boone County, Kentucky		28,493		3	%
Kenton County, Kentucky		21,466		2	%
Clermont County, Ohio		20,115		2	%
Licking County, Ohio		17,768		2	%
Preble County, Ohio		16,620		2	%
Ross County, Ohio		12,867		1	%
Fairfield County, Ohio		10,050		1	%
Other, Indiana		7,492		0	%
Other, Kentucky		6,741		0	%
Other, West Virginia		769		0	%
Other, West Virginia	$	1,048,086		100	%

Regulatory Capital

The Bank must meet certain minimum capital requirements set by federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a material effect on the Company's and the Bank's financial statements. LCNB’s and the Bank’s capital amounts and classification are also subject to qualitative judgments by regulators about components, risk weightings, and other factors.

In addition to the minimum capital requirements, a financial institution needs to maintain a Capital Conservation Buffer composed of Common Equity Tier 1 Capital of at least 2.5% above its minimum risk-weighted capital requirements to avoid limitations on its ability to make capital distributions, including dividend payments to shareholders and certain discretionary bonus payments to executive officers. A financial institution with a buffer below 2.5% is subject to increasingly stringent limitations on capital distributions as the buffer approaches zero.

For various regulatory purposes, financial institutions are classified into categories based upon capital adequacy:

				Minimum
				Requirement			To Be
				with Capital			Considered
	Minimum			Conservation			Well-
	Requirement			Buffer			Capitalized
Ratio of Common Equity Tier 1 Capital to risk-weighted assets		4.5	%		7.0	%		6.5	%
Ratio of Tier 1 Capital to risk-weighted assets		6.0	%		8.5	%		8.0	%
Ratio of Total Capital (Tier 1 Capital plus Tier 2 Capital) to risk-weighted assets		8.0	%		10.5	%		10.0	%
Leverage Ratio (Tier 1 Capital to adjusted quarterly average total assets)		4.0	%	NA				5.0	%

As of the most recent notification from their regulators, the Bank and LCNB were categorized as "well-capitalized" under the regulatory framework for prompt corrective action. Management believes that no conditions or events have occurred since the last notification that would change the Bank's or LCNB's category.

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

A summary of the Bank's regulatory capital and capital ratios follows (dollars in thousands):

	June 30, 2025			December 31, 2024
Regulatory Capital:
Shareholders' equity	$	268,215			259,811
Goodwill and other intangibles		(99,688	)		(100,279	)
Accumulated other comprehensive loss, net		13,729			19,189
Tier 1 risk-based capital		182,256			178,721
Eligible allowance for credit losses		12,020			11,805
Total risk-based capital	$	194,276			190,526
Capital ratios:
Common Equity Tier 1 Capital to risk-weighted assets		10.21	%		9.94	%
Tier 1 Capital to risk-weighted assets		10.21	%		9.94	%
Total Capital to risk-weighted assets		10.88	%		10.60	%
Leverage		8.32	%		7.94	%

Qualifications for community banking organizations to use a simplified measure of capital adequacy approach include having a tier 1 leverage ratio of greater than 9%, less than $10 billion in total consolidated assets, and limited amounts of off-balance-sheet exposures and trading assets and liabilities. A qualifying community banking organization that opts into the Community Bank Leverage Ratio framework and meets all requirements under the framework will be considered to have met the well-capitalized ratio requirements under the Prompt Corrective Action regulations and will not be required to report or calculate risk-based capital. LCNB did not qualify to use the simplified measure for the June 30, 2025 or December 31, 2024 regulatory capital calculations.

Liquidity

Effective liquidity management ensures that cash is available to meet the cash flow needs of borrowers and depositors, pay dividends to shareholders, and meet LCNB's operating cash needs. Primary funding sources include customer deposits with the Bank, short-term and long-term borrowings from the Federal Home Loan Bank, line of credit arrangements totaling $115.0 million with three correspondent banks, and interest and repayments received from LCNB's loan and investment portfolios. In addition, LCNB has approximately $60.9 million in off-balance sheet insured cash sweeps immediately available for liquidity.

Total remaining borrowing capacity with the Federal Home Loan Bank at June 30, 2025 was approximately $148.1 million. Additional borrowings of approximately $115.0 million were available through line of credit arrangements with correspondent banks.

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

Commitments to extend credit at June 30, 2025 totaled $280.9 million and are more fully described in Note 11 - Commitments and Contingent Liabilities to LCNB's condensed consolidated financial statements. Since many commitments to extend credit may expire without being drawn upon, the total commitment amount does not necessarily represent future cash required to satisfy the commitment reported prior to its expiration.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk for LCNB is primarily due to interest rate risk. LCNB attempts to mitigate this risk through asset/liability management strategies designed to decrease the vulnerability of its earnings to material and prolonged changes in interest rates. LCNB does not use derivatives such as interest rate swaps, caps, or floors to hedge this risk. LCNB has not entered into any market risk instruments for trading purposes.

The Bank's Asset and Liability Management Committee primarily uses a combination of Interest Rate Sensitivity Analysis ("IRSA") and Economic Value of Equity ("EVE") analysis for measuring and managing interest rate risk. IRSA is used to estimate the effect on net interest income ("NII") during a one-year period of instantaneous and sustained movements in interest rates, also called interest rate shocks, of 100, 200, and 300 basis points. The annual base projection uses a current interest rate scenario. As shown below, the June 30, 2025 IRSA indicates that an increase in interest rates would have a negative effect on NII, while a decrease in interest rates would have a positive effect on NII. The changes in NII for all rate shock scenarios are within LCNB's acceptable ranges.

			$ Change in			% Change in
Rate Shock Scenario in Basis Points	Amount		NII			NII			Limits
	(Dollars in thousands)
Up 300	$	85,971		(1,010	)		(1.16	)%		15	%
Up 200		86,518		(462	)		(0.53	)%		10	%
Up 100		86,939		(42	)		(0.05	)%		5	%
Base		86,981		—			—	%		0	%
Down 100		87,076		95			0.11	%		5	%
Down 200		87,499		519			0.60	%		10	%
Down 300		87,875		895			1.03	%		15	%

The IRSA shows the effect on NII during a one-year period only. A longer-range model is the EVE analysis, which shows, accounting for the same rate shocks, the estimated present value of future cash inflows from interest-earning assets less the present value of future cash outflows for interest-bearing liabilities for the same rate shocks. As shown below, the June 30, 2025 EVE analysis indicates that an increase in interest rates will have a negative effect on the EVE and a decrease in interest rates will have a positive effect on the EVE. The changes in EVE for all rate shock scenarios are within LCNB's acceptable ranges.

			$ Change in			% Change in
Rate Shock Scenario in Basis Points	Amount		EVE			EVE			Limits
	(Dollars in thousands)
Up 300	$	216,596		(33,470	)		(13.39	)%		25	%
Up 200		231,131		(18,935	)		(7.57	)%		20	%
Up 100		245,953		(4,113	)		(1.65	)%		15	%
Base		250,066		—			—	%		—	%
Down 100		270,180		20,113			8.04	%		15	%
Down 200		282,844		32,777			13.11	%		20	%
Down 300		299,585		49,519			19.80	%		25	%

The IRSA and EVE simulations discussed above are not projections of future income or equity and should not be relied on as being indicative of future operating results. Assumptions used, including the nature and timing of interest rate levels, yield curve conditions, prepayments on loans and securities, deposit decay rates, pricing decisions on loans and deposits, and reinvestment or replacement of asset and liability cash flows, are inherently uncertain and, as a result, the models cannot precisely measure future NII or equity. Furthermore, the models do not reflect actions that borrowers, depositors, and management may take in response to changing economic conditions and interest rate levels.

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Item 4. Controls and Procedures

a) Disclosure controls and procedures. The Chief Executive Officer and the Chief Financial Officer have carried out an evaluation of the effectiveness of LCNB's disclosure controls and procedures that ensure that information relating to LCNB required to be disclosed by LCNB in the reports that it files or submits under the Securities and Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that such information is accumulated and communicated to LCNB's management, including its principal executive officer and principal financial officer, as appropriate, in order to allow timely decisions to be made regarding required disclosures. Based upon this evaluation, these officers have concluded that, as of June 30, 2025, LCNB's disclosure controls and procedures were effective.

b) Changes in internal control over financial reporting. During the period covered by this report, there were no changes in LCNB's internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, LCNB's internal control over financial reporting.

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LCNB CORP. AND SUBSIDIARIES

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Except for routine litigation incidental to its business, LCNB is not a party to any material pending legal proceedings and none of its property is the subject of any material proceedings.

Item 1A. Risk Factors

Readers should carefully consider the risk factors previously disclosed in Part I, Item 1A. Risk Factors in LCNB's Form 10-K for the year ended December 31, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

During the period covered by this report, LCNB did not sell any of its securities that were not registered under the Securities Act.

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

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

On February 27, 2023, LCNB's Board of Directors authorized the Plan. Under the terms of the Plan, LCNB is authorized to repurchase up to 500,000 of its outstanding common shares. The Plan replaced and superseded LCNB’s prior Issuer Stock Repurchase Plan Agreement, which was adopted on May 27, 2022.

The following table sets forth information related to repurchases made under the Plan during the three months ended June 30, 2025:

			Total Number of	Maximum Number
			Shares Purchased	of Shares that May
	Total Number		as Part of Publicly	Yet Be Purchased
	of Shares	Average Price	Announced Plans	Under the Plans
Period	Purchased	Paid Per Share	or Programs	or Programs
April 1 - 30, 2025	4,125	$ 16.59	4,125	310,922
May 1 - 31, 2025	—	$ —	—	310,922
June 1 - 30, 2025	—	$ —	—	310,922

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended June 30, 2025, none of our directors or officers informed us of the adoption, modification, or termination of a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as those terms are defined in Regulation S-K, Item 408.

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Item 6. Exhibits

Exhibit No.	Exhibit Description

2.1	Agreement and Plan of Merger dated as of May 17, 2023 by and between LCNB Corp. and Cincinnati Bancorp, Inc. - incorporated by reference to the Registrant's Current Report on Form 8-K filed on May 18, 2023, Exhibit 2.1.

2.2	Agreement and Plan of Merger dated as of November 28, 2023 by and between LCNB Corp. and Eagle Financial Bancorp, Inc. - incorporated by reference to the Registrant's Current Report on Form 8-K filed on November 29, 2023,Exhibit 2.1.

3.1	Amended and Restated Articles of Incorporation of LCNB Corp., as amended. (This document represents the Amended and Restated Articles of Incorporation of LCNB Corp. in compiled form incorporating all amendments. The compiled document has not been filed with the Ohio Secretary of State.) - incorporated by reference to the Registrant's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2018, Exhibit 3.1.

3.2	Code of Regulations of LCNB Corp. – incorporated by reference to the Registrant's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2005, Exhibit 3(ii)

31.1	Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002.

31.2	Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002.

32	Certification of Chief Executive Officer and Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002.

101	The following financial information from LCNB Corp.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 is formatted in Extensible Business Reporting Language: (i) the Consolidated Condensed Balance Sheets, (ii) the Consolidated Condensed Statements of Income, (iii) the Consolidated Condensed Statements of Comprehensive Income, (iv) the Consolidated Condensed Statements of Shareholders' Equity, (v) the Consolidated Condensed Statements of Cash Flows, and (vi) the Notes to Consolidated Condensed Financial Statements.

104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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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.

August 6, 2025	/s/ Eric J. Meilstrup
	Eric J. Meilstrup
	Chief Executive Officer and President

August 6, 2025	/s/ Robert C. Haines, II
	Robert C. Haines, II
	Executive Vice President and Chief Financial Officer