This discussion and analysis reviews our consolidated financial statements and
other relevant statistical data and is intended to enhance your understanding of
our financial condition and results of operations. The information in this
section has been derived from the Consolidated Financial Statements and notes
thereto which are included in Item 8 of this Form 10-K. You should read the
information in this section in conjunction with the business and financial
information regarding us as provided in this Form 10-K.

Financial Highlights

(Dollars in thousands)                                                           June 30,
                                                              2022                 2021                 2020

Selected financial condition data
Total assets                                             $ 3,549,204          $ 3,524,723          $ 3,722,852
Cash and cash equivalents                                    105,119               50,990              121,622
Commercial paper, net                                        194,427              189,596              304,967
Certificates of deposit in other banks                        23,551               40,122               55,689
Debt securities available for sale, at fair value            126,978              156,459              127,537
Loans, net of ACL and deferred loan costs                  2,734,605            2,697,799            2,741,047
Deposits                                                   3,099,761            2,955,541            2,785,756
Borrowings                                                         -              115,000              475,000
Stockholders' equity                                         388,845              396,519              408,263


                                       26

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(Dollars in thousands, except per share data)                          Year 

Ended June 30,


                                                            2022               2021               2020

Selected operations data
Total interest and dividend income                      $ 116,114          $ 118,733          $ 136,254
Total interest expense                                      5,340             15,411             32,150
Net interest income                                       110,774            103,322            104,104
Provision (benefit) for credit losses                        (592)            (7,135)             8,500
Net interest income after provision (benefit) for
credit losses                                             111,366            110,457             95,604
Service charges and fees on deposit accounts                9,462              9,083              9,382
Loan income and fees                                        3,185              2,208              2,494
Gain on sale of loans held for sale                        12,876             17,352              9,946
BOLI income                                                 2,000              2,156              2,246

Operating lease income                                      6,392              5,601              3,356
Gain on sale of debt securities                             1,895                  -                  -
Other                                                       3,386              3,421              2,908
Total noninterest income                                   39,196             39,821             30,332
Total noninterest expense                                 105,184            131,182             97,129
Income before income taxes                                 45,378             19,096             28,807
Income tax expense                                          9,725              3,421              6,024
Net income                                              $  35,653          $  15,675          $  22,783
Net income per common share
Basic                                                   $    2.27          $    0.96          $    1.34
Diluted                                                 $    2.23          $    0.94          $    1.30


                                                                   At or For the Year Ended June 30,
                                                               2022                2021               2020

Performance ratios Return on assets (ratio of net income to average total assets)

                                                         1.01   %            0.42  %            0.63  %

Return on equity (ratio of net income to average equity) 9.00

         3.88               5.54
Tax equivalent yield on earning assets(1)                       3.58                3.49               4.13
Rate paid on interest-bearing liabilities                       0.23                0.57               1.18
Tax equivalent average interest rate spread(1)                  3.35                2.92               2.95
Tax equivalent net interest margin(1)(2)                        3.42                3.04               3.17
Average interest-earning assets to average
interest-bearing liabilities                                  138.30              128.01             122.10
Noninterest expense to average total assets                     2.97                3.55               2.70
Efficiency ratio                                               70.14               91.64              72.25
Efficiency ratio - adjusted(3)                                 69.25               74.08              71.62
Asset quality ratios
Nonperforming assets to total assets(4)                         0.18   %            0.36  %            0.44  %
Nonperforming loans to total loans(4)                           0.22                0.46               0.58
Total classified assets to total assets                         0.61                0.64               0.84

Allowance for credit losses to nonperforming loans(4) 566.83

       281.38             176.30
Allowance for credit losses to total loans                      1.25                1.30               1.01
Net charge-offs to average loans                               (0.02)               0.01               0.07
Capital ratios
Equity to total assets at end of period                        10.96   %           11.25  %           10.97  %
Tangible equity to total tangible assets(3)                    10.31               10.59              10.33
Average equity to average assets                               11.20               10.91              11.46
Dividend payout ratio                                          15.30               32.01              19.98
Dividends declared per common share                       $     0.35

$ 0.31 $ 0.27




(1)The weighted average rate for municipal leases is adjusted for a 24% combined
federal and state tax rate since the interest from these leases is tax exempt.
(2)Net interest income divided by average interest-earning assets.
(3)See "GAAP Reconciliation of Non-GAAP Financial Measures" section below for
additional details.
(4)Nonperforming assets and loans include nonaccruing loans, consisting of
certain restructured loans, and REO. There were no accruing loans more than 90
days past due at the dates indicated. At June 30, 2022, there were $2.8 million
of restructured loans included in nonperforming loans and $3.8 million, or
62.5%, of nonperforming loans were current on their loan payments.
                                       27
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GAAP Reconciliation of Non-GAAP Financial Measures



We believe the non-GAAP financial measures included above provide useful
information to management and investors that is supplementary to our financial
condition, results of operations and cash flows computed in accordance with US
GAAP; however, we acknowledge that our non-GAAP financial measures have a number
of limitations. The following reconciliation tables provide detailed analyses of
these non-GAAP financial measures.

Set forth below is a reconciliation to US GAAP of our efficiency ratio:



(Dollars in thousands)                                                  Year Ended June 30,
                                                             2022               2021               2020
Noninterest expense                                      $ 105,184          $ 131,182          $  97,129

Less: branch closure and restructuring expenses                  -              1,513                  -
Less: officer transition agreement expense                   1,795                  -                  -
Less: prepayment penalties on borrowings                         -             22,690                  -
Noninterest expense - adjusted                           $ 103,389

$ 106,979 $ 97,129



Net interest income                                      $ 110,774          $ 103,322          $ 104,104
Plus: tax equivalent adjustment                              1,231              1,267              1,190
Plus: noninterest income                                    39,196             39,821             30,332

Less: gain on sale of securities available for sale 1,895

         -                  -
Net interest income plus noninterest income - adjusted   $ 149,306          $ 144,410          $ 135,626
Efficiency ratio                                             70.14  %           91.64  %           72.25  %
Efficiency ratio - adjusted                                  69.25  %           74.08  %           71.62  %

Set forth below is a reconciliation to US GAAP of tangible book value and tangible book value per share:



(Dollars in thousands, except per share data)                                     June 30,
                                                              2022                  2021                  2020
Total stockholders' equity                               $    388,845          $    396,519          $    408,263
Less: goodwill, core deposit intangibles, net of taxes         25,710                25,902                26,468
Tangible book value(1)                                   $    363,135          $    370,617          $    381,795
Common shares outstanding                                  15,591,466            16,636,483            17,021,357
Book value per share                                     $      24.94          $      23.83          $      23.99
Tangible book value per share                            $      23.29          $      22.28          $      22.43

(1) Tangible book value is equal to total stockholders' equity less goodwill and core deposit intangibles, net of related deferred tax liabilities.



Set forth below is a reconciliation to US GAAP of tangible equity to tangible
assets:

(Dollars in thousands)                                                               June 30,
                                                                  2022                 2021                 2020
Tangible equity(1)                                           $   363,135          $   370,617          $   381,795
Total assets                                                   3,549,204            3,524,723            3,722,852
Less: goodwill, core deposit intangibles, net of taxes            25,710               25,902               26,468
Total tangible assets                                        $ 3,523,494          $ 3,498,821          $ 3,696,384
Tangible equity to tangible assets                                 10.31  %             10.59  %             10.33  %


(1)  Tangible equity (or tangible book value) is equal to total stockholders'
equity less goodwill and core deposit intangibles, net of related deferred tax
liabilities.


Overview

The following discussion and analysis presents the more significant factors that
affected our financial condition as of June 30, 2022 and 2021 and results of
operations for each of the years in the three-year period then ended. Refer to
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" included in our Annual Report on Form 10-K filed with the SEC on
September 10, 2021 (the "2021 Form 10-K") for a discussion and analysis of the
more significant factors that affected periods prior to fiscal year 2021.

Our primary source of pre-tax income is net interest income. Net interest income
is the difference between interest income, which is the income that we earn on
our loans and investments, and interest expense, which is the interest that we
pay on our deposits and borrowings. Changes in levels of interest rates affect
our net interest income.

A secondary source of income is noninterest income, which includes revenue we
receive from providing products and services, including service charges and fees
on deposit accounts, loan income and fees, gains on the sale of loans held for
sale, BOLI income, and operating lease income.

                                       28
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An offset to net interest income is the provision for credit losses which is
required to establish the ACL at a level that adequately provides for current
expected credit losses inherent in our loan portfolio, off balance sheet
commitments, and available for sale debt securities. See "Note 1 - Summary of
Significant Accounting Policies" of the Notes to the Consolidated Financial
Statements included in Item 8 of this Form 10-K for further discussion.

Our noninterest expenses consist primarily of salaries and employee benefits,
expenses for occupancy, marketing and computer services, and FDIC deposit
insurance premiums. Salaries and benefits consist primarily of the salaries and
wages paid to our employees, payroll taxes, expenses for retirement, and other
employee benefits. Occupancy expenses, which are the fixed and variable costs of
buildings and equipment, consist primarily of lease payments, property taxes,
depreciation charges, maintenance, and costs of utilities.

Critical Accounting Policies and Estimates



Certain of our accounting policies are important to the portrayal of our
financial condition, since they require management to make difficult, complex,
or subjective judgments, some of which may relate to matters that are inherently
uncertain. Estimates associated with these policies are susceptible to material
changes as a result of changes in facts and circumstances which include, but are
not limited to, changes in interest rates, changes in the performance of the
economy, and changes in the financial condition of borrowers. The following
represents our critical accounting policy:

Allowance for Credit Losses, or ACL, on Loans. The ACL reflects our estimate of
credit losses that will result from the inability of our borrowers to make
required loan payments. We charge off loans against the ACL and subsequent
recoveries, if any, increase the ACL when they are recognized. We use a
systematic methodology to determine our ACL for loans held for investment and
certain off-balance sheet credit exposures. The ACL is a valuation account that
is deducted from the amortized cost basis to present the net amount expected to
be collected on the loan portfolio. We consider the effects of past events,
current conditions, and reasonable and supportable forecasts on the
collectability of the loan portfolio. The estimate of our ACL involves a high
degree of judgment; therefore, our process for determining expected credit
losses may result in a range of expected credit losses. Our ACL recorded on the
balance sheet reflects our best estimate within the range of expected credit
losses. We recognize in net income the amount needed to adjust the ACL for
management's current estimate of expected credit losses. Our ACL is calculated
using collectively evaluated and individually evaluated loans.

Recent Accounting Pronouncements

For a discussion of recent accounting pronouncements, see "Note 1 - Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements in Item 8 of this report on Form 10-K for further discussion.

Fiscal 2022 Items of Note



Beginning July 1, 2021, the Bank brought its back-office SBA loan servicing
process in-house to provide additional servicing fee and gain on sale income. In
aggregate, our approach is designated to lead to increased profitability and
franchise value over time.

Fiscal 2021 Items of Note

On July 1, 2020, we adopted the CECL accounting standard in accordance with ASU
2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit
Losses on Financial Instruments." The cumulative effect adjustment from this
change in accounting policy resulted in an increase in our ACL for loans of
$14.8 million, additional deferred tax assets of $3.9 million, additional
reserve for unfunded loan commitments of $2.3 million, and a reduction to
retained earnings of $13.4 million. In addition, an ACL for commercial paper was
established for $250,000 with a deferred tax asset of $58,000. The adoption of
this ASU did not have an effect on available-for-sale debt securities for the
year ended June 30, 2021.

On June 15, 2021, we announced a plan to close nine branches in North Carolina,
Tennessee, and Virginia. The branch closures were part of our ongoing strategic
initiatives to respond to changing customer preferences and were expected to
reduce operating expenses and provide additional company-wide efficiencies. The
branch closure and restructuring expenses recognized for the year ended June 30,
2021 included costs associated with impacted employees, impairment of an
operating lease asset, the write-down of branch facilities, and other net costs.
All applicable regulatory requirements were met and the branch closures occurred
on September 16, 2021.

In the third and fourth quarters, the Company prepaid its remaining $475 million in long-term debt incurring a prepayment penalty of $22.7 million. No such expenses were incurred in 2022.

Comparison of Results of Operations for the Years Ended June 30, 2022 and June 30, 2021



Net Income. Net income totaled $35.7 million, or $2.23 per diluted share, for
the year ended June 30, 2022 compared to $15.7 million, or $0.94 per diluted
share, for the year ended June 30, 2021, an increase of $20.0 million, or
127.5%. The results for the year ended June 30, 2022 compared to the year ended
June 30, 2021 were positively impacted by higher net interest income and no
prepayment penalties on borrowings, partially offset by a lower benefit for
credit losses. Details of the changes in the various components of net income
are further discussed below.

                                       29
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Net Interest Income. The following table presents the distribution of average
assets, liabilities and equity, as well as interest income on average
interest-earning assets and interest expense paid on average interest-bearing
liabilities. All average balances are daily average balances. Nonaccruing loans
have been included in the table as loans carrying a zero yield.

                                                                                                                           Year Ended June 30,
                                                                      2022                                                         2021                                                         2020
                                                Average             Interest                                 Average             Interest                                 Average             Interest
                                                Balance             Earned/              Yield/              Balance             Earned/              Yield/              Balance             Earned/              Yield/
(Dollars in thousands)                        Outstanding           Paid(2)             Rate(2)            Outstanding           Paid(2)             Rate(2)            Outstanding           Paid(2)             Rate(2)

Assets:
Interest-earning assets:
Loans receivable (1)                         $ 2,809,673          $ 110,834                 3.94  %       $ 2,819,180          $ 113,065                 4.01  %       $ 2,748,124          $ 123,364                 4.49  %
Commercial paper                                 232,676              1,721                 0.74  %           217,457              1,206                 0.55  %           276,343              5,986                 2.17  %
Debt securities available for sale               122,558              1,802                 1.47  %           137,863              2,024                 1.47  %           150,249              3,687                 2.45  %
Other interest-earning assets(3)                 114,458              2,988                 2.61  %           266,783              3,705                 1.39  %           150,984              4,407                 2.92  %
Total interest-earning assets                  3,279,365            117,345                 3.58  %         3,441,283            120,000                 3.49  %         3,325,700            137,444                 4.13  %
Other assets                                     258,550                                                      257,111                                                      265,376
Total assets                                 $ 3,537,915                                                  $ 3,698,394                                                  $ 3,591,076
Liabilities and equity:
Interest-bearing liabilities:
Interest-bearing checking accounts           $   646,370          $   1,378                 0.21  %       $   609,754          $   1,552                 0.25  %       $   457,455          $   1,627                 0.36  %
Money market accounts                            996,876              1,406                 0.14  %           882,252              1,699                 0.19  %           767,315              6,910                 0.90  %
Savings accounts                                 227,452                163                 0.07  %           211,192                155                 0.07  %           166,588                195                 0.12  %
Certificate accounts                             457,186              2,313                 0.51  %           568,284              5,964                 1.05  %           764,013             14,105                 1.85  %
Total interest-bearing deposits                2,327,884              5,260                 0.23  %         2,271,482              9,370                 0.41  %         2,155,371             22,837                 1.06  %
Borrowings                                        43,376                 80                 0.18  %           416,822              6,041                 1.45  %           568,377              9,313                 1.64  %
Total interest-bearing liabilities             2,371,260              5,340                 0.23  %         2,688,304             15,411                 0.57  %         2,723,748             32,150                 1.18  %
Noninterest-bearing deposits                     724,588                                                      550,265                                                      365,634
Other liabilities                                 45,834                                                       56,315                                                       90,247
Total liabilities                              3,141,682                                                    3,294,884                                                    3,179,629
Stockholders' equity                             396,233                                                      403,510                                                      411,447
Total liabilities and stockholders' equity   $ 3,537,915                                                  $ 3,698,394                                                  $ 3,591,076

Net earning assets                           $   908,105                                                  $   752,979                                                  $   601,952
Average interest-earning assets to average        138.30  %                                                    128.01  %                                                    122.10  %
interest-bearing liabilities
Tax-equivalent:
Net interest income                                               $ 112,005                                                    $ 104,589                                                    $ 105,294
Interest rate spread                                                                        3.35  %                                                      2.92  %                                                      2.95  %
Net interest margin(4)                                                                      3.42  %                                                      3.04  %                                                      3.17  %
Non-tax-equivalent:
Net interest income                                               $ 110,774                                                    $ 103,322                                                    $ 104,104
Interest rate spread                                                                        3.32  %                                                      2.88  %                                                      2.92  %
Net interest margin(4)                                                                      3.38  %                                                      3.00  %                                                      3.13  %


(1)  The average loans receivable, net balances include loans held for sale and
nonaccruing loans.
(2)  Interest income used in the average interest/earned and yield calculation
includes the tax equivalent adjustment of $1.2 million, $1.3 million, and $1.2
million for fiscal years ended June 30, 2022, 2021, and 2020, respectively,
calculated based on a combined federal and state tax rate of 24% for all three
years.
(3)  The average other interest-earning assets consists of FRB stock, FHLB
stock, SBIC investments, and deposits in other banks.
(4)  Net interest income divided by average interest-earning assets.
                                       30
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Total interest and dividend income for the year ended June 30, 2022 decreased
$2.6 million, or 2.2%, compared to the year ended June 30, 2021, which was
driven by a $2.2 million, or 2.0%, decrease in interest income on loans, a
$222,000, or 11.0%, decrease in interest income on debt securities available for
sale, and a $718,000, or 19.4%, decrease in interest income on other
interest-earning assets, partially offset by a $515,000, or 42.7%, increase in
interest income on commercial paper. The decline in interest income on loans was
partially driven by a decline in PPP interest and fee income of $754,000
year-over-year.

Total interest expense for the year ended June 30, 2022 decreased $10.1 million,
or 65.3%, compared to the year ended June 30, 2021. The decrease was driven by a
$6.0 million, or 98.7%, decrease in interest expense on borrowings and a $4.1
million, or 43.9%, decrease in interest expense on deposits compared to last
year. The overall average cost of funds decreased 34 basis points compared to
last year primarily due to the prepayment of long-term borrowings in the prior
year and reduced market rates.

The following table shows the effects that changes in average balances (volume) and average interest rates (rate) had on the interest earned on our interest-earning assets and interest-bearing liabilities:



                                                                                   Years Ended June 30,
                                                      2022 Compared to 2021                                   2021 Compared to 2020
                                                  Increase/                                               Increase/
                                                 (Decrease)                     Total                     (Decrease)                     Total
                                                   Due to                     Increase/                     Due to                     Increase/
(Dollars in thousands)                    Volume             Rate            (Decrease)           Volume              Rate            (Decrease)
Interest-earning assets
Loans receivable                        $   (381)         $ (1,850)

$ (2,231) $ 3,190 $ (13,489) $ (10,299) Commercial paper

                              84               431                 515            (1,276)            (3,504)             (4,780)
Debt securities available for sale          (225)                3                (222)             (303)            (1,360)             (1,663)
Other interest-earning assets             (2,115)            1,398                (717)            3,382             (4,084)               (702)
Total interest-earning assets             (2,637)              (18)             (2,655)            4,993            (22,437)            (17,444)
Interest-bearing liabilities
Interest-bearing checking accounts            93              (267)               (174)              541               (616)                (75)
Money market accounts                        221              (514)               (293)            1,035             (6,246)             (5,211)
Savings accounts                              12                (4)                  8                52                (92)                (40)
Certificate accounts                      (1,166)           (2,485)             (3,651)           (3,612)            (4,529)             (8,141)
Borrowings                                (5,412)             (549)             (5,961)           (2,484)              (788)             (3,272)

Total interest-bearing liabilities $ (6,252) $ (3,819) $ (10,071) $ (4,468) $ (12,271) $ (16,739) Net decrease in tax equivalent interest income

$    7,416                                               $     (705)


Provision (Benefit) for Credit Losses. The provision (benefit) for credit losses
is the amount of expense that, based on our judgment, is required to maintain
the ACL at an appropriate level under the CECL model. The determination of the
ACL is complex and involves a high degree of judgment and subjectivity. Refer to
"Note 1 - Summary of Significant Accounting Policies" of the Notes to the
Consolidated Financial Statements included in Item 8 of this Form 10-K for
detailed discussion regarding ACL methodologies for available for sale debt
securities, loans held for investment and unfunded commitments.

The following table presents a breakdown of the components of the provision (benefit) for credit losses:



                                           Year Ended June 30,                               2022 vs 2021                           2021 vs 2020
(Dollars in thousands)           2022              2021              2020                $                   %                   $                   %
Provision (benefit) for
credit losses
Loans                         $ (1,473)         $ (7,270)         $ 8,500          $     5,797               (80) %       $    (15,770)             (186) %
Off-balance sheet credit
exposure                           981                35                -                  946             2,703                    35               100
Commercial paper                  (100)              100                -                 (200)             (200)                  100               100
Total provision (benefit) for
credit losses                 $   (592)         $ (7,135)         $ 8,500          $     6,543               (92) %       $    (15,635)             (184) %


For the year ended June 30, 2022, the "loans" portion of the provision was
primarily the result of a slight improvement in the economic forecast, as more
clarity was gained regarding the impact of COVID-19 upon the loan portfolio. The
provision for off-balance sheet credit exposures increased $946,000, or 2,703%,
primarily as the result of loan growth and changes in the loan mix and
qualitative adjustments.

For available for sale debt securities in an unrealized loss position, the
Company evaluates the securities to determine whether the decline in the fair
value below the amortized cost basis (impairment) is due to credit-related
factors or noncredit-related factors. Any impairment that is not credit related
is recognized in other comprehensive income, net of applicable taxes.
Credit-related impairment is recognized as an ACL on the balance sheet, limited
to the amount by which the amortized cost basis exceeds the fair value, with a
corresponding adjustment to earnings. At June 30, 2022 and 2021, the Company
determined that noncredit-related factors were the cause those available for
sale securities

                                       31
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in an unrealized loss position. Therefore, the Company carried no ACL at those
respective dates and there was no credit loss expense recognized by the Company
during the years ended June 30, 2022 and 2021.

See further discussion in the "Allowance for Credit Losses" section below.

Noninterest Income. Noninterest income for the year ended June 30, 2022 decreased $625,000, or 1.6%, year-over-year. Changes in selected components of noninterest income are discussed below:



                                            Year Ended June 30,                               2022 vs 2021                          2021 vs 2020
(Dollars in thousands)           2022              2021              2020                 $                   %                  $                  %
Noninterest income
Service charges and fees on
deposit accounts              $  9,462          $  9,083          $  9,382          $       379                 4  %       $      (299)              (3) %
Loan income and fees             3,185             2,208             2,494                  977                44                 (286)             (11)
Gain on sale of loans held
for sale                        12,876            17,352             9,946               (4,476)              (26)               7,406               74
BOLI income                      2,000             2,156             2,246                 (156)               (7)                 (90)              (4)
Operating lease income           6,392             5,601             3,356                  791                14                2,245               67
Gain on sale of debt
securities available for sale    1,895                 -                 -                1,895               100                    -                -
Other                            3,386             3,421             2,908                  (35)               (1)                 513               18
Total noninterest income      $ 39,196          $ 39,821          $ 30,332          $      (625)               (2) %       $     9,489               31  %


•Loan income and fees: The increase in loan income and fees was primarily due to
approximately $1.3 million in SBA servicing income, the result of bringing the
servicing of these loans in-house effective July 1, 2021 as indicated in the
"Fiscal 2022 Items of Note" section above.

•Gain on sale of loans held for sale: The decrease in the gain on sale of loans
held for sale was primarily driven by decreases in the volume of residential
mortgage loans and SBA commercial loans sold during the period as a result of
rising interest rates. During the year ended June 30, 2022, $263.0 million of
residential mortgage loans originated for sale were sold with gains of $6.4
million compared to $406.5 million sold with gains of $10.5 million in the prior
year. There were $54.7 million of sales of the guaranteed portion of SBA
commercial loans with recorded gains of $5.4 million in the current year
compared to $66.1 million sold with gains of $6.1 million in the prior year. The
Company sold $120.0 million of HELOCs during the current year for a gain of
$791,000 compared to $110.8 million sold and gains of $724,000 in the prior
year. Lastly, $11.5 million of indirect auto finance loans were sold out of the
held for investment portfolio during the current year for a gain of $205,000. No
such sales occurred in the prior year.

•Operating lease income: The increase in operating lease income year-over-year
is a result of increases in lease originations and higher outstanding balances
in the current year.

•Gain on sale of debt securities available for sale: The increase in the gain
was driven by the sale of seven trust preferred securities during the quarter
ended June 30, 2022 which had previously been written down to zero through
purchase accounting adjustments from a merger in a prior period. No other
securities were sold during the periods presented.

Noninterest Expense. Noninterest expense for the year ended June 30, 2022 decreased $26.0 million, or 19.8%, year-over-year. Changes in selected components of noninterest expense are discussed below:



                                              Year Ended June 30,                                2022 vs 2021                            2021 vs 2020
(Dollars in thousands)             2022               2021              2020                  $                   %                   $             

%

Noninterest expense Salaries and employee benefits $ 59,591 $ 62,956 $ 56,709 $ (3,365)

               (5) %       $      6,247               11  %
Occupancy expense, net             9,692              9,521             9,228                   171                 2                   293                3
Computer services                  9,761              9,607             8,153                   154                 2                 1,454               18
Telephone, postage and
supplies                           2,754              3,122             3,275                  (368)              (12)                 (153)        

(5)


Marketing and advertising          2,583              1,626             1,872                   957                59                  (246)        

(13)


Deposit insurance premiums         1,712              1,799               900                   (87)               (5)                  899              100
REO related expense, net             588                582             1,475                     6                 1                  (893)             (61)
Core deposit intangible
amortization                         250                735             1,421                  (485)              (66)                 (686)             (48)

Branch closure and
restructuring expenses                 -              1,513                 -                (1,513)             (100)                1,513              100
Officer transition agreement
expense                            1,795                  -                 -                 1,795               100                     -                -
Prepayment penalties on
borrowings                             -             22,690                 -               (22,690)             (100)               22,690              100
Other                             16,458             17,031            14,096                  (573)               (3)                2,935        

21


Total noninterest expense      $ 105,184          $ 131,182          $ 97,129          $    (25,998)              (20) %       $     34,053               35  %


                                       32

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•Salaries and employee benefits: As indicated in the "Fiscal 2021 Items of Note"
section above, the decrease in salaries and employee benefits was primarily the
result of branch closures and lower mortgage banking incentive pay as a result
of the reduction of the volume of originations.

•Marketing and advertising: The increase in marketing and advertising was primarily the result of less media advertising in the prior period during the pandemic.



•Branch closure and restructuring expenses: See explanation in the "Fiscal 2021
Items of Note" section above. No such expenses were incurred in the other two
periods presented.

•Officer transition agreement expense: In May 2022, the Company entered into an
amended and restated employment and transition agreement with the Company's
Chairman and CEO. As part of this agreement, the full amount of the estimated
separation payment was accrued in 2022. No such expenses were incurred in the
other two periods presented.

•Prepayment penalties on borrowings: See explanation in the "Fiscal 2021 Items
of Note" section above. No such expenses were incurred in the other two periods
presented.

Income Taxes. The amount of income tax expense is influenced by the amount of
pre-tax income, the amount of tax-exempt income, changes in the statutory rate
and the effect of changes in valuation allowances maintained against deferred
tax benefits. Income tax expense for the year ended June 30, 2022 increased $6.3
million, or 184.3%, to $9.7 million from $3.4 million in the prior year as a
result of higher taxable income. The effective tax rate for fiscal 2022 and
fiscal 2021 was 21.4% and 17.9%, respectively. The higher effective tax rate in
the current year compared to the prior year was driven by a comparable amount of
tax-exempt income in each period, compared to a higher pre-tax book income in
fiscal 2022. For more information on income taxes and deferred taxes, see "Note
11 - Income Taxes" of the Notes to the Consolidated Financial Statements
included in Item 8 of this Form 10-K.

Comparison of Financial Condition at June 30, 2022 and June 30, 2021

Assets. Total assets were $3.5 billion at both June 30, 2022 and 2021, an increase of $24.5 million, or 0.7%, year-over-year, the components of which are discussed below.



Debt Securities Available for Sale. Debt securities available for sale decreased
$29.5 million, or 18.8%, to $127.0 million at June 30, 2022. The following table
illustrates the changes in the fair value of the portfolio.

                                    June 30,                     Change
(Dollars in thousands)        2022           2021             $            %

U.S. government agencies   $  18,459      $  19,073      $    (614)       (3) %
MBS, residential              47,233         43,404          3,829         9
Municipal bonds                5,558          9,551         (3,993)      (42)
Corporate bonds               55,728         84,431        (28,703)      (34)
Total                      $ 126,978      $ 156,459      $ (29,481)      (19) %

The overall year-over-year decrease in the portfolio was the result of maturities, calls, and paydowns of the underlying securities, the proceeds of which were re-invested in interest-bearing deposits.






















                                       33

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The composition and contractual maturities of our debt securities portfolio as
of June 30, 2022 is indicated in the following table. Maturities are based on
the final contractual payment dates, and do not reflect the impact of
prepayments or early redemptions that may occur. Weighted average yields were
calculated using amortized cost on a fully-taxable equivalent basis. The Company
did not hold any tax-exempt debt securities as of June 30, 2022.

                                                                        Over 1 year        Over 5 to 10
(Dollars in thousands)                           1 year or less         to 5 years             years            Over 10 years           Total

U.S. government agencies
Book value                                      $       3,993          $   15,000          $       -           $          -          $  18,993
Fair value                                              3,998              14,461                  -                      -             18,459
Weighted average yield                                   2.51  %             0.28  %               -   %                  -  %            0.75  %
MBS, residential
Book value                                             15,428               5,845             17,590                  9,514             48,377
Fair value                                             15,363               5,753             16,955                  9,162             47,233
Weighted average yield                                   2.47  %             1.23  %            2.02   %               2.57  %            2.17  %
Municipal bonds
Book value                                              2,007               2,492              1,046                      -              5,545
Fair value                                              2,013               2,509              1,036                      -              5,558
Weighted average yield                                   4.37  %             3.84  %            3.78   %                  -  %            4.02  %
Corporate bonds
Book value                                             29,350              22,833              5,001                      -             57,184
Fair value                                             28,945              22,048              4,735                      -             55,728
Weighted average yield                                   1.76  %             1.18  %            3.38   %                  -  %            1.67  %
Total
Book value                                      $      50,778          $   46,170          $  23,637           $      9,514          $ 130,099
Fair value                                      $      50,319          $   44,771          $  22,726           $      9,162          $ 126,978
Weighted average yield                                   2.14  %             1.04  %            2.38   %               2.57  %            1.82  %


Total Loans, Net of Deferred Loan Fees and Costs. Loans held for investment
totaled $2.8 billion at June 30, 2022 compared to $2.7 billion at June 30, 2021,
an increase of $36,028 or 1.3%. The following table illustrates the changes
within the portfolio.

                                                                                                                           Percent of Total
                                                  June 30,                                Change                               June 30,
(Dollars in thousands)                    2022                 2021                 $                 %                2022                2021
Commercial real estate loans
Construction and land development    $   291,202          $   179,427          $ 111,775               62  %               11  %               7  %
Commercial real estate - owner
occupied                                 335,658              324,350             11,308                3                  12                 12
Commercial real estate - non-owner
occupied                                 662,159              727,361            (65,202)              (9)                 24                 27
Multifamily                               81,086               90,565             (9,479)             (10)                  3                  3
Total commercial real estate loans     1,370,105            1,321,703             48,402                4                  50                 49
Commercial loans
Commercial and industrial                192,652              141,341             51,311               36                   7                  5
Equipment finance                        394,541              317,920             76,621               24                  14                 12
Municipal leases                         129,766              140,421            (10,655)              (8)                  5                  5
PPP loans                                    661               46,650            (45,989)             (99)                  -                  2
Total commercial loans                   717,620              646,332             71,288               11                  26                 24
Residential real estate loans
Construction and land development         81,847               66,027             15,820               24                   2                  2
One-to-four family                       354,203              406,549            (52,346)             (13)                 13                 15
HELOCs                                   160,137              169,201             (9,064)              (5)                  6                  6
Total residential real estate loans      596,187              641,777            (45,590)              (7)                 21                 23
Consumer loans                            85,383              123,455            (38,072)             (31)                  3                  4
Loans, net of deferred loan fees and
costs                                $ 2,769,295          $ 2,733,267          $  36,028                1  %              100  %             100  %




                                       34

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The principal categories of our loan portfolio are discussed below.

Commercial Real Estate - Construction and Land Development. We originate
residential construction and development loans for the construction of
single-family residences, condominiums, townhouses, and residential
developments. Our commercial construction development loans are for the
development of business properties, including multi-family, retail,
office/warehouse, and office buildings. Our land, lots, and development loans
are predominately for the purchase or refinance of unimproved land held for
future residential development, improved residential lots held for speculative
investment purposes and for the future construction of one-to-four family
(speculative and pre-sold) or commercial real estate.

Our expansion into larger metro markets combined with experienced commercial real estate relationship managers, credit officers, and a construction risk management group to better manage construction risk, has resulted in the purposeful growth of this portfolio. Unfunded commitments at June 30, 2022 totaled $143.4 million compared to $131.8 million at June 30, 2021.



Land acquisition and development loans are included in the construction and
development loan portfolio and include completed residential lots where the
borrower was not the developer, commercial improved and raw land for future
development, and residential development loans. Residential development loans
are made to developers for the purpose of acquiring raw land for the subsequent
development and sale of residential lots. Such loans typically finance land
purchase and infrastructure development of properties (i.e. roads, utilities,
etc.) into residential lots for sale. The end buyer for the majority of these
lots are local, regional, and national builders for the ultimate construction of
residential units. The primary source of repayment is the sale of the lots or
improved parcels of land, while personal guarantees may serve as secondary
sources. These loans are generally secured by property in our primary market
areas. In addition, these loans are secured by a first lien on the property, are
generally limited to 65% of the lower of the acquisition price or the appraised
value of the unimproved land and 75% of the improved land. Residential
acquisition and development loans are generally paid out within three years
unless there are multiple phases to the development.

The Bank provides funding to a number of builders for the construction of both
speculative and pre-sold 1-4 family homes. Speculative construction loans are
made to home builders and are termed "speculative" because the home builder does
not have, at the time of loan origination, a signed contract with a home buyer
who has a commitment for permanent financing with either us or another lender
for the finished home. Loans to finance the construction of speculative
single-family homes are generally offered to experienced builders with a proven
track record of performance. These loans require payment of interest-only during
the construction phase. Unfunded commitments were $74.6 million at June 30, 2022
and $70.1 million at June 30, 2021.

Commercial vertical construction loans are offered on an adjustable or fixed
interest rate basis. Adjustable interest rate loans typically include a floor
and ceiling interest rate and are indexed to The Wall Street Journal prime rate,
plus or minus an interest rate margin. The initial construction period for owner
occupied loans is generally limited to 12 to 24 months from the date of
origination versus a construction and stabilization period for non-owner
occupied loans of 24 to 36 months, both with amortization terms up to 25 years.
Construction-to-permanent loans generally include a balloon maturity of five
years or less; however, balloon maturities of greater than five years are
allowed on a limited basis depending on factors such as property type,
amortization term, lease terms, pricing, or the availability of credit
enhancements. Construction loan proceeds are disbursed based on the percent
completion of budget as documented by periodic third-party inspections. The
maximum loan-to-value limit applicable to these loans is generally 80% of the
appraised post-construction value.

Commercial Real Estate Lending, including Multifamily. We originate commercial
real estate loans, including loans secured by office buildings, retail/wholesale
facilities, hotels, industrial facilities, medical and professional buildings,
churches, and multifamily residential properties located primarily in our market
areas. The average outstanding loan size in our commercial real estate portfolio
was $796,000 as of June 30, 2022.

We offer both fixed- and adjustable-rate commercial real estate loans. Our
commercial real estate mortgage loans generally include a balloon maturity of
five years or less. Amortization terms are generally limited to 20 years.
Adjustable rate-based loans typically include a floor and ceiling interest rate
and are indexed to The Wall Street Journal prime rate, the one-month LIBOR, or
the one-month term SOFR, plus or minus an interest rate margin and rates
generally adjust daily. The maximum loan-to-value ratio for commercial real
estate loans is generally up to 80% on purchases and refinances.

Commercial - Commercial and Industrial Loans. We typically offer commercial and
industrial loans to businesses located in our primary market areas. These loans
are primarily originated as conventional loans to business borrowers, which
include lines of credit, term loans, and letters of credit. These loans are
typically secured by collateral and are used for general business purposes,
including working capital financing, equipment financing, capital investment,
and general investments. Loan terms typically vary from one to five years. The
interest rates on such loans are either fixed rate or adjustable rate indexed to
The Wall Street Journal prime rate plus a margin.

We originate commercial business loans made under the SBA 7(a) and USDA B&I
programs to small businesses located throughout the country. Loans made by the
Bank under the SBA 7(a) and USDA B&I programs generally are made to small
businesses to provide working capital needs, to refinance existing debt or to
provide funding for the purchase of businesses, real estate, machinery, and
equipment. These loans generally are secured by a combination of assets that may
include receivables, inventory, furniture, fixtures, equipment, business real
property, commercial real estate and sometimes additional collateral such as an
assignment of life insurance and a lien on personal real estate owned by the
guarantor(s). Typical maturities for this type of loan vary up to twenty-five
years and can be thirty years in some circumstances. Under the SBA 7(a) and USDA
B&I loan program the loans carry a government guaranty up to 90% of the loan in
some cases. SBA 7(a) and USDA B&I loans will normally be adjustable rate loans
based upon The Wall Street Journal prime lending rate. Under the loan programs,
we will typically sell in the

                                       35
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secondary market the guaranteed portion of these loans to generate noninterest income and retain the related unguaranteed portion of these loans.



In March 2022, the Company began purchasing commercial small business loans
originated by a fintech partner. At June 30, 2022, the outstanding balance of
these loans totaled $17.5 million, or 0.6% of our loan portfolio. The credit
risk characteristics of these loans are different from the remainder of the
portfolio as they were not originated by the Company and the collateral may be
located outside the Company's market area. The Company will continue to monitor
the performance of these loans and adjust the allowance for credit losses as
necessary.

Commercial - Equipment Finance. Our Equipment Finance line of business offers
companies that are purchasing equipment for their business various products to
help manage tax and accounting issues, while offering flexible and customizable
repayment terms. These products are primarily made up of commercial finance
agreements and commercial loans for transportation, construction, healthcare,
and manufacturing equipment. The loans have terms ranging from 24 to 84 months,
with an average of five years and are secured by the financed equipment. Typical
transaction sizes range from $25,000 to $1.0 million, with an average
outstanding loan size of $130,000.

Commercial - Municipal Leases. We offer ground and equipment lease financing to
fire departments located primarily throughout North Carolina, South Carolina
and, to a lesser extent, Virginia. Municipal leases are secured primarily by a
ground lease in our name with a sublease to the borrower for a fire station or
an equipment lease for fire trucks and firefighting equipment. We originate and
underwrite all leases prior to funding. These leases are at a fixed rate of
interest and may have a term to maturity of up to 20 years. At June 30, 2022,
$44.4 million, or 34.2%, of our municipal leases were secured by fire trucks,
$48.8 million, or 37.6%, were secured by fire stations, $31.7 million, or 24.5%,
were secured by both, with the remaining $4.9 million, or 3.7%, secured by
miscellaneous firefighting equipment and land. At June 30, 2022, the average
outstanding municipal lease size was $423,000.

Residential Real Estate - Construction and Land Development. We are an active
originator of construction-to-permanent loans to homeowners building a
residence. In addition, we originate land/lot loans predominately for the
purchase or refinance of an improved lot for the construction of a residence to
be occupied by the borrower. All of our construction and land/lot loans were
made on properties located within our market area. At June 30, 2022, unfunded
loan commitments totaled $94.9 million, compared to $75.7 million at June 30,
2021.

Construction-to-permanent loans are made for the construction of a one-to-four
family property which is intended to be occupied by the borrower as either a
primary or secondary residence. Construction-to-permanent loans are originated
to the homeowner rather than the homebuilder and are structured to be converted
to a first lien fixed- or adjustable-rate permanent loan at the completion of
the construction phase. During the construction phase, which typically lasts for
six to 12 months, we make periodic inspections of the construction site and loan
proceeds are disbursed directly to the contractors or borrowers as construction
progresses. Typically, disbursements are made in monthly draws during the
construction period. Loan proceeds are disbursed based on a percentage of
completion. Construction-to-permanent loans require payment of interest only
during the construction phase. Construction loans may be originated up to 95% of
the cost or of the appraised value upon completion, whichever is less; however,
we generally do not originate construction loans which exceed the lower of 80%
loan to cost or appraised value without securing adequate private mortgage
insurance or other form of credit enhancement such as the Federal Housing
Administration or other governmental guarantee.

Included in our construction and land/lot loan portfolio are land/lot loans,
which are typically loans secured by developed lots in residential subdivisions
located in our market areas. We originate these loans to individuals intending
to construct their primary or secondary residence on the lot within one year
from the date of origination. This portfolio may also include loans for the
purchase or refinance of unimproved land that is generally less than or equal to
five acres, and for which the purpose is to commence the improvement of the land
and construction of an owner occupied primary or secondary residence within one
year from the date of loan origination.

Land/lot loans are typically originated in an amount up to 70% of the lower of
the purchase price or appraisal, are secured by a first lien on the property,
for up to a 20-year term, require payments of interest only and are structured
with an adjustable rate of interest on terms similar to our one-to-four family
residential mortgage loans.

Residential Real Estate - One-to-Four Family. We originate loans secured by
first mortgages on one-to-four family residences typically for the purchase or
refinance of owner occupied primary or secondary residences located primarily in
our market areas. We originate both fixed-rate loans and adjustable-rate loans;
however, the majority of our one-to-four family residential loans are originated
with fixed rates and have terms of 10 to 30 years. We generally originate fixed
rate mortgage loans with terms greater than 10 years for sale to various
secondary market investors on a servicing released basis. We also originate
adjustable-rate mortgage, or ARM, loans which have interest rates that adjust
annually to the yield on U.S. Treasury securities adjusted to a constant
one-year maturity plus a margin. Most of our ARM loans are hybrid loans, which
after an initial fixed rate period of one, five, seven, or 10 years will convert
to an annual adjustable interest rate for the remaining term of the loan. Our
ARM loans have terms up to 30 years.

Residential Real Estate - Home Equity Lines of Credit. Our HELOCs consist
primarily of adjustable-rate lines of credit. The lines of credit may be
originated in amounts, together with the amount of the existing first mortgage,
typically up to 85% of the value of the property securing the loan (less any
prior mortgage loans) with an adjustable-rate of interest based on The Wall
Street Journal prime rate plus a margin. HELOCs generally have up to a 10-year
draw period and amounts may be reborrowed after payment at

                                       36
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any time during the draw period. Once the draw period has lapsed, the payment is
amortized over a 15-year period based on the loan balance at that time. At June
30, 2022, unfunded commitments on these lines of credit totaled $313.0 million.

Consumer Lending. Our consumer loans consist of loans secured by deposit
accounts or personal property such as automobiles, boats, and motorcycles, as
well as unsecured consumer debt. This portfolio includes indirect auto finance
installment contracts sourced through our relationships with automobile
dealerships, both manufacturer franchised dealerships and independent
dealerships, who utilize our origination platform to provide automotive
financing through installment contracts on new and used vehicles. At June 30,
2022, the outstanding balance of indirect auto finance loans was $79.1 million.

The following table details the contractual maturity ranges of our loan
portfolio without factoring in scheduled payments or potential prepayments. Loan
balances do not include undisbursed loan proceeds, unearned discounts, unearned
income and ACL. In addition, we have disclosed those loans with predetermined
(fixed) and floating interest rates at June 30, 2022.

                                                                                         After 5 but
                                                                   After 1 but            Within 15
(Dollars in thousands)                    1 Year or Less          Within 5 Years            Years              Over 15 Years             Total

Commercial real estate loans Construction and land development $ 90,315 $ 133,645 $ 67,242 $

            -          $   291,202
Commercial real estate - owner occupied          16,902                203,875              101,510                  13,371              335,658
Commercial real estate - non-owner
occupied                                         45,589                369,632              241,600                   5,338              662,159
Multifamily                                       6,706                 38,934               32,601                   2,845               81,086
Total commercial real estate loans              159,512                746,086              442,953                  21,554            1,370,105
Commercial loans
Commercial and industrial                        43,459                 93,289               54,534                   1,370              192,652
Equipment finance                                 5,143                308,187               81,211                       -              394,541
Municipal leases                                  9,883                 21,122               72,000                  26,761              129,766
PPP loans                                            56                    518                   87                       -                  661
Total commercial loans                           58,541                423,116              207,832                  28,131              717,620
Residential real estate loans
Construction and land development                   162                    996                2,202                  78,487               81,847
One-to-four family                                6,416                 55,577               83,656                 208,554              354,203
HELOCs                                            4,617                  8,459                8,814                 138,247              160,137
Total residential real estate loans              11,195                 65,032               94,672                 425,288              596,187
Consumer loans                                    1,962                 59,619               23,492                     310               85,383
Total loans                             $       231,210          $   

1,293,853 $ 768,949 $ 475,283 $ 2,769,295



Commercial real estate loans
Fixed rate loans                        $        37,323          $     

484,053 $ 89,558 $ 2,845 $ 613,779 Adjustable rate loans

                           122,189                262,033              353,395                  18,709              756,326
Commercial loans
Fixed rate loans                                 17,640                412,046              170,205                  27,980              627,871
Adjustable rate loans                            40,901                 11,070               37,627                     151               89,749
Residential real estate loans
Fixed rate loans                                  2,854                 46,852               62,530                 148,472              260,708
Adjustable rate loans                             8,341                 18,180               32,142                 276,816              335,479
Consumer loans
Fixed rate loans                                  1,962                 56,535               23,492                     310               82,299
Adjustable rate loans                                 -                  3,084                    -                       -                3,084
Total fixed rate loans                  $        59,779          $     

999,486 $ 345,785 $ 179,607 $ 1,584,657 Total adjustable rate loans

$       171,431          $     

294,367 $ 423,164 $ 295,676 $ 1,184,638




Nonperforming Assets. Nonperforming assets include nonaccrual loans, TDRs that
haven't performed for a sufficient period of time, and REO. Loans are placed on
nonaccrual status when the collection of principal and/or interest becomes
doubtful or other factors involving the loan warrant placing the loan on
nonaccrual status. TDRs are loans which have renegotiated loan terms to assist
borrowers who are unable to meet the original terms of their loans. Such
modifications to loan terms may include a below market interest rate, a
reduction in principal balance, or a longer term to maturity. Once a nonaccruing
TDR has performed according to its modified terms for six months and the
collection of principal and interest under the revised terms is deemed probable,
the TDR is removed from nonaccrual status.



                                       37
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Total nonperforming assets were $6.3 million, or 0.18% of total assets, at June
30, 2022, compared to $12.8 milion, or 0.36% of total assets, at June 30, 2021.
The following table sets forth the composition of our nonperforming assets among
our different asset categories as of June 30, 2022 and 2021.

                                                                          June 30,
(Dollars in thousands)                                               2022          2021
Nonaccruing loans
Commercial real estate loans
Construction and land development                                 $    67       $    482
Commercial real estate - owner occupied                               706   

3,265


Commercial real estate - non-owner occupied                             5   

208


Multifamily                                                           103   

3,542


Total commercial real estate loans                                    881          7,497
Commercial loans
Commercial and industrial                                           1,951             49
Equipment finance                                                     270            630
Municipal leases                                                        -              -
PPP loans                                                               -              -
Total commercial loans                                              2,221            679
Residential real estate loans
Construction and land development                                     137             22
One-to-four family                                                  1,773          2,625
HELOCs                                                                724            929
Total residential real estate loans                                 2,634          3,576
Consumer                                                              384            854
Total nonaccruing loans                                           $ 6,120       $ 12,606

Total foreclosed assets                                           $   200            188
Total nonperforming assets                                        $ 6,320       $ 12,794
Total nonperforming assets as a percentage of total assets           0.18  

% 0.36 %




The significant decrease from June 30, 2021 was primarily a result of the payoff
of two commercial real estate loan relationships totaling $5.1 million during
the period. The ratio of nonperforming loans to total loans was 0.22% at June
30, 2022 and 0.46% at June 30, 2021. Performing TDRs that were excluded from
nonaccruing loans totaled $9.8 million and $11.1 million at June 30, 2022 and
June 30, 2021, respectively.

Allowance for Credit Losses on Loans. The ACL is a valuation account that
reflects our estimation of the credit losses that will result from the inability
of our borrowers to make required loan payments. The allowance is maintained
through provisions for credit losses that are charged to earnings in the period
they are established. We charge losses on loans against the ACL when we believe
the collection of loan principal is unlikely. Recoveries on loans previously
charged off are added back to the allowance. See "Note 1 - Summary of
Significant Accounting Policies" of the Notes to the Consolidated Financial
Statements included in Item 8 of this Form 10-K for discussion of our ACL
methodology on loans.



















                                       38

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The following table summarizes the distribution of the allowance for credit losses by loan category at the dates indicated.


                                                                                                 June 30,
                                                                    2022                                                           2021
                                            Allocated            % of Loan                                 Allocated            % of Loan
(Dollars in thousands)                      Allowance            Portfolio           ACL to Loans          Allowance            Portfolio           ACL to Loans
Commercial real estate loans
Construction and land development         $    4,402                     11  %             0.16  %       $    1,801                      7  %             0.07  %
Commercial real estate - owner occupied        3,038                     12                0.11               3,295                     12              

0.12


Commercial real estate - non-owner
occupied                                       5,589                     24                0.20               9,296                     27                0.34
Multifamily                                      385                      3                0.01                 692                      3                0.03
Total commercial real estate loans            13,414                     50                0.48              15,084                     49                0.56
Commercial loans
Commercial and industrial                      5,083                      7                0.18               2,592                      5                0.09
Equipment finance                              6,651                     14                0.24               6,537                     12                0.24
Municipal leases                                 302                      5                0.01                 534                      5                0.02
PPP loans                                          -                      -                   -                   -                      2                   -
Total commercial loans                        12,036                     26                0.43               9,663                     24                0.35
Residential real estate loans
Construction and land development              1,052                      2                0.04                 812                      2                0.03
One-to-four family                             4,673                     13                0.17               5,409                     15                0.20
HELOCs                                         1,886                      6                0.07               1,964                      6                0.07
Total residential real estate loans            7,611                     21                0.28               8,185                     23                0.30
Consumer loans                                 1,629                      3                0.06               2,536                      4                0.09
Total loans                               $   34,690                    100  %             1.25  %       $   35,468                    100  %             1.30  %


                                                                        At

or For the Year Ended June 30,


                                                                          2022                     2021
Asset quality ratios
Nonaccruing loans to total loans(1)                                           0.22  %                  0.46  %
ACL to nonaccruing loans(1)                                                 566.83                   281.38
Net charge-offs (recoveries) to average loans                                (0.02)                    0.01


(1)  At June 30, 2022, $2.8 million of restructured loans were included in
nonaccruing loans and $3.8 million, or 62.5%, of nonaccruing loans were current
on their loan payments. At June 30, 2021, $5.5 million of restructured loans
were included in nonaccruing loans and $6.6 million, or 52.6%, of nonaccruing
loans were current on their loan payments.

The ACL on loans decreased $778,000, or 2.2%, between June 30, 2022 and 2021 and
there was a net benefit for credit losses on loans of $1.5 million for the year
ended June 30, 2022, compared to a net benefit of $7.3 million for fiscal year
2021. The net benefit on loans for the year ended June 30, 2022 was primarily
the result of a slight improvement in the economic forecast, as more clarity was
gained regarding the impact of COVID-19 upon the loan portfolio.

Our individually evaluated loans are comprised of loans meeting certain
thresholds, on nonaccrual status, and all TDRs, whether performing or on
nonaccrual status under their restructured terms. Individually evaluated loans
may be evaluated for reserve purposes using either the cash flow or the
collateral valuation method. As of June 30, 2022, there were $5.3 million in
loans individually evaluated compared to $8.8 million at June 30, 2021. For more
information on these individually evaluated loans, see "Note 5 - Loans and
Allowance for Credit Losses on Loans" of the Notes to the Consolidated Financial
Statements included in Item 8 of this Form 10-K.

The following table summarizes net charge-offs (recoveries) to average loans outstanding by loan category as of the dates indicated.



                                                                                            Year Ended June 30,
                                                              2022                                                                       2021
                                Net Charge-Offs          Average Loans           Net Charge-Off            Net Charge-Offs          Average Loans           Net Charge-Off
(Dollars in thousands)            (Recoveries)            Outstanding           (Recovery) Ratio            (Recoveries)             Outstanding           (Recovery) Ratio
Commercial real estate loans   $          (603)         $   1,389,895                     (0.04) %       $            851          $   1,319,309                      0.06  %
Commercial loans                           737                707,959                      0.10                    (1,166)               647,363                     (0.18)
Residential real estate loans             (849)               613,270                     (0.14)                     (121)               716,998                     (0.02)
Consumer loans                              21                 98,549                      0.02                       579                135,510                      0.43
Total                          $          (694)         $   2,809,673                     (0.02) %       $            143          $   2,819,180                      0.01  %


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Liabilities. Total liabilities were $3.2 billion at June 30, 2022, compared to
$3.1 billion at June 30, 2021, an increase of $32.2 million, the components of
which are discussed below.

Deposits. The following table summarizes the composition of our deposit portfolio as of the dates indicated.



                                          Year Ended June 30,                  Change
(Dollars in thousands)                   2022             2021              $            %
Core deposits
Noninterest-bearing deposits         $   745,746      $   636,414      $ 109,332        17  %
Interest-bearing checking accounts       654,981          644,958         10,023         2
Money market accounts                    969,661          975,001         (5,340)       (1)
Savings accounts                         238,197          226,391         11,806         5
Total core deposits                  $ 2,608,585      $ 2,482,764      $ 125,821         5  %
Certificates of deposit                  491,176          472,777         18,399         4
Total                                $ 3,099,761      $ 2,955,541      $ 144,220         5  %


As of June 30, 2022, we held approximately $640.4 million in uninsured deposits,
including $156.6 million of uninsured time deposits. The uninsured amount is an
estimate consistent with the methodology used for the Company's regulatory
reporting disclosures. The following table indicates the amount of our CDs, both
within and in excess of the $250,000 FDIC insurance limit, by time remaining
until maturity as of June 30, 2022.

                                                           Over
                                      3 Months            3 to 6          Over 6 to 12            Over
(Dollars in thousands)                or Less             Months             Months            12 Months            Total
CDs less than $250,000              $ 114,062          $ 108,999          $   58,081          $  53,476          $ 334,618
CDs of $250,000 or more                33,588             77,299              36,704              8,967            156,558

Total certificates of deposit $ 147,650 $ 186,298 $

94,785 $ 62,443 $ 491,176




Borrowings. Although deposits are our primary source of funds, we may utilize
borrowings to manage interest rate risk or as a cost-effective source of funds.
Our borrowings typically consist of advances from the FHLB of Atlanta and FRB.
We may obtain advances from the FHLB of Atlanta upon the security of certain of
our commercial and residential real estate loans and/or securities as well as
obtain advances from the FRB upon the security of certain of our commercial and
consumer loans. These advances may be made pursuant to several different credit
programs, each of which has its own interest rate, range of maturities and call
features.

The following tables set forth information regarding our borrowings at the end of and during the periods indicated.



                                     Year Ended June 30,
(Dollars in thousands)              2022            2021

Average balances
FHLB advances                    $ 38,370       $ 416,822
FRB advances                        5,006               -
Weighted average interest rate
FHLB advances                        0.16  %         1.45  %
FRB advances                         0.38               -


                                              June 30,
(Dollars in thousands)                  2022         2021
Balance outstanding at end of period
FHLB advances                          $ -       $ 115,000

Weighted average interest rate
FHLB advances                            -  %         0.16  %


There were no borrowings at June 30, 2022 compared to $115.0 million at June 30,
2021 due to continual paydown of borrowings during the period. As of June 30,
2022, we had the ability to borrow an additional $277.6 million through the
FHLB. In addition to FHLB advances, at June 30, 2022, we had an unused line of
credit with the FRB in the amount of $68.2 million, subject to qualifying
collateral, and $120.0 million available through lines of credit with three
unaffiliated banks. See "Note 9 - Borrowings" of the Notes to Consolidated
Financial Statements included in Item 8 of this Form 10-K for more information
about our borrowings.

Capital Resources

At June 30, 2022, stockholders' equity totaled $388.8 million, compared to $396.5 million at June 30, 2021, a decrease of $7.7 million. Stockholders' equity decreased during the period primarily due to the cost of repurchased shares of $43.3 million, offset by our net income of


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$35.7 million. See "Business - How We are Regulated" included in Item 1 and "Note 17 - Regulatory Capital Matters" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for additional details on our capital requirements.

Liquidity Management



Management maintains a liquidity position that it believes will adequately
provide funding for loan demand and deposit run-off that may occur in the normal
course of business. We rely on a number of different sources in order to meet
our potential liquidity demands. The primary sources are increases in deposit
accounts and cash flows from loan payments and the securities portfolio.

In addition to these primary sources of funds, management has several secondary
sources available to meet potential funding requirements as outlined in the
"Comparison of Financial Condition - Borrowings" section above. Additionally, we
classify our securities portfolio as available for sale, providing an additional
source of liquidity. Management believes that our security portfolio is of high
quality and the securities would therefore be marketable. In addition, we have
historically sold fixed-rate mortgage loans in the secondary market to reduce
interest rate risk and to create still another source of liquidity. From time to
time we also utilize brokered time deposits to supplement our other sources of
funds. Brokered time deposits are obtained by utilizing an outside broker that
is paid a fee. This funding requires advance notification to structure the type
of deposit desired by us. Brokered deposits can vary in term from one month to
several years and have the benefit of being a source of longer-term funding. We
also utilize brokered deposits to help manage interest rate risk by extending
the term to repricing of our liabilities, enhance our liquidity, and fund asset
growth. Brokered deposits are typically from outside our primary market areas,
and our brokered deposit levels may vary from time to time depending on
competitive interest rate conditions and other factors. At June 30, 2022,
brokered deposits totaled $26.3 million, or 0.8% of total deposits.

Liquidity management is both a daily and long-term function of business
management. Excess liquidity is generally invested in short-term investments,
such as overnight deposits and federal funds. On a longer term basis, we
maintain a strategy of investing in various lending products and debt
securities, including mortgage-backed securities. On a stand-alone level we are
a separate legal entity from HomeTrust Bank and must provide for our own
liquidity and pay our own operating expenses. Our primary source of funds
consists of dividends or capital distributions from HomeTrust Bank, although
there are regulatory restrictions on the ability of HomeTrust Bank to pay
dividends. At June 30, 2022, we (on an unconsolidated basis) had liquid assets
of $6.9 million.

At the Bank level, we use our sources of funds primarily to meet our ongoing
commitments, pay maturing deposits and fund withdrawals, and to fund loan
commitments. At June 30, 2022, the total approved loan commitments and unused
lines of credit outstanding amounted to $417.6 million and $485.2 million,
respectively, as compared to $401.1 million and $530.5 million, respectively, as
of June 30, 2021. Certificates of deposit scheduled to mature in one year or
less at June 30, 2022, totaled $428.7 million. It is management's policy to
manage deposit rates that are competitive with other local financial
institutions. Based on this management strategy, we believe that a majority of
maturing deposits will remain with us.

Off-Balance Sheet Activities



In the normal course of operations, we engage in a variety of financial
transactions that are not recorded in our financial statements, mainly to manage
customers' requests for funding. These transactions primarily take the form of
loan commitments and lines of credit and involve varying degrees of off-balance
sheet credit, interest rate and liquidity risks. For further information, see
"Note 16 - Commitments and Contingencies" of the Notes to Consolidated Financial
Statements included in Item 8 of this Form 10-K.

Asset/Liability Management and Interest Rate Risk



Our Risk When Interest Rates Change. The rates of interest we earn on assets and
pay on liabilities generally are established contractually for a period of time.
Market interest rates change over time. Our loans generally have longer
maturities than our deposits. Accordingly, our results of operations, like those
of other financial institutions, are impacted by changes in interest rates and
the interest rate sensitivity of our assets and liabilities. The risk associated
with changes in interest rates and our ability to adapt to these changes is
known as interest rate risk and is our most significant market risk. If interest
rates rise, our net interest income could be reduced because interest paid on
interest-bearing liabilities, including deposits and borrowings, could increase
more quickly than interest received on interest-earning assets, including loans
and other investments. In addition, rising interest rates may hurt our income
because they may reduce the demand for loans.

How We Measure Our Risk of Interest Rate Changes. As part of our process to
manage our exposure to changes in interest rates and comply with applicable
regulations, we monitor our interest rate risk. In monitoring interest rate risk
we continually analyze and manage assets and liabilities based on market
conditions, their payment streams and interest rates, the timing of their
maturities, their sensitivity to actual or potential changes in market interest
rates, and interest rate sensitivities of our non-maturity deposits with respect
to interest rates paid and the level of balances. The Board of Directors sets
the asset and liability policy of HomeTrust Bank, which is implemented by
management and an asset/liability committee whose members include certain
members of senior management.

The purpose of this committee is to communicate, coordinate and control
asset/liability management consistent with our business plan and Board approved
policies. The committee establishes and monitors the volume and mix of assets
and funding sources taking into account relative costs and spreads, interest
rate sensitivity and liquidity needs. The objectives are to manage assets and
funding sources to produce results that are consistent with liquidity, capital
adequacy, growth, risk, and profitability goals.

The committee generally meets on a quarterly basis to review, among other
things, economic conditions and interest rate outlook, current and projected
liquidity needs and capital position, anticipated changes in the volume and mix
of assets and liabilities and interest rate risk exposure limits versus current
projections pursuant to net present value of portfolio equity analysis and
income simulations. The committee recommends strategy changes based on this
review. The committee is responsible for reviewing and reporting on the effects
of the policy implementations and strategies to the Board of Directors at least
quarterly.

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Among the techniques we have used at various times to manage interest rate risk
are: (i) increasing our portfolio of hybrid and adjustable-rate one-to-four
family residential loans and commercial loans; (ii) maintaining a strong capital
position, which provides for a favorable level of interest-earning assets
relative to interest-bearing liabilities; and (iii) emphasizing less interest
rate sensitive and lower-costing "core deposits." We also maintain a portfolio
of short-term or adjustable-rate assets and use fixed-rate FHLB advances and
brokered deposits to extend the term to repricing of our liabilities.

We consider the relatively short duration of our deposits in our overall
asset/liability management process. As short-term rates increase, we have assets
and liabilities that increase with the market. This is reflected in the change
in our PVE when rates increase (see the table below). PVE is defined as the net
present value of our existing assets and liabilities. In addition, we have
historically demonstrated an ability to maintain retail deposits through various
interest rate cycles. If local retail deposit rates increase dramatically, we
also have access to wholesale funding through our lines of credit with the FHLB
and FRB, as well as through the brokered deposit market to replace retail
deposits, as needed.

Depending on the level of general interest rates, the relationship between long-
and short-term interest rates, market conditions, and competitive factors, the
committee may in the future determine to increase our interest rate risk
position somewhat in order to maintain or increase our net interest margin. In
particular, during certain periods of stable or declining interest rates, we
believe that the increased net interest income resulting from a mismatch in the
maturity of our assets and liabilities portfolios may provide high enough
returns to justify increased exposure to sudden and unexpected increases in
interest rates. As a result of this philosophy, our results of operations and
the economic value of our equity will remain vulnerable to increases in interest
rates and to declines due to differences between long- and short-term interest
rates.

The committee regularly reviews interest rate risk by forecasting the impact of
alternative interest rate environments on net interest income and our PVE. The
committee also evaluates these impacts against the potential changes in net
interest income and market value of our portfolio equity that are monitored by
the Board of Directors of HomeTrust Bank generally on a quarterly basis.

Our asset/liability management strategy sets limits on the change in PVE given
certain changes in interest rates. The table presented here, as of June 30,
2022, is forward-looking information about our sensitivity to changes in
interest rates. The table incorporates data from an independent service, as it
relates to maturity repricing and repayment/withdrawal of interest-earning
assets and interest-bearing liabilities. Interest rate risk is measured by
changes in PVE for instantaneous parallel shifts in the yield curve up and down
400 basis points. Given the current targeted federal funds rate is 1.50% to
1.75% making an immediate change of -300 or -400 basis points improbable, a PVE
calculation for a decrease of greater than 200 basis points has not been
prepared. An increase in rates would increase our PVE because the repricing of
nonmaturing deposits tend to lag behind the increase in market rates. This
positive impact is partially offset by the negative effect from our loans with
interest rate floors which will not adjust until such time as a  loan's current
interest rate adjusts to an increase in market rates which exceeds the interest
rate floor. Conversely, in a falling interest rate environment these interest
rate floors will assist in maintaining our net interest income. As of June 30,
2022, our loans with interest rate floors totaled approximately $511.4 million,
or 18.5% of our total loan portfolio, and had a weighted average floor rate of
3.70%. Of these loans, $22.3 million were at their floor rate and $17.3 million,
or 77.7%, had yields that would begin floating again once prime rates increase
at least 100 basis points.

                                    June 30, 2022
 Change in Interest Rates in               Present Value Equity                 PVE
        Basis Points                Amount        $ Change       % Change      Ratio
                               (Dollars in Thousands)
            + 400                $  904,290      $ 150,107           20  %      27  %
            + 300                   878,297        124,114           16         26
            + 200                   848,331         94,148           12         25
            + 100                   807,639         53,456            7         23
            Base                    754,183              -            -         22
            - 100                   639,196       (114,987)         (15)        18
            - 200                   477,864       (276,319)         (37)        13


In evaluating our exposure to interest rate movements, certain shortcomings
inherent in the method of analysis presented in the foregoing table must be
considered. For example, although certain assets and liabilities may have
similar maturities or repricing periods, they may react in different degrees to
changes in market interest rates. Also, the interest rates on certain types of
assets and liabilities may fluctuate in advance of changes in market interest
rates, while interest rates on other types may lag behind changes in interest
rates. Additionally, certain assets, such as adjustable rate mortgages, have
features which restrict changes in interest rates on a short-term basis and over
the life of the asset. Further, in the event of a significant change in interest
rates, prepayment and early withdrawal levels would likely deviate significantly
from those assumed above. Finally, the ability of many borrowers to service
their debt may decrease in the event of an interest rate increase. We consider
all of these factors in monitoring our exposure to interest rate risk.

The Board of Directors and management of HomeTrust Bank believe that certain
factors afford HomeTrust Bank the ability to operate successfully despite its
exposure to interest rate risk. HomeTrust Bank may manage its interest rate risk
by originating and retaining adjustable rate loans in its portfolio, by
borrowing from the FHLB to match the duration of our funding to the duration of
originated fixed rate one-to-four family and commercial loans held in portfolio
and by selling on an ongoing basis certain currently originated longer term
fixed rate one-to-four family real estate loans.

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