The following discussion is management's analysis to assist in the understanding
and evaluation of the consolidated financial condition and results of operations
of the Company. It should be read in conjunction with the consolidated financial
statements and footnotes and selected financial data presented elsewhere in this
Annual Report. Within the tables presented, certain columns and rows may not sum
due to the use of rounded numbers for disclosure purposes.  The detailed
financial discussion that follows focuses on 2022 results compared to 2021. For
a discussion of 2021 results compared to 2020, see the Company's Annual Report
on Form 10-K for the year ended December 31, 2021.

GENERAL



The Company is a bank holding company headquartered in Maine, providing a broad
array of banking and nonbanking products and services to businesses and
consumers primarily within our three-state footprint. The Company's primary
sources of revenue, through the Bank, are net interest income (predominantly
from loans and investment securities) and noninterest income (principally fees
and other revenue from financial services provided to customers or ancillary
services tied to loans and deposits).

ANNUAL PERFORMANCE SUMMARY

Earnings (For year ended December 31, 2022 compared to the same period of 2021)

Net income was $43.6 million, an increase of 11%, or 25% on a non-GAAP basis

when excluding the accretion from Paycheck Protection Program ("PPP") loan

? fees. The increase is primarily due to a benefit to net interest income as our


   assets repriced to higher rates and efficiency measures on non-interest
   expense.

Diluted earnings per share was $2.88, an increase of $0.27 or 11%. Diluted

? earnings per share included a $0.01 and $0.30 benefit from PPP loans in 2022

and 2021, respectively.

Return on assets increased to 1.16% from 1.06%. Return on equity was 10.91%

? compared to 9.50%. Both ratios include the benefit of higher net income and

lower average balances related to unrealized losses on securities as noted

below under the "Financial Position" section.

Net interest income was $113.7 million, an increase of 19%. Net interest

? margin (NIM) was 3.36%, an increase of 48 basis points from the same period in

2021. The increase is primarily due to the repricing of variable rate assets

and continued loan growth.

The provision for credit losses was an expense of $2.9 million mainly due to

? loan growth compared to a net benefit of $1.3 million reflecting improved

economic forecasts.

Non-interest income was $35.3 million, down from $42.3 million primarily due to

? a $5.0 million decrease in mortgage banking income and $2.9 million of gains on

security sales in 2021 that did not reoccur in 2022.

? Non-interest expense was $91.2 million versus $90.5 million. Prior year

included a $2.9 million loss on extinguishment of debt.

Efficiency ratio improved to 59% from 61%, excluding the impact of PPP loans it

? improved 59% from 64%. The improvement in the ratio showcases our displaced


   approach to expense management.


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  Table of Contents

Financial Position (For year ended December 31, 2022 compared to the same period of 2021)

Total assets increased $200.6 million to $3.9 billion mainly due to strong loan

? growth offset in part by unfavorable fair value adjustments on our securities

portfolio.

? Cash and cash equivalents decreased to $92.3 million, from $250.4 million

principally due to self-funding loan growth in the first half of 2022.

Securities were $574.4 million, or 15% of total assets, compared to $625.7

million, or 16% of total assets. Net unrealized losses were $71.8 million, or

? 12% of gross securities, compared with a gain of $2.6 million, or 0.4% of gross

securities as fixed rate securities continued to reprice to higher interest

rates. All securities are classified as available for sale preserving capital

flexibility.

Total loans grew 15% year-over-year as commercial loans increased 21%. Loan

growth was generated across all of our footprint while adhering to selective

? criteria and only experienced operators. We believe that the economy in

Northern New England continues to be strong despite pressures from the broader

economy.

The ratio of the allowance for credit losses to total loans was 0.89%,

? decreasing from 0.90%, which reflects solid credit quality. Net charge-offs

continue to be insignificant and each credit metric improved during the year.

While deposit balances were consistent with 2021, we did see a decline during

the fourth quarter of 2022 primarily in institutional accounts with low

? activity, which tend to be most rate sensitive. We continue to work with each

customer on rates rather than make sweeping movements, which allows us to focus

on expanding those relationships as we review individual requests.

? Borrowings increased to $394.2 million from $178.5 million as short-term

funding was used to grow loans in the second half of 2022.

Total book value per share was $26.09 compared to $28.27. Net unrealized

? security losses reduced book value per share by $3.87. Tangible book value per

share excluding net unrealized security losses (non-GAAP) increased 9% on


   annualized basis on net income offset by dividends to shareholders.


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SELECTED FINANCIAL DATA

                                                      At or For the Years Ended December 31,
(in millions, except ratios and share data)           2022               2021             2020
Financial Condition Data:
Total assets                                      $       3,910      $       3,709      $   3,724
Total earning assets(1)                                   3,601              3,377          3,371
Total investments                                           574                626            599
Total loans                                               2,903              2,532          2,563

Allowance for credit losses                                  26                 23             19
Total goodwill and intangible assets                        125            

   126            127
Total deposits                                            3,043              3,049          2,906
Total borrowings                                            394                179            336

Total shareholders' equity                                  393                424            407

Operating Data:
Total interest and dividend income                $         127      $     

   111      $     126
Total interest expense                                       13                 15             27
Net interest income                                         114                 96             99
Non-interest income                                          35                 42             43
Net revenue(2)                                              149                138            142
Provision for credit losses                                   3                (1)              6
Total non-interest expense                                   91                 91             95
Income tax expense                                           11                  9              8
Net income                                                   44                 39             33

Ratios and Other Data:
Per Common Share Data
Basic earnings                                    $        2.90      $        2.63      $    2.18
Diluted earnings                                           2.88               2.61           2.18
Total book value(5)                                       26.09              28.27          27.29
Dividends                                                  1.02               0.94           0.88
Common stock price:
High                                                      33.11              32.94          25.55
Low                                                       24.00              21.26          13.05
Close                                                     32.04              28.93          22.59

Weighted average common shares outstanding (in
thousands):
Basic                                                    15,040             14,969         15,246
Diluted                                                  15,112             15,045         15,272


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  Table of Contents

                                                        At or For the Years Ended December 31,

(in millions, except ratios and share data)               2022            

2021            2020
Performance Ratios:(4)
Return on assets                                              1.16 %          1.06 %          0.88 %
Return on equity(6)                                          10.91            9.50            8.29
Interest rate spread                                          3.24            2.74            2.92
Net interest margin(5)                                        3.36            2.88            2.97
Dividend payout ratio                                        35.20           35.81           40.36

Organic Growth Ratios:
Total commercial loans                                          19 %             7 %            17 %
Total loans                                                     15             (1)             (3)
Total deposits                                                 (0)               5               8

Asset Quality and Condition Ratios:
Non-accruing loans/total loans                                0.23 %          0.40 %          0.48 %
Net (recoveries) charge-offs/average loans                  (0.01)            0.01            0.07
Allowance for credit losses/total loans                       0.89         

  0.90            0.74
Loans/deposits                                                  95              83              88

Capital Ratios:

Tier 1 capital to average assets - Company                    9.21 %          8.66 %          8.12 %
Tier 1 capital to risk-weighted assets - Company             11.02           11.90           11.28
Tier 1 capital to average assets - Bank                      10.10            9.62            9.02
Tier 1 capital to risk-weighted assets - Bank                12.67           13.22           12.52
Shareholders equity to total assets(5)                       10.06           11.43           11.04


(1) Earning assets includes non-accruing loans and interest-bearing deposits with

other banks. Securities are valued at amortized cost.

(2) Net revenue is defined as net interest income plus non-interest income.

(3) All performance ratios are based on average balance sheet amounts, where

applicable.

(4) Fully taxable equivalent considers the impact of tax advantaged securities

and loans.

(5) Non-GAAP financial measure. Refer to the Reconciliation of Non-GAAP Financial


    Measures for additional information.


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AVERAGE BALANCES AND AVERAGE YIELDS/RATES

The following table presents average balances and average rates and yields on a fully taxable equivalent basis for the periods included:



                                                                              Year Ended December 31,
                                                2022                                  2021                                     2020
                                 Average      Interest       Yield/      Average      Interest       Yield/       Average      Interest      Yield/
(in millions, except ratios)     Balance         (3)        Rate(3)      Balance         (3)        Rate(3)       Balance         (3)        Rate(3)
Assets
Interest-earning deposits
with other banks                $       72            1      1.07 %     $  

219 $ - 0.15 % $ 89 $ - 0.15 % Securities available for sale and FHLB stock(2)(3)

              630           19      2.99              621           16      2.63               625           20     3.20

Loans:


Commercial real estate               1,340           55      4.13            1,210           40      3.34               993           40     4.02
Commercial and industrial(3)           410           17      4.25              348           14      3.98               379           21     5.62
Paycheck protection program              1            -     17.27          

    51            6     11.93               109            5     4.19
Residential                            873           31      3.55              825           32      3.86             1,078           41     3.78
Consumer                               100            4      4.41               99            4      3.77               124            5     4.03
Total loans (1)                      2,724          107      3.98            2,533           96      3.78             2,683          112     4.16
Total earning assets                 3,426          127      3.73 %          3,373          112      3.33 %           3,397          132     3.87 %
Cash and due from banks                 37                                      35                                       27
Allowance for credit losses           (24)                                    (23)                                     (17)
Other assets                           308                                     333                                      351
Total assets                    $    3,747                              $    3,718                               $    3,758

Liabilities
NOW                             $      907            1      0.16 %     $      949    $       1      0.11 %      $      643    $       1     0.20 %
Savings                                658            1      0.10              629            1      0.90               467            1     0.16
Money market                           466            3      0.63              390            1      0.12               396            2     0.42
Time deposits                          366            2      0.61              425            6      1.51               796           14     1.80
Total interest bearing
deposits                             2,397            7      0.31            2,393            9      0.36             2,302           18     0.78
Borrowings                             203            6      2.71              175            7      3.82               507            9     1.75
Total interest bearing
liabilities                          2,600           13      0.49 %          2,568           16      0.59 %           2,809           27     0.96 %

Non-interest bearing demand
deposits                               679                                     668                                      481
Other liabilities                       69                                      68                                       67
Total liabilities                    3,348                                   3,304                                    3,357

Total shareholders' equity             399                                     414                                      401

Total liabilities and
shareholders' equity            $    3,747                              $    3,718                               $    3,758

Net interest income                           $     114                               $      96                                $     105
Net interest spread                                          3.24 %                                  2.74 %                                  2.91 %
Net interest margin                                          3.36                                    2.88                                    2.97
Adjusted net interest
margin(4)                                                    3.35                                    2.76                                    2.93


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  Table of Contents

(1) The average balances of loans include non-accrual loans and unamortized

deferred fees and costs.

(2) The average balance for securities is based on amortized cost.

(3) Fully taxable equivalent considers the impact of tax-advantaged securities

and loans.

(4) Adjusted net interest margin excludes PPP loans.

RATE/VOLUME ANALYSIS


The following table presents the effects of rate and volume changes on the fully
taxable equivalent net interest income. Tax exempt interest revenue is shown on
a tax-equivalent basis for proper comparison. For each category of interest-
earning assets and interest-bearing liabilities, information is provided with
respect to changes attributable to (1) changes in rate (change in rate
multiplied by prior year volume), (2) changes in volume (change in volume
multiplied by prior year rate), and (3) changes in volume/rate (change in rate
multiplied by change in volume) have been allocated proportionately based on the
absolute value of the change due to the rate and the change due to volume.

                                          2022 Compared with 2021           

2021 Compared with 2020


                                       Increases (Decreases) due to             Increases (Decreases) due to
(in thousands)                        Rate        Volume         Net          Rate         Volume         Net
Interest income:
Interest-earning deposits with
other banks                         $     660    $   (224)    $     436    $       11    $      191    $      202
Securities available for sale
and FHLB stock                          2,274          233        2,507       (3,560)         (139)       (3,699)
Loans:
Commercial real estate                 10,614        4,340       14,954       (8,244)         8,748           504
Commercial and industrial                  75        3,448        3,523       (5,712)       (1,752)       (7,464)

Paycheck protection program               114      (5,891)      (5,777)    

    3,919       (2,450)         1,469
Residential                           (2,662)        1,836        (826)           647       (9,566)       (8,919)
Consumer                                  644           43          687         (263)       (1,011)       (1,274)
Total loans                             8,785        3,776       12,561       (9,653)       (6,031)      (15,684)
Total interest income               $  11,719    $   3,785    $  15,504    $ (13,202)    $  (5,979)    $ (19,181)

Interest expense:
Deposits:
NOW                                 $     466    $    (48)    $     418    $    (842)    $      617    $    (225)
Savings                                   101           25          126         (452)           262         (190)
Money market                            2,368           93        2,461       (1,148)          (23)       (1,171)
Time deposits                         (3,318)        (886)      (4,204)       (1,230)       (6,685)       (7,915)
Total deposits                          (383)        (816)      (1,199)       (3,672)       (5,829)       (9,501)
Borrowings                            (2,249)        1,062      (1,187)         3,619       (5,812)       (2,193)
Total interest expense              $ (2,632)    $     246    $ (2,386)

$ (53) $ (11,641) $ (11,694) Change in net interest income $ 14,351 $ 3,539 $ 17,890 $ (13,149) $ 5,662 $ (7,487)




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  Table of Contents

NON-GAAP FINANCIAL MEASURES



Our accounting and reporting policies conform to accounting principles generally
accepted in the United States of America ("GAAP") and the prevailing practices
in the financial services industry. However, we also evaluate our performance by
reference to certain additional financial measures discussed in this Annual
Report that we identify as being "non-GAAP financial measures." In accordance
with SEC rules, we classify a financial measure as being a non-GAAP financial
measure if that financial measure excludes or includes amounts, or is subject to
adjustments that have the effect of excluding or including amounts, that are
included or excluded, as the case may be, in the most directly comparable
measure calculated and presented in accordance with GAAP as in effect from time
to time in the United States in our statements of income, balance sheets or
statements of cash flows. Non-GAAP financial measures do not include operating
and other statistical measures or ratios or statistical measures calculated
using exclusively either financial measures calculated in accordance with GAAP,
operating measures or other measures that are not non-GAAP financial measures or
both.

The non-GAAP financial measures that we discuss in this Annual Report should not
be considered in isolation or as a substitute for the most directly comparable
or other financial measures calculated in accordance with GAAP. Moreover, the
manner in which we calculate the non-GAAP financial measures that we discuss in
this Annual Report may differ from that of other companies reporting measures
with similar names. You should understand how such other banking organizations
calculate their financial measures similar or with names similar to the non-GAAP
financial measures we have discussed in this Annual Report when comparing such
non-GAAP financial measures. The following reconciliation table provides a more
detailed analysis of these, and reconciliation for, each of non-GAAP financial
measures.

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  Table of Contents

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES



The following table summarizes the reconciliation of non-GAAP items for the time
periods presented:



                                                             At or For The Years Ended December 31,
(in thousands)                               Calculations       2022              2021            2020
Net income                                                $      43,557     $      39,299     $   33,244
Non-recurring items:

Gain on sale of securities, net                                    (53)           (2,870)        (5,445)
Gain on sale of premises and equipment,
net                                                                  10               378           (32)
Gain on other real estate owned                                       -                 -            355
Loss on debt extinguishment                                           -             2,851          1,351
Acquisition, conversion and other
expenses                                                            266             1,667          5,801
Income tax expense (1)                                             (51)             (479)          (481)
Total non-recurring items                                           172             1,547          1,549
Total adjusted income(2)                         (A)      $      43,729     $      40,846     $   34,793

Net interest income                              (B)      $     113,681     $      95,573     $   99,180
Plus: Non-interest income                                        35,321            42,261         42,956
Total Revenue                                                   149,002           137,834        142,136

Gain on sale of securities, net                                    (53)    

      (2,870)        (5,445)
Total adjusted revenue(2)                        (C)      $     148,949     $     134,964     $  136,691

Total non-interest expense                                $      91,253     $      90,508     $   94,860
Non-recurring expenses:
Gain on sale of premises and equipment,
net                                                                (10)             (378)             32
Gain on other real estate owned                                       -                 -          (355)
Loss on debt extinguishment                                           -           (2,851)        (1,351)
Acquisition, conversion and other
expenses                                                          (266)           (1,667)        (5,801)
Total non-recurring expenses                                      (276)           (4,896)        (7,475)
Adjusted non-interest expense(2)                 (D)      $      90,977
$      85,612     $   87,385

Total revenue                                                   149,002           137,834        142,136
Total non-interest expense                                       91,253            90,508         94,860

Pre-tax, pre-provision net revenue                        $      57,749

$ 47,326 $ 47,276


Adjusted revenue(2)                                             148,949           134,964        136,691
Adjusted non-interest expense(2)                                 90,977            85,612         87,385
Adjusted pre-tax, pre-provision net
revenue(2)                                                $      57,972     $      49,352     $   49,306

(in millions)
Average earning assets                           (E)      $       3,425     $       3,373     $    3,397
Average paycheck protection program (PPP)
loans                                            (R)                  1                51            109
Average interest-bearing deposits with
other banks                                      (U)                 72               219             89
Average earning assets, excluding PPP
loans                                            (S)              3,424             3,103          3,199
Average assets                                   (F)              3,747             3,718          3,758
Average shareholders' equity                     (G)                399               414            401
Average tangible shareholders'
equity(2)(3)                                     (H)                273               288            273
Tangible shareholders' equity,
period-end(2)(3)                                 (I)                268               298            284
Tangible assets, period-end(2)(3)                (J)              3,784    

        3,583          3,598


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  Table of Contents

                                                             At or For The Years Ended December 31,
                                           Calculations         2022              2021            2020
(in thousands)

Common shares outstanding, period-end           (K)               15,083           15,001         14,916
Average diluted shares outstanding              (L)               15,112   

15,045 15,272

Adjusted earnings per share, diluted(2) (A/L) $ 2.89

$       2.72     $     2.28
Tangible book value per share,
period-end(2)                                  (I/K)               17.78            19.86          18.77
Securities adjustment, net of tax(1)(4)         (M)             (55,246)            1,985         10,023
Tangible book value per share, excluding
securities adjustment(2)(4)                   (I+M)/K              21.44            19.73          18.09
Total tangible shareholders'
equity/total tangible assets(2)                (I/J)                7.09   

         8.32           7.78

Performance ratios(5)
Return on assets                                                    1.16 %           1.06 %         0.88 %

Adjusted return on assets(2)                   (A/F)                1.17             1.10           0.93
Pre-tax, pre-provision return on assets                             1.54             1.27           1.26
Adjusted pre-tax, pre-provision return
on assets(2)                                   (U/F)                1.49             1.33           1.31
Return on equity                                                   10.91             9.50           8.29
Adjusted return on equity(2)                   (A/G)               10.96             9.87           8.68
Return on tangible equity                                          16.20            13.92          12.45

Adjusted return on tangible equity(1)(2)      (A+Q)/H              16.26   

        14.46          13.02
Efficiency ratio(1)(2)(6)                  (D-O-Q)/(C+N)           59.26            61.29          61.71
Net interest margin                           (B+P)/E               3.36             2.88           2.97

Adjusted net interest margin(2)              (B+P-T)/S              3.35             2.93           2.76

Supplementary data (in thousands)
Taxable equivalent adjustment for
efficiency ratio                                (N)      $         2,020     $      2,330     $    2,477
Franchise taxes included in non-interest
expense                                         (O)                  583              528            477
Tax equivalent adjustment for net
interest margin                                 (P)                1,398            1,653          1,853
Intangible amortization                         (Q)                  932              940          1,024
Interest and fees on PPP loans                  (T)                  223            6,039          4,569
Interest and fees on interest-earning
deposits with other banks                       (V)                  769              333            131


2022 assumes a marginal tax rate of 23.53% for the fourth quarter and 23.41% (1) for the first three quarters. 2021 assumes a marginal tax rate of 23.41% for

the fourth quarter and 23.71% for the first three quarters.

2020 assumes a marginal tax rate of 23.71% for the fourth quarter and 23.87% for the first three quarters.

(2) Non-GAAP financial measure.

Tangible shareholders' equity is computed by taking total shareholders' (3) equity less the intangible assets at period-end. Tangible assets are computed

by taking total assets less the intangible assets at period-end.

Securities adjustment, net of tax represents the total unrealized (loss) gain (4) on securities recorded on the Company's consolidated balance sheets within

total common shareholders' equity.

(5) All performance ratios are based on average balance sheet amounts, where

applicable.

Efficiency ratio is computed by using adjusted non-interest expense net of (6) franchise taxes and intangible amortization divided by adjusted revenue tax

effected for tax-advantaged assets. Adjusted net interest margin excludes PPP


    loans and interest-earning deposits with other banks.


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  Table of Contents

COMPARISON OF FINANCIAL CONDITION AT DECEMBER 31, 2022 AND 2021

Cash and cash equivalents



Total cash and cash equivalents at December 31, 2022 were $92.3 million,
compared to $250.3 million at December 31, 2021. Interest-earning cash held with
other banks totaled $52.4 million at year-end 2022 compared to $216.9 million at
year end 2021 carrying a yield of 1.07% in 2022 versus 0.15% in 2021. The
decrease in cash reflects loan growth on relatively flat deposit balances on a
year-over-year basis.

Securities

Securities totaled $574.4 million at year-end 2022 and $625.7 million at
year-end 2021.  During 2022, security purchases totaled $109.0 million and were
offset by $7.1 million of sales and $73.7 million of maturities, calls and
pay-downs of amortizing securities. There were $11.0 million of purchases and
$3.5 million in sales of FHLB stock during the year.  Fair value adjustments
decreased the security portfolio by $71.8 million in 2022 compared to a $2.8
million unrealized gain in 2021. Unrealized gains shifted to loss position in
2022 due to changes in the long-term treasury yield curve. The weighted average
yield of the securities portfolio was 2.99% as of December 31, 2022 compared to
2.63% at year-end 2021. At the end of 2022, our securities portfolio had an
average life of 9.4 years with an effective duration of 5.0 compared to an
average life of 5.3 years with an effective duration of 4.2 years at the end of
2021. The extension of duration during 2022 was driven by the increase in rates.
All securities remain classified as available for sale to provide flexibility in
loan funding and management of our cost of funds.

Loans


Loans increased by $370.8 million from year-end 2021 or 15%.  The increase was
the net result of the strategy to grow commercial portfolios. Total commercial
loans were $1.8 billion growing 19% in 2022 and 10% in 2021 when excluding PPP
loans, which was driven mostly from new relationships in commercial real estate
fixed-rate products. Total residential loans increased 3% or $25.5 million from
year-end 2021, as we placed more originations on the balance sheet instead of
selling into the secondary market. Residential loan origination volume in 2022
is significantly down as compared to the respective period of 2021 on lower
refinancing activity due to increasing market rates.

Allowance for Credit Losses

The ACL was $25.9 million at the end of 2022 compared to $22.7 million at year-end 2021. The increase is primarily due to the loan portfolio growth.


 Non-accruing loans decreased to $6.5 million, or 0.23% of total loans at the
end of 2022 from $10.2 million or 0.40% of total loans at year-end 2021. The
ratio of accruing past due loans to total loans improved to 0.09% of total loans
from 0.32%. Total delinquent and non-accruing loans as percentage of total
improved to 0.32% from 0.72%. Net charge-offs continue to be historically low
with a net recovery of $238 thousand in 2022 compared to a net charge-off of
$209 thousand in 2021.



Other Assets

Total other assets increased $47.8 million to $366 million at December 31, 2022
from $318 million as of December 31, 2021. The increase is primarily attributed
to a $10.1 million increase in partnership investments, and a $16.2 million
increase in the asset position of the derivative and hedging instruments.

Deferred tax assets, net, increased $18.9 million as of December 31, 2022 compared to 2021 driven by the unrealized loss position in the securities available for sale portfolio.

Deposits and Borrowings


Total deposits were $3.0 billion at the end of 2022 and 2021. Non-maturity
deposits increased $97.0 million in 2022, or 4% due to growth in new accounts
with over 2,460 new accounts opened. Time deposits decreased $102.1 million to
$323.4 million at year-end 2022 versus $425.5 million in 2021.  $178 million of
brokered deposits matured in of 2021 and were not replaced due to excess
liquidity. Retail time deposits decreased $63.0 million as customers moved funds
to transactional accounts upon contractual maturity. Total borrowings increased
by $215.6 million at December 31, 2022 primarily due to funding loan growth
opportunities.

Derivative Financial Instruments and Other Liabilities



Other liabilities totaled $78.7 million at the end of 2022 compared to $58.0
million as of December 31, 2021. The $20.7 million increase primarily reflects a
$10.1 million increase in capital commitments on limited partnership
investments, a

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$6.4 million net increase in customer loan swaps, and a $4.2 million variable
rate loan hedge increase due to higher interest rates compared to 2021. The net
fair value of all derivatives was an asset of $4.8 million at the end of 2022
compared to a $1.1 million liability at year-end 2021. The increase in net
derivative fair values reflects the rise in long-term interest rates.

Unused credit lines grew at the end of 2022 increasing reserves by $1.7 million, which are also recorded in other liabilities.

Equity



Total equity was $393.5 million at year-end 2022, compared with $424.1 million
at year-end 2021. Book value per share was $26.09 as of December 31, 2022
compared with $28.27 at December 31, 2021. Equity included net unrealized losses
on securities, derivative and pension revaluations, net of tax, totaling a $58.3
million loss at the end of 2022 compared to a $2.3 million gain at year-end
2021.

During 2022 and 2021, the Company declared and distributed regular cash dividends on its common stock in the aggregate amounts of $15.3 million, respectively. The Company's 2022 dividend payout ratio amounted to 35%, compared with 36% in 2021. Total cash dividends paid in 2022 was $1.02 per common share of stock, compared with $0.88 in 2021.

The Company and the Bank remained well-capitalized under regulatory guidelines at period end as further described in Note 12 - Shareholders' Equity and Earnings Per Common Share on the Consolidated Financial Statements.

COMPARISON OF OPERATING RESULTS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

Net Interest Income


Net interest income for 2022 was $113.7 million compared with $95.6 million in
2021. The net interest margin was 3.36% in 2022 compared to 2.88% in the
prior year. The 2022 adjusted net interest margin (non-GAAP measure), which
excludes PPP loans was 3.35% versus 2.93% in 2021. Acceleration of PPP loan fee
amortization due to forgiveness contributed 1 basis point to NIM in 2022 and 14
basis points in the same period of 2021. Interest-earning cash balances, held
mostly at the Federal Reserve Bank, reduced NIM by 5 basis points in the year
and 19 basis points in 2021. The yield on earning assets totaled 3.73% compared
to 3.33% in 2021. Excluding the impact of PPP and excess cash, the yield on
earning assets totaled 3.79% and 3.42% for the same periods. The yield on loans
was 3.98% in 2022 and 3.78% in 2021. Excluding PPP loans the yield on loans was
3.97% in 2022, and 3.62% in 2021. Costs of interest-bearing liabilities
decreased to 0.52% from 0.59% in 2021 due to decreased core deposit levels
offset by increased deposit rates.

Provision for Credit Losses


The provision in 2022 was a $2.9 million expense versus a recapture of $1.3
million in 2021. The expense is primarily attributed to the 15% loan growth in
2022. Overall credit quality remains strong and credit quality metrics improved
with decreases in non-accruing and past due loans.  The benefit in 2021 is
primarily due to a partial recapture of the Day 1 CECL allowance that was
established January 1, 2021 given steady improvements in most macroeconomic
drivers to the ACL during that year.

Non-Interest Income

Non-interest income in 2022 was $35.3 million compared to $42.3 million in 2021.


 Trust management fees were $14.6 million in 2022 compared to $15.2 in 2021 due
to lower market valuation of assets under management ("AUM").  While assets
under management were $2.3 billion compared to $2.5 billion in 2021, we added
more than $132 million of new account balances.  We believe that we have a
strong wealth management group and are well positioned to realize an organic
lift as market valuations return.  Customer service fees increased 12% to $14.8
million in 2022 due to higher transaction volumes associated with 2,460 net new
core accounts that opened during the year.  The Company sold securities
resulting in gains of $53 thousand in 2022 compared to $2.9 million during 2021.

Mortgage banking income decreased to $1.6 million from $6.5 million in 2021 primarily driven by the rate environment and lower loan sales.

Non-Interest Expense


Non-interest expense was $91.3 million in 2022 compared to $90.5 million in
2021. Salaries and benefits expense increased $1.5 million to $48.7 million in
2022 due to a $1.5 million increase in incentive accruals on stronger
performance metrics and a $1.5 million decrease in deferred loan origination
costs driven by lower residential loan volume.  Those additional costs in 2022
were offset in part by a $767 thousand benefit from the revaluation of
post-retirement plan

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liabilities as discount rates increased throughout the year, and $539 thousand in savings from employee insurance and other benefit plans.



The provision for credit losses on unfunded commitments increased $1.6 million
due to higher commercial construction unused lines of credit.  Other expenses
increased $1.7 million in 2022 due to a $352 thousand one-time charitable
contribution and a $1.4 million increase in various operating expenses including
travel, software and statement processing and postage.  The increases were
offset with a $4.1 million decrease in non-recurring expenses.  Non-recurring
expenses in 2022 were mostly contract renegotiation costs totaling $267 thousand
compared to $4.9 million in 2021 which included a $2.9 million prepayment
penalty on debt extinguishment and $1.4 million in reduction in workforce
expenses.

Income Tax Expense

Income tax expense was $11.3 million for the year ended December 31, 2022, compared with $9.3 million for the year ended December 31, 2021. The effective tax rate increased to 20.6% in 2022 from 19.2% in 2021 due to a higher proportion of revenue from non-exempt sources.

LIQUIDITY AND CASH FLOWS



Liquidity is measured by the ability to meet short-term cash needs at a
reasonable cost or minimal loss. Favorable sources of liabilities are sought to
maintain prudent levels of liquid assets in order to satisfy varied liquidity
demands. Besides serving as a funding source for maturing obligations, liquidity
provides flexibility in responding to customer initiated needs. Many factors
affect the ability to meet liquidity needs, including variations in the markets
served by its network of offices, its mix of assets and liabilities, reputation
and credit standing in the marketplace, and general economic conditions.

The liquidity position is actively managed through target ratios established
under our liquidity and funding policy. Continual monitoring of these ratios, by
using historical data and through forecasts under multiple rate and stress
scenarios, allows the ability to employ strategies necessary to maintain
adequate liquidity. The policy is to maintain a liquidity position of at least
8% of total assets. A portion of the deposit base has been historically seasonal
in nature, with balances typically declining in the winter months through late
spring, during which period the liquidity position tightens.

A liquidity contingency plan is approved by the Bank's Board of Directors. This
plan addresses the steps that would be taken in the event of a liquidity crisis,
and identifies other sources of liquidity available to the Company. Management
believes that the level of liquidity is sufficient to meet current and future
funding requirements. However, changes in economic conditions, including
consumer savings habits and availability or access to the brokered deposit
market could potentially have a significant impact on the liquidity position.

The existing cash and cash equivalents (including an interest-bearing deposit at
the FRB Boston), securities available for sale and cash flows from operating
activities will be sufficient to meet anticipated cash needs for at least the
next 12 months. Future working capital needs will depend on many factors,
including the rate of business and revenue growth. To the extent cash and cash
equivalents, securities available for sale and cash flows from operating
activities are insufficient to fund future activities, the need to raise
additional funds through debt arrangements or public or private debt or equity
financings may be utilized. The need to raise additional funds may be needed in
the event it is determined in the future to effect one or more acquisitions of
banks or businesses. If additional funding is required, we may not be able to
obtain debt arrangements or to effect an equity or debt financing on terms
acceptable or at all.

Capital Resources



Consistent with our long-term goal of operating a sound and profitable
organization, at December 31, 2022, we continue to be a "well-capitalized"
financial institution according to applicable regulatory standards. Management
believes this to be vital in promoting depositor and investor confidence and
providing a solid foundation for future growth.

At December 31, 2022, available same-day liquidity totaled approximately $1.0
billion, including cash, borrowing capacity at FHLB and the Federal Reserve
Discount Window and various lines of credit. Additional sources of liquidity
include cash flows from operations, wholesale deposits, cash flow from the
Company's amortizing securities and loan portfolios. We have unused borrowing
capacity at the FHLB of $275 million, unused borrowing capacity at the Federal
Reserve of

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$90 million and unused lines of credit totaling $51 million, in addition to over $200 million in unencumbered, liquid investment portfolio assets.

Purchase Obligations



In the normal course of conducting our banking and financial services business,
and in connection with providing products and services to our customers, a
variety of traditional third-party contracts for support services have been
entered into. Examples of such contractual agreements include, but are not
limited to: services providing core banking systems, ATM and debit card
processing, trust services software, accounting software and the leasing of T-1
telecommunication lines and other technology infrastructure supporting our
network.  These types of purchase obligations that will come due during 2023
totaled $7.7 million as of December 31, 2022 which is expected to be funded by
cash flows generated from our operations.

IMPACT OF NEW ACCOUNTING PRONOUNCEMENTS

Please refer to the notes on Recently Adopted Accounting Principles and Future Application of Accounting Pronouncements in Note 1 - Summary of Significant Accounting Policies of the Consolidated Financial Statements.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES



Note 1 - Summary of Significant Accounting Policies to our audited Consolidated
Financial Statements for the year ended December 31, 2022 contains a summary of
significant accounting policies. Various elements of these accounting policies,
by their nature, are subject to estimation techniques, valuation assumptions and
other subjective assessments. Certain assets are carried in the consolidated
statements of financial condition at estimated fair value or the lower of cost
or estimated fair value. Policies with respect to the methodology used to
determine the allowance for credit losses is a critical accounting policy and
estimate because of its importance to the presentation of our financial
condition and results of operations. The critical accounting policy involves a
higher degree of complexity and requires management to make difficult and
subjective judgments which often require assumptions or estimates about highly
uncertain matters. The use of different judgments, assumptions, and estimates
could result in material differences in the results of operations or financial
condition.

Allowance for credit losses on loans (the "allowance").



The allowance is sensitive to a number of internal factors, such as
modifications in the mix and level of loan balances outstanding, portfolio
performance and assigned risk ratings. The allowance is also sensitive to
external factors such as the general health of the economy, as evidenced by
changes in unemployment rates, home pricing index, gross domestic product,
retail sales and changes in commercial real estate values. We consider these
variables and all other available information when establishing the final level
of the allowance. These variables and others have the ability to result in
actual loan losses that differ from the originally estimated amounts.

Changes in the factors used by management to determine the appropriateness of
the allowance or the availability of new information could cause the allowance
to be increased or decreased in future periods. Additionally, changes in
circumstances related to individually large credits, or certain macroeconomic
forecast assumptions may result in volatility.

It is difficult to estimate how potential changes in any one economic factor
might affect the overall allowance because a wide variety of factors and inputs
are considered in the allowance estimate. Changes in the factors and inputs may
not occur at the same rate and may not be consistent across all product types.
Additionally, changes in factors and inputs may be directionally inconsistent,
such that improvement in one factor may offset deterioration in others. However,
to consider the impact of a hypothetical stressed forecast, we estimated the
allowance using forecast inputs that were severely unfavorable to the expected
scenario for each macroeconomic variable. This unfavorable scenario resulted in
an allowance that is approximately $8.0 million higher than the allowance using
the expected scenario.

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