FORWARD-LOOKING STATEMENTS



This report may include forward-looking statements, which may include forecasts
of our financial results and condition, expectations for our operations and
business, and our assumptions for those forecasts and expectations. Do not rely
unduly on forward-looking statements. Actual results might differ significantly
compared to our forecasts and expectations. See Part I, Item 1A. "Risk Factors,"
and the other risks described in our 2020 Annual Report on Form 10-K and Part
II, Item 1A "Risk Factors" in this Quarterly Report on Form 10-Q and the other
risks described in our Quarterly Reports on Form 10-Q for factors to be
considered when reading any forward-looking statements in this filing.

This report and other reports or statements which we may release may include
forward-looking statements, which are subject to the "safe harbor" created by
section 27A of the Securities Act of 1933, as amended, and section 21E of the
Securities Exchange Act of 1934, as amended. We may make forward-looking
statements in our Securities and Exchange Commission (SEC) filings, press
releases, news articles and when we are speaking on behalf of the Company.
Forward-looking statements can be identified by the fact that they do not relate
strictly to historical or current facts. Often, they include the words
"believe," "expect," "target," "anticipate," "intend," "plan," "seek," "strive,"
"estimate," "potential," "project," or words of similar meaning, or future or
conditional verbs such as "will," "would," "should," "could," "might," or "may."
These forward-looking statements are intended to provide investors with
additional information with which they may assess our future potential. All of
these forward-looking statements are based on assumptions about an uncertain
future and are based on information available to us at the date of these
statements. We do not undertake to update forward-looking statements to reflect
facts, circumstances, assumptions or events that occur after the date any
forward-looking statements are made.

In this document and in other SEC filings or other public statements, for example, we make forward-looking statements relating to the following topics, among others:

? Our business objectives, strategies and initiatives, our organizational

structure, the growth of our business and our competitive position and

prospects, and the effect of competition on our business and strategies

? Our assessment of significant factors and developments that have affected or


   may affect our results



? Legal and regulatory actions, and future legislative and regulatory

developments, including the effects of the Dodd-Frank Wall Street Reform and

Protection Act (the "Dodd-Frank Act"), the Economic Growth, Regulatory Relief

and Consumer Protection Act (the "EGRRCPA"), and other legislation and

governmental measures introduced in response to the financial crisis which

began in 2008 and the ensuing recession affecting the banking system, financial

markets and the U.S. economy, as well as the effect of the federal Coronavirus

Aid, Relief, and Economic Security Act ("CARES Act"), enacted in March 2020, in

an effort to mitigate the consequences of the coronavirus pandemic and the

governmental actions in response to the pandemic

? Regulatory and compliance controls, processes and requirements and their impact


   on our business



? The costs and effects of legal or regulatory actions

? Expectations regarding draws on performance letters of credit and liabilities

that may result from recourse provisions in standby letters of credit

? Our intent to sell or hold, and the likelihood that we would be required to

sell, various investment securities

? Our regulatory capital requirements, including the capital rules established

after the 2008 financial crisis by the U.S. federal banking agencies and our

current intention not to elect to use the community bank leverage framework

? Expectations regarding our non-payment of a cash dividend on our common stock

in the foreseeable future

? Credit quality and provision for credit losses and management of asset quality

and credit risk, expectations regarding collections and expectations regarding

the forgiveness and SBA reimbursement and guarantee of loans made under the


   Paycheck Protection Program ("PPP") and the timing thereof



                                       33

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Index

? Our allowances for credit losses, including the conditions we consider in

determining the unallocated allowance and our portfolio credit quality, the

adequacy of the allowance for loan losses, underwriting standards, and risk


   grading



? Our assessment of economic conditions and trends and credit cycles and their


   impact on our business



? The seasonal nature of our business

? The impact of changes in interest rates and our strategy to manage our interest

rate risk profile and the possible effect of changes in residential mortgage

interest rates on new originations and refinancing of existing residential


   mortgage loans



? Loan portfolio composition and risk grade trends, expected charge-offs,

portfolio credit quality, our strategy regarding troubled debt restructurings

("TDRs"), delinquency rates and our underwriting standards and our expectations

regarding our recognition of interest income on loans that were provided

payment deferrals upon completion of the payment forbearance period

? Our deposit base including renewal of time deposits

? The impact on our net interest income and net interest margin from the current

low interest rate environment

? The effect of possible changes in the initiatives and policies of the federal

bank regulatory agencies, as well as the Public Company Accounting Oversight

Board, the Financial Accounting Standards Board and other accounting standard


   setters



? Tax rates and the impact of changes in the U.S. tax laws, including the Tax


   Cuts and Jobs Act



? Our pension and retirement plan costs

? Our liquidity strategies and beliefs concerning the adequacy of our liquidity


   position



? Critical accounting policies and estimates, the impact or anticipated impact of

recent accounting pronouncements or changes in accounting principles

? Expected rates of return, maturities, loss exposure, growth rates, yields, and


   projected results



? The possible impact of weather-related conditions, including drought, fire or

flooding, seismic events, and related governmental responses, including related

electrical power outages, on economic conditions, especially in the

agricultural sector

? Maintenance of insurance coverages appropriate for our operations

? Threats to the banking sector and our business due to cybersecurity issues and

attacks and regulatory expectations related to cybersecurity

? Our expectations regarding the adoption of the expected loss model for

determining the allowance for credit losses

? The effects of the coronavirus pandemic on the U.S., California and global

economies and the actions of governments to reduce the spread of the virus and

to mitigate the resulting economic consequences

? Descriptions of assumptions underlying or relating to any of the foregoing





Readers of this document should not rely on any forward-looking statements,
which reflect only our management's belief as of the date of this report. There
are numerous risks and uncertainties that could and will cause actual results to
differ materially from those discussed in our forward-looking statements. Many
of these factors are beyond our ability to control or predict and could have a
material adverse effect on our financial condition and results of operations or
prospects. Such risks and uncertainties include, but are not limited to those
listed in Item 1A "Risk Factors" of Part II of this Form 10-Q, Item 2
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" of Part I of this Form 10-Q and "Risk Factors" and "Supervision and
Regulation" in our 2020 Annual Report on Form 10-K, and in our other reports to
the SEC.

                                       34

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Index

INTRODUCTION



This overview of Management's Discussion and Analysis highlights selected
information in this report and may not contain all of the information that is
important to you. For a more complete understanding of trends, events,
commitments, uncertainties, liquidity, capital resources and critical accounting
estimates, you should carefully read this entire report and any other reports to
the Securities and Exchange Commission ("SEC"), together with our Consolidated
Financial Statements and the Notes to Consolidated Financial Statements included
in our Annual Report on Form 10-K for the year ended December 31, 2020.

Our subsidiary, First Northern Bank of Dixon (the "Bank"), is a California
state-chartered bank that derives most of its revenues from lending and deposit
taking in the Sacramento Valley region of Northern California. Interest rates,
business conditions and customer confidence all affect our ability to generate
revenues. In addition, the regulatory and compliance environment and competition
can present challenges to our ability to generate those revenues.

Significant results and developments during the second quarter and year-to-date 2021 included:

• Net income of $6.5 million for the six months ended June 30, 2021, up 20.4%

from $5.4 million earned for the same period last year. Net income of $3.3

million for the three months ended June 30, 2021, up 22.2% from $2.7 million

for the same period last year.

• Diluted income per share of $0.47 for the six months ended June 30, 2021, up

17.5% from diluted income per share of $0.40 in the same period last year.

Diluted income per share of $0.24 for the three months ended June 30, 2021, up

20.0% from diluted income per share of $0.20 for the same period last year.

• Net interest income of $23.0 million for the six months ended June 30, 2021, up

1.8% from $22.6 million for the same period last year. Net interest income of

$12.1 million for the three months ended June 30, 2021, up 6.8% from $11.4

million for the same period last year.

• Net interest margin of 2.74% for the six months ended June 30, 2021, down 18.5%

from 3.36% for the same period last year. Net interest margin of 2.81% for the

three months ended June 30, 2021, down 10.2% from 3.13% for the same period


  last year.



• Provision for loan losses of $0.3 million for the six months ended June 30,

2021, down 79.3% from $1.5 million for the same period last year. No provision

for loan losses for the three months ended June 30, 2021, compared to $0.8

million for the same period last year. The decrease was primarily due to the

overall improvement in economic conditions, which was partially offset by an

increase in specific reserve on impaired loans.

• Total assets of $1.8 billion as of June 30, 2021, up 10.8% from $1.7 billion as


  of December 31, 2020.



• Total net loans (including loans held-for-sale) of $874.1 million as of June

30, 2021, down 1.2% from $885.0 million as of December 31, 2020.

• Total investment securities of $561.6 million as of June 30, 2021, up 29.1%

from $435.1 million as of December 31, 2020.

• Total deposits of $1.7 billion as of June 30, 2021, up 12.5% from $1.5 billion


  as of December 31, 2020.



Recent Developments Related to COVID-19



The coronavirus pandemic and the governmental actions in response to the
pandemic, detailed in our Form 10-K for the year ended December 31, 2020,
continue to have had an impact on our business.  Our commercial real estate loan
portfolio exposure to industries most affected by the stay-at-home order and
subsequent limitations on business activities included 10.0% to retail
properties and business; 1.5% to restaurants; and 1.1% to the hospitality/hotel
sector at June 30, 2021.  Loans to these customers are generally secured by real
estate with moderate loan-to-value ratios and further supported by guarantors.

In January 2021, the SBA reopened the PPP with an initial deadline of March 31,
2021.  On March 30, 2021, President Biden signed the PPP Extension Act of 2021
into law extending the PPP from March 31, 2021, to June 30, 2021.  However, the
SBA did not accept new lender applications for first draw or second draw PPP
loans submitted after May 31, 2021.  During this extension of the PPP, the Bank
approved approximately 1,030 applications for loans covering approximately $115
million in funding as of June 30, 2021.  These PPP loan originations resulted in
approximately $5.4 million in processing fees from the SBA, which are being
recognized as an adjustment to the effective yield over the loan's life.  PPP
processing fees totaling approximately $1.6 million and $2.0 million were
recognized in interest income for the three-month periods ended June 30, 2021
and 2020, respectively.  PPP processing fees totaling approximately $2.3 million
and $2.0 million were recognized in interest income for the six-month periods
ended June 30, 2021 and 2020, respectively.  This includes the amortization of
PPP processing fees received in 2020, which are also being recognized as an
adjustment to the effective yield over the loan's life.  The Bank had unearned
PPP processing fees totaling $5.0 million and $1.9 million as of June 30, 2021
and December 31, 2020, respectively.

                                       35

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Index


During the six months ended June 30, 2021, the Bank received $144 million in
payoffs and reimbursements on PPP loans from the SBA for the amounts forgiven
pursuant to the terms of the PPP.  The Bank had PPP loans outstanding totaling
$126 million and $155 million as of June 30, 2021 and December 31, 2020,
respectively.  Of the $126 million in PPP loans outstanding as of June 30, 2021,
$24 million were originated in the first and second phase of the PPP in 2020.
The Company expects that a significant portion of these loans will be forgiven
during 2021 under the terms of the PPP, as borrowers satisfy the requirement of
applying at least 60% of the loan proceeds to support their payroll expenses.
Loans which do not qualify for the forgiveness will remain on the Bank's books,
subject to the SBA's guarantee.

                                       36

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Index

SUMMARY FINANCIAL DATA



The Company recorded net income of $6,484,000 for the six months ended June 30,
2021, representing an increase of $1,100,000 or 20.4% from net income of
$5,384,000 for the same period in 2020. The Company recorded net income of
$3,306,000 for the three months ended June 30, 2021, representing an increase of
$601,000, or 22.2%, from net income of $2,705,000 for the same period in 2020.

The following tables present a summary of the results for the three and six months ended June 30, 2021 and 2020, and a summary of financial condition at June 30, 2021 and December 31, 2020.



                                             Three Months         Three Months          Six Months           Six Months
                                            Ended June 30,       Ended June 30,       Ended June 30,       Ended June 30,
                                                 2021                 2020                 2021                 2020
(dollars in thousands except for per
share amounts)
For the Period:
Net Income                                 $          3,306     $          2,705     $          6,484     $          5,384
Basic Earnings Per Common Share            $           0.24     $           0.20     $           0.48     $           0.40
Diluted Earnings Per Common Share          $           0.24     $           0.20     $           0.47     $           0.40
Net Income to Average Assets
(annualized)                                           0.73 %               0.70 %               0.74 %               0.75 %
Net Income to Average Equity
(annualized)                                           8.76 %               7.56 %               8.64 %               7.73 %
Average Equity to Average Assets                       8.34 %               9.27 %               8.54 %               9.76 %



                                                                June 30, 2021       December 31, 2020

(in thousands except for ratios)
At Period End:
Total Assets                                                   $     1,834,576     $         1,655,376
Total Investment Securities, at fair value                     $       561,559     $           435,080
Total Loans, Net (including loans held-for-sale)               $       874,056     $           885,020
Total Deposits                                                 $     1,663,227     $         1,478,162
Loan-To-Deposit Ratio                                                     52.6 %                  59.9 %



                                       37

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Index


                        FIRST NORTHERN COMMUNITY BANCORP

  Distribution of Average Statements of Condition and Analysis of Net Interest
                                     Income
                   (in thousands, except percentage amounts)

                                   Three months ended                            Three months ended
                                      June 30, 2021                                 June 30, 2020
                          Average                        Yield/         Average                        Yield/
                          Balance        Interest       Rate (4)        Balance        Interest       Rate (4)
Assets
Interest-earning
assets:
Loans (1)               $   918,149     $   10,474           4.58 %   $   919,301     $    9,702           4.23 %
Certificate of
deposits                     14,198             77           2.18 %        22,486            123           2.19 %
Interest bearing due
from banks                  292,371             67           0.09 %       163,031             36           0.09 %
Investment
securities, taxable         471,995          1,491           1.27 %       324,040          1,667           2.06 %
Investment
securities,
non-taxable (2)              26,041            140           2.16 %        19,929            124           2.50 %
Other interest
earning assets                6,995            103           5.91 %         6,502             83           5.12 %
Total average
interest-earning
assets                    1,729,749         12,352           2.86 %     1,455,289         11,735           3.23 %
Non-interest-earning
assets:
Cash and due from
banks                        38,086                                        35,907
Premises and
equipment, net                6,464                                         6,375
Interest receivable
and other assets             41,338                                        50,343
Total average assets    $ 1,815,637                                   $ 1,547,914

Liabilities and
Stockholders' Equity:
Interest-bearing
liabilities:
Interest-bearing
transaction deposits        425,200             64           0.06 %       347,261             81           0.09 %
Savings and MMDA's          437,113            116           0.11 %       386,804            218           0.23 %
Time, $250,000 or
less                         40,987             35           0.34 %        38,046             57           0.60 %
Time, over $250,000          15,028             16           0.43 %        13,309             29           0.87 %
Total average
interest-bearing
liabilities                 918,328            231           0.10 %       785,420            385           0.20 %
Non-interest-bearing
liabilities:
Federal Home Loan
Bank advances                 2,308                                         5,275
Non-interest-bearing
demand deposits             725,415                                       595,343
Interest payable and
other liabilities            18,240                                        18,358
Total liabilities         1,664,291                                     1,404,396
Total average
stockholders' equity        151,346                                       143,518
Total average
liabilities and
stockholders' equity    $ 1,815,637                                   $ 1,547,914
Net interest income
and net interest
margin (3)                              $   12,121           2.81 %                   $   11,350           3.13 %


(1) Average balances for loans include loans held-for-sale and non-accrual loans

and are net of the allowance for loan losses, but non-accrued interest

thereon is excluded. Loan interest income includes loan fees of approximately

$2,144 and $1,859 for the three months ended June 30, 2021 and 2020,

respectively. Loan fees for the three months ended June 30, 2021 and June

30, 2020 include $1,584 and $1,981 in PPP loan fees recognized, respectively.




(2)     Interest income and yields on tax-exempt securities are not presented on
a taxable-equivalent basis.
(3)     Net interest margin is computed by dividing net interest income by total
average interest-earning assets.
(4)  For disclosure purposes, yield /rates are annualized by dividing the number
     of days in the reported period by 365.



                                       38

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Index


                        FIRST NORTHERN COMMUNITY BANCORP

  Distribution of Average Statements of Condition and Analysis of Net Interest
                                     Income
                   (in thousands, except percentage amounts)

                                    Six months ended                              Six months ended
                                      June 30, 2021                                 June 30, 2020
                          Average                        Yield/         Average                        Yield/
                          Balance        Interest       Rate (4)        Balance        Interest       Rate (4)
Assets
Interest-earning
assets:
Loans (1)               $   913,252     $   19,711           4.35 %   $   836,798     $   18,937           4.54 %
Certificate of
deposits                     15,127            162           2.16 %        20,323            237           2.34 %
Interest bearing due
from banks                  281,154            130           0.09 %       139,268            455           0.66 %
Investment
securities, taxable         448,173          2,977           1.34 %       326,667          3,424           2.10 %
Investment
securities,
non-taxable (2)              26,475            283           2.16 %        18,108            224           2.48 %
Other interest
earning assets                6,739            185           5.54 %         6,538            207           6.35 %
Total average
interest-earning
assets                    1,690,920         23,448           2.80 %     1,347,702         23,484           3.49 %
Non-interest-earning
assets:
Cash and due from
banks                        36,663                                        34,590
Premises and
equipment, net                6,468                                         6,452
Interest receivable
and other assets             38,315                                        43,216
Total average assets    $ 1,772,366                                   $ 1,431,960

Liabilities and
Stockholders' Equity:
Interest-bearing
liabilities:
Interest-bearing
transaction deposits        412,911            120           0.06 %       339,462            239           0.14 %
Savings and MMDA's          423,168            221           0.11 %       365,943            486           0.27 %
Time, $250,000 or
less                         41,780             74           0.36 %        38,475            113           0.59 %
Time, over $250,000          15,319             40           0.53 %        13,459             65           0.97 %
Total average
interest-bearing
liabilities                 893,178            455           0.10 %       757,339            903           0.24 %
Non-interest-bearing
liabilities:
Federal Home Loan
Bank Advances                 3,646                                         2,637
Non-interest-bearing
demand deposits             705,366                                       513,453
Interest payable and
other liabilities            18,812                                        18,799
Total liabilities         1,621,002                                     1,292,228
Total average
stockholders' equity        151,364                                       139,732
Total average
liabilities and
stockholders' equity    $ 1,772,366                                   $ 1,431,960
Net interest income
and net interest
margin (3)                              $   22,993           2.74 %                   $   22,581           3.36 %


(1) Average balances for loans include loans held-for-sale and non-accrual loans

and are net of the allowance for loan losses, but non-accrued interest

thereon is excluded. Loan interest income includes loan fees of approximately

$3,009 and $1,857 for the six months ended June 30, 2021 and 2020,

respectively. Loan fees for the six months ended June 30, 2021 and June 30,

2020 include $2,344 and $1,981 in PPP loan fees recognized, respectively.

(2) Interest income and yields on tax-exempt securities are not presented on a

taxable-equivalent basis.




(3)     Net interest margin is computed by dividing net interest income by total
average interest-earning assets.
(4)  For disclosure purposes, yield /rates are annualized by dividing the number
     of days in the reported period by 365.



                                       39

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Index


                        FIRST NORTHERN COMMUNITY BANCORP

  Distribution of Average Statements of Condition and Analysis of Net Interest
                                     Income
                   (in thousands, except percentage amounts)

                                   Three months ended                            Three months ended
                                      June 30, 2021                                March 31, 2021
                          Average                        Yield/         Average                        Yield/
                          Balance        Interest         Rate          Balance        Interest         Rate
Assets
Interest-earning
assets:
Loans (1)               $   918,149     $   10,474           4.58 %   $   908,301     $    9,237           4.12 %
Certificates of
deposit                      14,198             77           2.18 %        16,065             85           2.15 %
Interest bearing due
from banks                  292,371             67           0.09 %       269,813             63           0.09 %
Investment
securities, taxable         471,995          1,491           1.27 %       424,086          1,486           1.42 %
Investment
securities,
non-taxable (2)              26,041            140           2.16 %        26,915            143           2.15 %
Other interest
earning assets                6,995            103           5.91 %         6,480             82           5.13 %
Total average
interest-earning
assets                    1,729,749         12,352           2.86 %     1,651,660         11,096           2.72 %
Non-interest-earning
assets:
Cash and due from
banks                        38,086                                        35,225
Premises and
equipment, net                6,464                                         6,471
Interest receivable
and other assets             41,338                                        35,258
Total average assets    $ 1,815,637                                   $ 1,728,614

Liabilities and
Stockholders' Equity:
Interest-bearing
liabilities:
Interest-bearing
transaction deposits        425,200             64           0.06 %       400,485             55           0.06 %
Savings and MMDA's          437,113            116           0.11 %       409,068            105           0.10 %
Time, $250,000 and
under                        40,987             35           0.34 %        43,357             40           0.37 %
Time, over $250,000          15,028             16           0.43 %        14,838             24           0.66 %
Total average
interest-bearing
liabilities                 918,328            231           0.10 %       867,748            224           0.10 %
Non-interest-bearing
liabilities:
Federal Home Loan
Bank Advances                 2,308                                         5,000
Non-interest-bearing
demand deposits             725,415                                       684,279
Interest payable and
other liabilities            18,240                                        19,390
Total liabilities         1,664,291                                     1,576,417
Total average
stockholders' equity        151,346                                       152,197
Total average
liabilities and
stockholders' equity    $ 1,815,637                                   $ 1,728,614
Net interest income
and net interest
margin (3)                              $   12,121           2.81 %                   $   10,872           2.67 %


(1) Average balances for loans include loans held-for-sale and non-accrual loans

and are net of the allowance for loan losses, but non-accrued interest is

excluded. Loan interest income includes loan fees of approximately $2,144

and $864 for the three months ended June 30, 2021 and March 31, 2021,

respectively. Loan fees for the three months ended June 30, 2021 and March

31, 2021 include $1,584 and $760 in PPP loan fees recognized, respectively.

(2) Interest income and yields on tax-exempt securities are not presented on a

taxable equivalent basis.

(3) Net interest margin is computed by dividing net interest income by total

average interest-earning assets.

(4) For disclosure purposes, yield/rates are annualized by dividing the number of


    days in the reported period by 365.



                                       40

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  Index
                              Analysis of Changes
                    in Interest Income and Interest Expense
                             (Dollars in thousands)

Following is an analysis of changes in interest income and expense (dollars in
thousands) for the three months ended June 30, 2021 over the three months ended
June 30, 2020, the six months ended June 30, 2021 over the six months ended June
30, 2020, and the three months ended June 30, 2021 over the three months ended
March 31, 2021. Changes not solely due to interest rate or volume have been
allocated proportionately to interest rate and volume.

                             Three Months Ended                         Six Months Ended                        Three Months Ended
                               June 30, 2021                             June 30, 2021                             June 30, 2021
                                    Over                                      Over                                     Over
                             Three Months Ended                         Six Months Ended                        Three Months Ended
                               June 30, 2020                             June 30, 2020                            March 31, 2021
                                  Interest                                 Interest                                   Interest
                    Volume          Rate         Change        Volume        Rate         Change        Volume          Rate         Change

Increase (Decrease) in Interest Income:



Loans              $     (13 )   $      785     $     772     $  1,621     $    (847 )   $     774     $     100     $    1,137     $  1,237
Certificates of
Deposit                  (45 )           (1 )         (46 )        (57 )         (18 )         (75 )         (10 )            2           (8 )
Due From Banks            31              -            31          254          (579 )        (325 )           4              -            4
Investment
Securities -
Taxable                  600           (776 )        (176 )      1,032        (1,479 )        (447 )         162           (157 )          5
Investment
Securities -
Non-taxable               35            (19 )          16           91           (32 )          59            (5 )            2           (3 )
Other Assets               6             14            20            7           (29 )         (22 )           6             15           21
                   $     614     $        3     $     617     $  2,948     $  (2,984 )   $     (36 )   $     257     $      999     $  1,256

Increase (Decrease) in Interest Expense:



Deposits:
Interest-Bearing
Transaction
Deposits           $      14     $      (31 )   $     (17 )   $     42     $    (161 )   $    (119 )   $       9     $        -     $      9
Savings & MMDAs           26           (128 )        (102 )         67          (332 )        (265 )           5              6           11
Time
Certificates              24            (59 )         (35 )         54          (118 )         (64 )          (2 )          (11 )        (13 )

                   $      64     $     (218 )   $    (154 )   $    163     $    (611 )   $    (448 )   $      12     $       (5 )   $      7

Increase
(Decrease) in
Net Interest
Income:            $     550     $      221     $     771     $  2,785     $  (2,373 )   $     412     $     245     $    1,004     $  1,249



                                       41

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Index

CHANGES IN FINANCIAL CONDITION



The assets of the Company set forth in the Unaudited Condensed Consolidated
Balance Sheets reflect a $65,418,000, or 24.5%, increase in cash and cash
equivalents, a $3,920,000, or 23.2%, decrease in certificates of deposit, a
$126,479,000, or 29.1%, increase in investment securities available-for-sale, a
$3,080,000, or 0.4%, decrease in net loans held-for-investment, and a
$7,884,000, or 85.8%, decrease in loans held-for-sale from December 31, 2020 to
June 30, 2021. The increase in cash and cash equivalents was primarily due to an
increase in deposit balances.  The decrease in certificates of deposit was due
to maturities of certificates of deposit and allocating the cash flows from
those maturities towards additional purchases of available-for-sale securities.
The increase in investment securities was due to allocating cash flows from
deposits towards purchases of investment securities.  The decrease in net loans
held-for-investment was primarily due to SBA forgiveness payments on PPP loans
totaling $144 million, which was partially offset by originations of PPP loans
totaling $115 million and commercial real estate loan purchases totaling
approximately $47.3 million.   The decrease in loans held-for-sale was due to
the timing of funding and sale of the loans held-for-sale pipeline.

The liabilities of the Company set forth in the Unaudited Condensed Consolidated
Balance Sheets reflect an increase in total deposits of $185,065,000, or 12.5%,
from December 31, 2020 to June 30, 2021.  The overall increase in total deposits
was primarily attributable to PPP loans originated in the first half of 2021,
new customer relationships gained as a result of our PPP lending activities, and
increased savings rates driven by the economic uncertainties due to the
coronavirus pandemic.

CHANGES IN RESULTS OF OPERATIONS

Interest Income

The Federal Open Market Committee made no changes to the Federal Funds target of 0.00% to 0.25% during the six months ended June 30, 2021.



Interest income on loans for the six months ended June 30, 2021 was up 4.1% from
the same period in 2020, increasing from $18,937,000 to $19,711,000, and was up
8.0% for the three months ended June 30, 2021 over the same period in 2020,
increasing from $9,702,000 to $10,474,000. The increases in interest income were
primarily driven by increased PPP fee recognition, which accelerated due to the
significant paydowns received to date, interest recognized on CARES Act loan
forbearances that were previously not accruing interest, partially offset by
lower yields earned on newly originated loans and loans repricing at lower
rates.  PPP processing fees totaling approximately $2.3 million and $2.0 million
were recognized in interest income for the six-month periods ended June 30, 2021
and 2020, respectively.  PPP processing fees totaling approximately $1.6 million
and $2.0 million were recognized in interest income for the three-month periods
ended June 30, 2021 and 2020, respectively.  The Bank had unearned PPP
processing fees totaling approximately $5.0 million as of June 30, 2021, which
will continue to be recognized over the remaining life of the PPP loans.

In the second quarter of 2020, the Bank made a policy election to cease interest
recognition for loans provided temporary full payment deferrals during the term
of the forbearance period (generally ranging from three to six months) under
Section 4013 of the CARES Act.  Upon completion of the payment forbearance
period, and resumption of performance under the original loan terms, the
foregone interest is capitalized as deferred interest and recognized as a yield
adjustment over the remaining loan term.  Loans on interest-only plans continued
to accrue interest income given continued payment performance over the course of
the forbearance period.  A majority of loans completed their forbearance period
during the fourth quarter of 2020.  One loan for $900,000 was on a principal and
interest forbearance plan at June 30, 2021.  The Bank recognized approximately
$466,000 in deferred interest and a loss of interest income of approximately
$900,000 for the six-month periods ended June 30, 2021 and 2020, respectively.
The Bank recognized approximately $289,000 in deferred interest and a loss of
interest income of approximately $900,000 for the three-month periods ended June
30, 2021 and 2020, respectively.

Interest income on certificates of deposit for the six months ended June 30,
2021 was down 31.7% from the same period in 2020, decreasing from $237,000 to
$162,000, and was down 37.4% for the three months ended June 30, 2021 over the
same period in 2020, decreasing from $123,000 to $77,000. The decrease in
interest income on certificates of deposit for the six months ended June 30,
2021 as compared to the same period a year ago was primarily due to a decrease
in average balances of certificates of deposit and an 18 basis point decrease in
yield on certificates of deposit.  The decrease in interest income on
certificates of deposit for the three months ended June 30, 2021 as compared to
the same period a year ago was primarily due to a decrease in average balances
of certificates of deposit and a 1 basis point decrease in yield on certificates
of deposit.

Interest income on interest-bearing due from banks for the six months ended June
30, 2021 was down 71.4% from the same period in 2020, decreasing from $455,000
to $130,000, and was up 86.1% for the three months ended June 30, 2021 over the
same period in 2020, increasing from $36,000 to $67,000.  This income is
primarily derived from interest on excess reserves held at the Federal
Reserve. The decrease in interest income on interest-bearing due from banks for
the six months ended June 30, 2021 as compared to the same period a year ago was
primarily due to reductions in the Federal Funds Rate in March of 2020 resulting
in a 57 basis point decrease in yield on interest-bearing due from banks, which
was partially offset by an increase in average balances of interest-bearing due
from banks.  The increase in interest income on interest-bearing due from banks
for the three months ended June 30, 2021 as compared to the same period a year
ago was primarily due to an increase in average balances of interest-bearing due
from banks.

                                       42

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Index


Interest income on investment securities available-for-sale for the six months
ended June 30, 2021 was down 10.6% from the same period in 2020, decreasing from
$3,648,000 to $3,260,000, and was down 8.9% for the three months ended June 30,
2021 over the same period in 2020, decreasing from $1,791,000 to $1,631,000.
The decrease in interest income on investment securities for the six months
ended June 30, 2021 as compared to the same period a year ago was primarily due
to a 73 basis point decrease in investment yields, which was partially offset by
an increase in average investment securities.  The decrease in interest income
on investment securities for the three months ended June 30, 2021 as compared to
the same period a year ago was primarily due to a 78 basis point decrease in
investment yields, which was partially offset by an increase in average
investment securities.

Interest income on other earning assets for the six months ended June 30, 2021
was down 10.6% from the same period in 2020, decreasing from $207,000 to
$185,000, and was up 24.1% for the three months ended June 30, 2021 over the
same period in 2020, increasing from $83,000 to $103,000.  This income is
primarily derived from dividends received by the Federal Home Loan Bank. The
decrease in interest income on other assets for the six months ended June 30,
2021 as compared to the same period a year ago was primarily due to an 81 basis
point decrease in yield on other earning assets as a result of decreased FHLB
dividend rates, which was partially offset by an increase in average balances of
other earning assets.  The increase in interest income on other earning assets
for the three months ended June 30, 2021 as compared to the same period a year
ago was primarily due to a 79 basis point increase in yield on other earning
assets and an increase in average balances of other earning assets.

The Company had no Federal Funds sold balances during the three and six months ended June 30, 2021 and June 30, 2020.

Interest Expense



Interest expense on deposits for the six months ended June 30, 2021 was down
49.6% from the same period in 2020, decreasing from $903,000 to $455,000, and
was down 40.0% for the three months ended June 30, 2021 over the same period in
2020, decreasing from $385,000 to $231,000. The decrease in interest expense
during the six months ended June 30, 2021 was primarily due to a 14 basis point
decrease in the Company's average cost of funds, which was partially offset by
an increase in the average balance of interest-bearing liabilities.  The
decrease in interest expense during the three months ended June 30,2021 was
primarily due to a 10 basis point decrease in the Company's average cost of
funds, which was partially offset by an increase in the average balance of
interest-bearing liabilities.

Provision for Loan Losses



Provision for loan losses totaled $300,000 for the six months ended June 30,
2021 compared to $1,450,000 for the same period in 2020. There was no provision
for loan losses for the three months ended June 30, 2021 compared to $800,000
for the same period in 2020. The allowance for loan losses was approximately
$15,379,000 or 1.72% of total loans, at June 30, 2021, compared to $15,416,000,
or 1.73% of total loans, at December 31, 2020. The allowance for loan losses is
maintained at a level considered adequate by management to provide for probable
loan losses inherent in the loan portfolio.

The decrease in the provision for loan losses during the three and six months
ended June 30, 2021 compared to the same period in 2020 was primarily due to
decreases in qualitative factors resulting from an improvement in economic
conditions, which was partially offset by an increase in specific reserves on
impaired loans.

Provision for Unfunded Lending Commitment Losses



Reversal of unfunded lending commitment losses totaled $300,000 for the six
months ended June 30, 2021 compared to provision for unfunded lending commitment
losses of $110,000 for the same period in 2020.  Reversal of unfunded lending
commitment losses totaled $100,000 for the three months ended June 30, 2021
compared to provision for unfunded lending commitment losses of $10,000 for the
same period in 2020.  The decrease was primarily due to a decrease in unfunded
lending commitment balances coupled with decreases in qualitative factors
resulting from an improvement in economic conditions

Provisions for unfunded lending commitment losses are included in non-interest expense in the Condensed Consolidated Statements of Income.

Non-Interest Income

Non-interest income was up 23.6% for the six months ended June 30, 2021 from the same period in 2020, increasing from $3,297,000 to $4,074,000.


                                       43

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Index


The increase was primarily due to increases in service charges on deposit
accounts, gains on sales of loans held-for-sale, loan servicing income, and
debit card income, which was partially offset by decreases in mortgage brokerage
income and increases in losses on sales of available for sale securities.  The
increase in service charges on deposit accounts was primarily due to the Bank's
decision in the prior year to waive overdraft/NSF fees for all business and
consumer customers.  The decision to waive overdraft/NSF fees was in response to
the COVID-19 pandemic and began in March 2020 and expired on August 1, 2020.
The increase in gains on sales of loans held-for-sale was primarily due to an
increase in loan origination volumes as a result of the decline in interest
rates and uptick in refinancing activity.  The increase in loan servicing income
was primarily due to mortgage servicing assets booked coupled with the reversal
of impairment expense recognized on mortgage servicing rights assets primarily
due to a decrease in prepayment rates from December 31, 2020.  The increase in
debit card income was primarily due to an increase in transaction volumes.  The
decrease in mortgage brokerage income was primarily a result of decreased
mortgage brokerage volume.  The increase in losses on sales/calls of
available-for-sale securities was primarily due to the sale of municipal and
agency securities at a net loss during the first half of 2021.

Non-interest income was up 8.3% for the three months ended June 30, 2021 from the same period in 2020, increasing from $1,648,000 to $1,784,000.



The increase was primarily due to increases in service charges on deposit
accounts, loan servicing income, and debit card income, which was partially
offset by decreases in gains on sales of loans held-for-sale and increases in
losses on sales of available for sale securities.  The increase in service
charges on deposit accounts was primarily due to the Bank's decision in the
prior year to waive overdraft/NSF fees for all business and consumer customers
as discussed above.  The increase in loan servicing income was primarily due to
a decrease in impairment expense recognized on mortgage servicing rights.  The
increase in debit card income was primarily due to an increase in transaction
volumes.  The decrease in gains on sales of loans held-for-sale was due to a
decrease in loan origination volumes.  The increase in losses on sales/calls of
available-for-sale securities was primarily due to the sale of agency securities
at a net loss during the second quarter of 2021.

Non-Interest Expenses

Total non-interest expenses were up 4.6% for the six months ended June 30, 2021 from the same period in 2020, increasing from $17,077,000 to $17,857,000.



The increase was primarily due to increases in salaries and employee benefits,
data processing, and other expenses, which was partially offset by decreases in
occupancy and equipment.  The increase in salaries and employee benefits was
primarily due to increased incentive compensation expense as a result of
improved financial performance, which was partially offset by an increase in
capitalization of loan origination costs.  The increase in data processing
expenses was primarily due to costs associated with enhanced IT infrastructure
coupled with the implementation of a digital lending platform for PPP loans
during the first half of 2021.  The increase in other expenses was primarily due
to increases in FDIC assessments and loan collection expenses, which was
partially offset by the reversal of unfunded lending commitment losses.  The
decrease in occupancy and equipment expense was primarily due to the lease
termination of the former trust office in the fourth quarter of 2020 and a
decrease in depreciation expense.

Total non-interest expenses were up 10.0% for the three months ended June 30, 2021 from the same period in 2020, increasing from $8,507,000 to $9,356,000.



The increase was primarily due to increases in salaries and employee benefits,
data processing, and other expenses, which was partially offset by decreases in
occupancy and equipment.  The increase in salaries and employee benefits was
primarily due to increased incentive compensation expense as a result of
improved financial performance.  The increase in data processing expenses was
primarily due to costs associated with enhanced IT infrastructure coupled with
the implementation of a digital lending platform for PPP loans during the first
half of 2021.  The increase in other expenses was primarily due to an increase
in loan collection expenses, which was partially offset by the reversal of
unfunded lending commitment losses.  The decrease in occupancy and equipment
expense was primarily due to decreased rent expense as a result of the lease
termination of the former trust office in the fourth quarter of 2020 and a
decrease in depreciation expense.

                                       44

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Index

The following table sets forth other non-interest expenses by category for the three and six months ended June 30, 2021 and 2020.



                                                                                   (in thousands)
                                                                         Three months
                                                Three months ended           ended           Six months ended       Six months ended
                                                   June 30, 2021         June 30, 2020        June 30, 2021          June 30, 2020
Other non-interest expenses
(Reversal of) provision for unfunded loan
commitments                                     $              (100 )   $            10     $             (300 )   $              110
FDIC assessments                                                120                 130                    255                    130
Contributions                                                    36                  32                     80                     81
Legal fees                                                      123                 125                    173                    209
Accounting and audit fees                                       115                 114                    230                    228
Consulting fees                                                 167                 120                    217                    194
Postage expense                                                  45                  44                     84                     66
Telephone expense                                                38                  31                     68                     59
Public relations                                                 31                  30                     57                     92
Training expense                                                 23                  16                     35                     43
Loan origination expense                                         94                  65                    120                    110
Computer software depreciation                                   17                  17                     33                     34
Sundry losses                                                   114                  15                    169                     79
Loan collection expense                                         365                  68                    595                    102
Minibank interchange fees                                       141                 107                    270                    242
Other non-interest expense                                      388                 313                    714                    573

Total other non-interest expenses               $             1,717     $         1,237     $            2,800     $            2,352



Income Taxes

The Company's tax rate, the Company's income before taxes and the amount of tax
relief provided by non-taxable earnings affect the Company's provision for
income taxes.  Provision for income taxes increased 23.3% for the six months
ended June 30, 2021 from the same period in 2020, increasing from $1,967,000 to
$2,426,000, and increased 26.1% for the three months ended June 30, 2021 from
the same period in 2020, increasing from $986,000 to $1,243,000.  The increase
in provision for income taxes was primarily due to an increase in pre-tax
income.  The effective tax rate was 27.2% and 26.8% for the six months ended
June 30, 2021 and June 30, 2020, respectively.

Off-Balance Sheet Commitments

The following table shows the distribution of the Company's undisbursed loan commitments at the dates indicated.



                                           (in thousands)

                                June 30, 2021       December 31, 2020

Undisbursed loan commitments   $       178,389     $           189,097
Standby letters of credit                3,122                   1,731
Commitments to sell loans                  190                   1,052
                               $       181,701     $           191,880



The reserve for unfunded lending commitments amounted to $650,000 and $950,000
as of June 30, 2021 and December 31, 2020, respectively. The reserve for
unfunded lending commitments is included in other liabilities on the Condensed
Consolidated Balance Sheets.  See Note 7 of the Notes to Condensed Consolidated
Financial Statements of this Form 10-Q, "Financial Instruments with Off-Balance
Sheet Risk," for additional information.

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Index

Asset Quality



The Company manages asset quality and credit risk by maintaining diversification
in its loan portfolio and through review processes that include analysis of
credit requests and ongoing examination of outstanding loans and delinquencies,
with particular attention to portfolio dynamics and loan mix. The Company
strives to identify loans experiencing difficulty early enough to correct the
problems, to record charge-offs promptly based on realistic assessments of
collectability and current collateral values and to maintain an adequate
allowance for loan losses at all times.  Asset quality reviews of loans and
other non-performing assets are administered using credit risk-rating standards
and criteria similar to those employed by state and federal banking regulatory
agencies. The federal bank regulatory agencies utilize the following definitions
for assets adversely classified for supervisory purposes:

• Substandard Assets - A substandard asset is inadequately protected by the

current sound 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 distinct possibility that the institution will sustain some loss if the

deficiencies are not corrected.

• Doubtful Assets - An asset classified doubtful has all the weaknesses inherent

in one classified 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 or improbable.

Other Real Estate Owned and loans rated Substandard and Doubtful are deemed "classified assets". This category, which includes both performing and non-performing assets, receives an elevated level of attention regarding collection.



The following tables summarize the Company's non-accrual loans net of guarantees
of the State of California and U.S. Government by loan category at June 30, 2021
and December 31, 2020:

                                       At June 30, 2021

At December 31, 2020


                             Gross        Guaranteed         Net          Gross        Guaranteed         Net
(in thousands)

Commercial                 $      28     $          -     $      28     $     363     $         63     $     300
Commercial real estate         6,570               28         6,542         4,875               34         4,841
Agriculture                    9,130                -         9,130         9,130                -         9,130
Residential mortgage             144                -           144           153                -           153
Residential construction           -                -             -             -                -             -
Consumer                         685                -           685           690                -           690
Total non-accrual loans    $  16,557     $         28     $  16,529     $  15,211     $         97     $  15,114



It is generally the Company's policy to discontinue interest accruals once a
loan is past due for a period of 90 days as to interest or principal payments
unless the loan is well secured and in process of collection. When a loan is
placed on non-accrual, interest accruals cease and uncollected accrued interest
is reversed and charged against current income. Payments received on non-accrual
loans are applied against principal. A loan may only be restored to an accruing
basis when it again becomes well secured and in the process of collection or all
past due amounts have been collected or there is an extended period of positive
performance and a high probability that the loan will continue to pay according
to original terms.

Non-accrual loans amounted to $16,557,000 at June 30, 2021 and were comprised of
one commercial loan totaling $28,000, four commercial real estate loans totaling
$6,570,000, three agriculture loans totaling $9,130,000, one residential
mortgage loan totaling $144,000, and three consumer loans totaling
$685,000. Non-accrual loans amounted to $15,211,000 at December 31, 2020 and
were comprised of four commercial loans totaling $363,000, three commercial real
estate loans totaling $4,875,000, three agriculture loans totaling $9,130,000,
one residential mortgage loan totaling $153,000 and five consumer loans totaling
$690,000. If the loan is considered collateral dependent, it is generally the
Company's policy to charge-off the portion of any non-accrual loan that the
Company does not expect to collect by writing the loan down to the estimated net
realizable value of the underlying collateral.

Loans for which it is probable that payment of interest and principal will not
be made in accordance with the contractual terms of the loan agreement are
considered impaired.  Nonaccrual loans, which are non-performing impaired loans,
totaled $16,557,000 and $15,211,000 as of June 30, 2021 and December 31, 2020,
respectively.  A restructuring of a loan can constitute a TDR if the Company for
economic or legal reasons related to the borrower's financial difficulties
grants a concession to the borrower that it would not otherwise consider. A loan
that is restructured as a TDR is considered an impaired loan. Performing
impaired loans, which consisted of loans modified as TDRs, totaled $840,000 and
$2,260,000 at June 30, 2021 and December 31, 2020, respectively. The Company
expects to collect all principal and interest due from performing impaired
loans. These loans are not on non-accrual status. The majority of the
non-performing impaired loans, in management's opinion, were adequately
collateralized based on recently obtained appraised property values or were
guaranteed by a governmental entity. See "Allowance for Loan Losses" below for
additional information. No assurance can be given that the existing or any
additional collateral will be sufficient to secure full recovery of the
obligations owed under these loans.

                                       46

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Index


On March 22, 2020, the Federal bank regulatory agencies issued joint guidance
advising that the agencies have confirmed with the staff of the Financial
Accounting Standards Board that short-term modifications due to COVID-19, made
on a good faith basis to borrowers who were current prior to relief, are not
TDRs.  The CARES Act also provided relief from TDR classification for certain
COVID-19 loan modifications.  In December 2020, the Consolidated Appropriations
Act, 2021 was signed into law. Section 541 of this legislation, "Extension of
Temporary Relief From Troubled Debt Restructurings and Insurer
Clarification," extends Section 4013 of the CARES Act to the earlier of January
1, 2022 or 60 days after the termination of the national emergency declared
relating to COVID-19.  The Bank elected not to classify modifications that meet
the criteria under either the CARES Act or the criteria specified by the
regulatory agencies as TDRs.

As the following table illustrates, total non-performing assets, net of
guarantees of the State of California and U.S. Government, including its
agencies and its government-sponsored agencies, increased $1,415,000, or 9.4%,
to $16,529,000 during the first six months of 2021. Non-performing assets, net
of guarantees, represented 0.9% of total assets at June 30, 2021.

                                    At June 30, 2021

At December 31, 2020


                          Gross        Guaranteed         Net          Gross        Guaranteed         Net
(dollars in
thousands)

Non-accrual loans       $  16,557     $         28     $  16,529     $  15,211     $         97     $  15,114
Loans 90 days past
due and still
accruing                        -                -             -             -                -             -

Total non-performing
loans                      16,557               28        16,529        15,211               97        15,114
Other real estate
owned                           -                -             -             -                -             -
Total non-performing
assets                  $  16,557     $         28     $  16,529     $ 

15,211 $ 97 $ 15,114



Non-performing loans
(net of guarantees)
to total loans                                               1.9 %                                        1.7 %
Non-performing assets
(net of guarantees)
to total assets                                              0.9 %                                        0.9 %
Allowance for loan
and lease losses to
non-performing loans
(net of guarantees)                                         93.0 %                                      102.0 %


The Company had no loans 90 days or more past due and still accruing at June 30, 2021 and December 31, 2020.



Excluding the non-performing loans cited previously, loans totaling $5,231,000
and $11,878,000 were classified as substandard or doubtful loans, representing
potential problem loans at June 30, 2021 and December 31, 2020, respectively. In
Management's opinion, the potential loss related to these problem loans was
sufficiently covered by the Bank's existing loan loss reserve (Allowance for
Loan Losses) at June 30, 2021 and December 31, 2020. The ratio of the Allowance
for Loan Losses to total loans at June 30, 2021 and December 31, 2020 was 1.72%
and 1.73%, respectively.

Other real estate owned ("OREO") consists of property that the Company has
acquired by deed in lieu of foreclosure or through foreclosure proceedings, and
property that the Company does not hold title to but is in actual control of,
known as in-substance foreclosure. The estimated fair value of the property is
determined prior to transferring the balance to OREO. The balance transferred to
OREO is the estimated fair value of the property less estimated cost to
sell. Impairment may be deemed necessary to bring the book value of the loan
equal to the appraised value. Appraisals or loan officer evaluations are then
conducted periodically thereafter charging any additional impairment to the
appropriate expense account. The Company had no OREO as of June 30, 2021 and
December 31, 2020.

                                       47

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Index

Allowance for Loan Losses



The Company's Allowance for Loan Losses is maintained at a level believed by
management to be adequate to provide for loan and other credit losses that can
be reasonably anticipated. The allowance is increased by provisions charged to
operating expense and reduced by net charge-offs. The Company contracts with
vendors for credit reviews of the loan portfolio as well as considers current
economic conditions, loan loss experience, and other factors in determining the
adequacy of the reserve balance. The allowance for loan losses is based on
estimates, and actual losses may vary from current estimates.

The following table summarizes the Allowance for Loan Losses of the Company during the six months ended June 30, 2021 and 2020, and for the year ended December 31, 2020:



                   Analysis of the Allowance for Loan Losses
               (Amounts in thousands, except percentage amounts)

                                                         Six months ended            Year ended
                                                             June 30,               December 31,
                                                       2021           2020              2020

Balance at beginning of period                       $  15,416      $  12,356      $       12,356
Provision for loan losses                                  300          1,450               3,050
Loans charged-off:
Commercial                                                (347 )         (184 )              (212 )
Commercial Real Estate                                       -              -                   -
Agriculture                                                  -              -                   -
Residential Mortgage                                         -              -                   -
Residential Construction                                     -              -                   -
Consumer                                                    (6 )          (13 )               (15 )

Total charged-off                                         (353 )         (197 )              (227 )

Recoveries:
Commercial                                                   8             12                 201
Commercial Real Estate                                       -              -                   -
Agriculture                                                  -              -                   -
Residential Mortgage                                         -              -                   -
Residential Construction                                     -              -                   -
Consumer                                                     8             10                  36

Total recoveries                                            16             22                 237

Net charge-offs                                           (337 )         (175 )                10

Balance at end of period                             $  15,379      $  13,631      $       15,416

Ratio of net charge-offs to average loans
outstanding during the period (annualized)               (0.07 %)       (0.04 %)             0.00 %
Allowance for loan losses
To total loans at the end of the period                   1.72 %         1.36 %              1.73 %
To non-performing loans, net of guarantees at the
end of the period                                         93.0 %         84.4 %             102.0 %



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Deposits



Deposits are one of the Company's primary sources of funds.  At June 30, 2021,
the Company had the following deposit mix: 26.9% in savings and MMDA deposits,
3.3% in time deposits, 25.1% in interest-bearing transaction deposits and 44.7%
in non-interest-bearing transaction deposits. At December 31, 2020, the Company
had the following deposit mix: 26.1% in savings and MMDA deposits, 3.8% in time
deposits, 26.4% in interest-bearing transaction deposits and 43.7% in
non-interest-bearing transaction deposits. Non-interest-bearing transaction
deposits increase the Company's net interest income by lowering its cost of
funds.

The Company obtains deposits primarily from the communities it serves. The
Company believes that no material portion of its deposits has been obtained from
or is dependent on any one person or industry.  The Company accepts deposits in
excess of $250,000 from customers.

Maturities of time certificates of deposits of over $250,000 outstanding at June 30, 2021 and December 31, 2020 are summarized as follows:



                                          (in thousands)
                               June 30, 2021       December 31, 2020
Three months or less          $         4,762     $             5,110
Over three to twelve months             3,910                   5,877
Over twelve months                      5,760                   3,656
Total                         $        14,432     $            14,643


Liquidity and Capital Resources



In order to serve our market area and comply with banking regulations, the
Company must maintain adequate liquidity and adequate capital. Liquidity is
measured by various ratios, in management's opinion, the most common being the
ratio of net loans to deposits (including loans held-for-sale). This ratio was
52.6% on June 30, 2021. In addition, on June 30, 2021, the Company had the
following short-term investments (based on remaining maturity and/or next
repricing date): $14,744,000 in securities due within one year or less; and
$123,383,000 in securities due in one to five years.

To meet unanticipated funding requirements, the Company maintains short-term
unsecured lines of credit with other banks which totaled $122,000,000 at June
30, 2021. Additionally, the Company has a line of credit with the FHLB, with a
remaining borrowing capacity at June 30, 2021 of $285,452,000; credit
availability is subject to certain collateral requirements.

The Company's primary source of liquidity on a stand-alone basis is dividends from the Bank. Dividends from the Bank are subject to regulatory restrictions.



In July 2013, the FRB and the other U.S. federal banking agencies adopted final
rules making significant changes to the U.S. regulatory capital framework for
U.S. banking organizations and to conform this framework to the guidelines
published by the Basel Committee known as the Basel III Global Regulatory
Framework for Capital and Liquidity.  The Basel Committee is a committee of
banking supervisory authorities from major countries in the global financial
system which formulates broad supervisory standards and guidelines relating to
financial institutions for implementation on a country-by-country basis.  These
rules adopted by the FRB and the other federal banking agencies (the U.S. Basel
III Capital Rules) replaced the federal banking agencies' general risk-based
capital rules, advanced approaches rule, market risk rule, and leverage rules,
in accordance with certain transition provisions.

Banks, such as First Northern, became subject to the final rules on January 1,
2015.  The final rules implement higher minimum capital requirements, include a
new common equity Tier 1 capital requirement, and establish criteria that
instruments must meet in order to be considered common equity Tier 1 capital,
additional Tier 1 capital, or Tier 2 capital.  The final rules provide for
increased minimum capital ratios as follows: (a) a common equity Tier 1 capital
ratio of 4.5%; (b) a Tier 1 capital ratio of 6%; (c) a total capital ratio of
8%; and (d) a Tier 1 leverage ratio to average consolidated assets of 4%.  Under
these rules, in order to avoid certain limitations on capital distributions,
including dividend payments and certain discretionary bonus payments to
executive officers, a banking organization must hold a capital conservation
buffer composed of common equity Tier 1 capital above its minimum risk-based
capital requirements (equal to 2.5% of total risk-weighted assets).  The capital
conservation buffer is designed to absorb losses during periods of economic
stress.

Pursuant to the EGRRCPA, the FRB adopted a final rule, effective August 31,
2018, amending the Small Bank Holding Company and Savings and Loan Holding
Company Policy Statement (the "policy statement") to increase the consolidated
assets threshold to qualify to utilize the provisions of the policy statement
from $1 billion to $3 billion. Bank holding companies, such as the Company, are
subject to capital adequacy requirements of the FRB; however, bank holding
companies which are subject to the policy statement are not subject to
compliance with the regulatory capital requirements until they hold $3 billion
or more in consolidated total assets. As a consequence, as of December 31, 2018,
the Company was not required to comply with the FRB's regulatory capital
requirements until such time that its consolidated total assets equal $3 billion
or more or if the FRB determines that the Company is no longer deemed to be a
small bank holding company. However, if the Company had been subject to these
regulatory capital requirements, it would have exceeded all regulatory
requirements.

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Index


In August of 2020, the Federal banking agencies adopted the final version of the
community bank leverage ratio framework rule (the "CBLR"), implementing two
interim final rules adopted in April of 2020.  The rule provides an optional,
simplified measure of capital adequacy.  Under the optional CBLR framework, the
CBLR will be 8.5 percent through calendar year 2021 and 9 percent thereafter.
The rule is applicable to all non-advanced approaches FDIC-supervised
institutions with less than $10 billion in total consolidated assets.  Banks not
electing the CBLR framework will continue to be subject to the generally
applicable risk-based capital rule.  At the present time, the Company and the
Bank do not intend to elect to use the CBLR framework.

As of June 30, 2021, the Bank's capital ratios exceeded applicable regulatory requirements. The following table presents the capital ratios for the Bank, compared to the regulatory standards for well-capitalized depository institutions, as of June 30, 2021.



                                                                (amounts in 

thousands except percentage amounts)


                                                                       Actual                             Well Capitalized
                                                                                                               Ratio
                                                           Capital                    Ratio                 Requirement
Leverage                                             $           148,149                    8.18 %                      5.0 %
Common Equity Tier 1                                 $           148,149                   16.24 %                      6.5 %
Tier 1 Risk-Based                                    $           148,149                   16.24 %                      8.0 %
Total Risk-Based                                     $           159,610                   17.50 %                     10.0 %




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