Certain statements made in this document regarding LCNB's financial condition,
results of operations, plans, objectives, future performance and business, are
"forward-looking statements" within the meaning of Section 27A of the Securities
Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as
amended, and the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are identified by the fact they are not historical
facts and include words such as "anticipate", "could", "may", "feel", "expect",
"believe", "plan", and similar expressions. Please refer to LCNB's Annual Report
on Form 10-K for the year ended December 31, 2021, as well as its other filings
with the SEC, for a more detailed discussion of risks, uncertainties and factors
that could cause actual results to differ from those discussed in the
forward-looking statements.

These forward-looking statements reflect management's current expectations based
on all information available to management and its knowledge of LCNB's business
and operations. Additionally, LCNB's financial condition, results of operations,
plans, objectives, future performance and business are subject to risks and
uncertainties that may cause actual results to differ materially. These factors
include, but are not limited to:

1.the success, impact, and timing of the implementation of LCNB's business
strategies;
2.the significant risks and uncertainties for LCNB's business, results of
operations and financial condition, as well as its regulatory capital and
liquidity ratios and other regulatory requirements, caused by the COVID-19
pandemic, which will depend on several factors, including the scope and duration
of the pandemic, its influence on financial markets, the effectiveness of LCNB's
work from home arrangements and staffing levels in operational facilities, the
impact of market participants on which LCNB relies and actions taken by
governmental authorities and other third parties in response to the pandemic;
3.the disruption of global, national, state, and local economies associated with
the COVID-19 pandemic and the Russia/Ukraine conflict, which could affect LCNB's
liquidity and capital positions, impair the ability of our borrowers to repay
outstanding loans, impair collateral values, and further increase the allowance
for credit losses;
4.LCNB's ability to integrate future acquisitions may be unsuccessful or may be
more difficult, time-consuming, or costly than expected;
5.LCNB may incur increased loan charge-offs in the future;
6.LCNB may face competitive loss of customers;
7.changes in the interest rate environment, which may include continued interest
rate increases, may have results on LCNB's operations materially different from
those anticipated by LCNB's market risk management functions;
8.changes in general economic conditions and increased competition could
adversely affect LCNB's operating results;
9.changes in regulations and government policies affecting bank holding
companies and their subsidiaries, including changes in monetary policies, could
negatively impact LCNB's operating results;
10.LCNB may experience difficulties growing loan and deposit balances;
11.United States trade relations with foreign countries could negatively impact
the financial condition of LCNB's
customers, which could adversely affect LCNB 's operating results and financial
condition;
12.deterioration in the financial condition of the U.S. banking system may
impact the valuations of investments LCNB has made in the securities of other
financial institutions resulting in either actual losses or other-than-temporary
impairments on such investments;
13.difficulties with technology or data security breaches, including
cyberattacks, that could negatively affect LCNB's ability to conduct business
and its relationships with customers, vendors, and others;
14.adverse weather events and natural disasters and global and/or national
epidemics; and
15.government intervention in the U.S. financial system, including the effects
of legislative, tax, accounting, and regulatory actions and reforms, including
the CARES Act, the Dodd-Frank Act, the Jumpstart Our Business Startups Act, the
Consumer Financial Protection Bureau, the capital ratios of Basel III as adopted
by the federal banking authorities, and the Tax Cuts and Jobs Act.

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

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LCNB CORP. AND SUBSIDIARIES

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

The COVID-19 pandemic has continued to disrupt the global economy and the lives
of individuals throughout the world. Governments, businesses, and the public
have taken and are taking actions to contain the spread of COVID-19 and to
mitigate its effects. While the effects of COVID-19 are not fully known, the
pandemic and related efforts to contain it have disrupted economic activity,
adversely affected the functioning of financial markets, impacted interest
rates, increased economic and market uncertainty, and disrupted trade and supply
chains. While vaccination efforts continue, the future effects from the
pandemic, including the potential scope of recovery, are not fully known.

LCNB participated in the CARES Act PPP that provided government guaranteed and
potentially forgivable loans to applicants. The PPP was implemented by the SBA
with support from the Department of the Treasury and provided small businesses
with funds to pay up to eight or twenty-four weeks, depending on the date of the
loan, of payroll costs including benefits. Funds could also be used to pay
interest on mortgages, rent, utilities, covered operations expenditures, covered
property damage costs, covered supplier costs, and covered worker protection
expenditures. Outstanding PPP loans at June 30, 2022 and December 31, 2021
totaled $404,000 and $6,935,000, respectively, and unrecognized fees at those
dates totaled $25,000 and $272,000, respectively.

LCNB continues to closely monitor the COVID-19 pandemic and its impact on its
business, customers, employees, vendors, and service providers and expects to
make future changes to respond to the pandemic as this situation continues to
evolve.

Critical Accounting Estimates



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

The allowance consists of specific and general components. The specific
component typically relates to loans that are classified as doubtful,
substandard, or special mention. For such loans an allowance is established when
the discounted cash flows or collateral value is lower than the carrying value
of that loan. The general component covers non-classified loans and is based on
historical loss experience adjusted for qualitative factors, which include
trends in underperforming loans, trends in the volume and terms of loans,
economic trends and conditions, concentrations of credit, trends in the quality
of loans, and borrower financial statement exceptions.

Based on its evaluations, management believes that the allowance for loan losses will be adequate to absorb estimated losses inherent in the current loan portfolio.



Acquired Credit Impaired Loans. LCNB accounts for acquisitions using the
acquisition method of accounting, which requires that assets acquired and
liabilities assumed be measured at their fair values at the acquisition date.
Acquired loans are reviewed to determine if there is evidence of deterioration
in credit quality since inception and if it is probable that LCNB will be unable
to collect all amounts due under the contractual loan agreements. The analysis
includes expected prepayments and estimated cash flows including principal and
interest payments at the date of acquisition. The amount in excess of the
estimated future cash flows is not accreted into earnings. The amount in excess
of the estimated future cash flows over the book value of the loan is accreted
into interest income over the remaining life of the loan (accretable yield).
LCNB records these loans on the acquisition date at their fair values. Thus, an
allowance for estimated future losses is not established on the acquisition
date. Subsequent to the date of acquisition, expected future cash flows on loans
acquired are updated and any losses or reductions in estimated cash flows which
arise subsequent to the date of acquisition are reflected as a charge through
the provision for loan losses. An increase in the expected cash flows adjusts
the level of the accretable yield recognized on a prospective basis over the
remaining life of the loan. Due to the number, size, and complexity of loans
within the acquired loan portfolio, there is always a possibility of inherent
undetected losses.

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Table of Contents

LCNB CORP. AND SUBSIDIARIES

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)
Accounting for Intangibles. LCNB's intangible assets at June 30, 2022 are
composed primarily of goodwill and core deposit intangibles related to
acquisitions of other financial institutions. It also includes mortgage
servicing rights recorded from sales of mortgage loans to the Federal Home Loan
Mortgage Corporation and mortgage servicing rights acquired through the
acquisition of Eaton National Bank & Trust Co. and Columbus First Bancorp, Inc.
Goodwill is not subject to amortization, but is reviewed annually for impairment
or sooner if circumstances indicate a possible impairment. Core deposit
intangibles are being amortized on a straight line basis over their respective
estimated weighted average lives. Mortgage servicing rights are capitalized by
allocating the total cost of loans between mortgage servicing rights and the
loans based on their estimated fair values. Capitalized mortgage servicing
rights are amortized to loan servicing income in proportion to and over the
period of estimated servicing income, subject to periodic review for impairment.

Fair Value Accounting for Debt Securities. Debt securities classified as
available-for-sale are carried at estimated fair value. Unrealized gains and
losses, net of taxes, are reported as accumulated other comprehensive income or
loss in shareholders' equity. Fair value is estimated using market quotations
for U.S. Treasury investments. Fair value for the majority of the remaining
available-for-sale securities is estimated using the discounted cash flow method
for each security with discount rates based on rates observed in the market.

Results of Operations



Net income for the three and six months ended June 30, 2022 was $5,618,000 and
$10,141,000, respectively (total basic and diluted earnings per share of $0.49
and $0.87). This compares to net income of $5,290,000 and $10,530,000 (total
basic and diluted earnings per share of $0.41 and $0.82) for the same three and
six month periods in 2021.

Net interest income for the three and six months ended June 30, 2022 was
$15,167,000 and $29,390,000, respectively, compared to $14,369,000 and
$28,741,000 for the same periods in 2021. Favorably contributing to the
variances for both the three- and six-month periods were overall growth in the
taxable debt securities and loan portfolios and decreases in the average rates
paid on deposits, aided by a shift from higher cost certificates of deposit to
lower cost demand and savings products.

An increase in the provision for loan losses negatively affected earnings during
the 2022 period. LCNB recorded a provision of $377,000 and $426,000 for the
respective three and six month periods ended June 30, 2022, compared to credits
of $15,000 and $67,000 for the same three and six month periods in 2021.

Non-interest income for the three and six months ended June 30, 2022 was
$3,528,000 and $7,078,000, respectively. This compares to $4,314,000 and
$7,779,000 for the same periods in 2021. Non-interest income for the three and
six
months ended June 30, 2021 included a one-time refund on the Company's Ohio
Financial Institutions Taxes, which was
included in other operating income. The remainder of the second quarter decrease
was primarily due to decreased fiduciary income, decreased gains from sales of
loans, and net unrealized losses recognized on LCNB's equity securities
investment portfolio. The remainder of the decrease for the six month period was
primarily due to net unrealized losses recognized on LCNB's equity securities
investment portfolio.

Non-interest expense for the three and six months ended June 30, 2022 was
$11,469,000 and $23,719,000, respectively, compared to $12,208,000 and
$23,700,000 for the same three and six month periods in 2021. The 2022 periods
benefited from an $889,000 gain recognized on the sale of other real estate
owned, partially offset by a $140,000 impairment charge included in other
operating expense that was associated with the sale of LCNB's Colerain Office
building in July 2022.

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                          LCNB CORP. AND SUBSIDIARIES

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

Three Months Ended June 30, 2022 vs. June 30, 2021
LCNB's primary source of earnings is net interest income, which is the
difference between earnings from loans and other investments and interest paid
on deposits and other liabilities.  The following table presents, for the three
months ended June 30, 2022 and June 30, 2021, average balances for
interest-earning assets and interest-bearing liabilities, the income or expense
related to each item, and the resulting average yields earned or rates paid.

                                                                                                 Three Months Ended June 30,
                                                                            2022                                                              2021
                                                    Average              Interest               Average               Average              Interest               Average
                                                  Outstanding             Earned/                Yield/             Outstanding             Earned/               Yield/
                                                    Balance                Paid                   Rate                Balance                Paid                  Rate
                                                                                                   (Dollars in thousands)
Loans (1)                                       $  1,375,710              14,548                     4.24  %       $ 1,328,760              14,108                    4.26  %
Interest-bearing demand deposits                       8,644                  21                     0.97  %            24,770                  14                    0.23  %

Federal Reserve Bank stock                             4,652                 140                    12.07  %             4,652                 140                   12.07  %
Federal Home Loan Bank stock                           5,203                  38                     2.93  %             5,203                  26                    2.00  %
Investment securities:
Equity securities                                      4,456                  19                     1.71  %             4,619                  18                    1.56  %
Debt securities, taxable                             296,280               1,254                     1.70  %           264,908                 905                    1.37  %
Debt securities, non-taxable (2)                      27,558                 238                     3.46  %            33,214                 276                    3.33  %
Total earnings assets                              1,722,503              16,258                     3.79  %         1,666,126              15,487                    3.73  %
Non-earning assets                                   195,604                                                           191,587
Allowance for loan losses                             (5,532)                                                           (5,678)
Total assets                                    $  1,912,575                                                       $ 1,852,035

NOW and money fund deposits                     $    496,818                 193                     0.16  %       $   462,320                 142                    0.12  %
Savings deposits                                     457,027                 159                     0.14  %           404,602                 159                    0.16  %
IRA and time certificates                            181,110                 423                     0.94  %           219,625                 644                    1.18  %
Short-term borrowings                                 18,263                 163                     3.58  %               716                   1                    0.56  %
Long-term debt                                        12,637                 103                     3.27  %            15,571                 114                    2.94  %
Total interest-bearing liabilities                 1,165,855               1,041                     0.36  %         1,102,834               1,060                    0.39  %
Demand deposits                                      520,434                                                           483,523
Other liabilities                                     20,641                                                            24,027
Capital                                              205,645                                                           241,651
Total liabilities and capital                   $  1,912,575                                                       $ 1,852,035
Net interest rate spread (3)                                                                         3.43  %                                                          3.34  %
Net interest income and net interest
margin on a taxable-equivalent basis (4)                                  15,217                     3.54  %                                14,427                    3.47  %
Ratio of interest-earning assets to
interest-bearing liabilities                          147.75  %                                                         151.08  %


(1)Includes non-accrual loans. (2)Income from tax-exempt securities is included in interest income on a taxable-equivalent basis. Interest income has been divided


  by a factor comprised of the complement of the incremental tax rate of 21%.
(3)The net interest spread is the difference between the average rate on total
interest-earning assets and interest-bearing liabilities.
(4)The net interest margin is the taxable-equivalent net interest income divided
by average interest-earning assets.





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                          LCNB CORP. AND SUBSIDIARIES

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)
The following table presents the changes in taxable-equivalent basis interest
income and expense for each major category of interest-earning assets and
interest-bearing liabilities and the amount of change attributable to volume and
rate changes for the three months ended June 30, 2022 as compared to the same
period in 2021.  Changes not solely attributable to rate or volume have been
allocated to volume and rate changes in proportion to the relationship of
absolute dollar amounts of the changes in each.

                                                                                        Three Months Ended
                                                                                       June 30, 2022 vs. 2021
                                                                                Increase (decrease) attributable to:
                                                                         Volume                   Rate                 Total
                                                                                           (In thousands)
Interest-earning Assets:
Loans                                                              $            497                  (57)                 440

Interest-bearing demand deposits                                                (14)                  21                    7

Federal Reserve Bank stock                                                        -                    -                    -
Federal Home Loan Bank stock                                                      -                   12                   12
Investment securities:
Equity securities                                                                (1)                   2                    1
Debt securities, taxable                                                        116                  233                  349
Debt securities, non-taxable                                                    (49)                  11                  (38)
Total interest income                                                           549                  222                  771

Interest-bearing Liabilities:
NOW and money fund deposits                                                      11                   40                   51
Savings deposits                                                                 19                  (19)                   -
IRA and time certificates                                                      (102)                (119)                (221)
Short-term borrowings                                                           133                   29                  162
Long-term debt                                                                  (23)                  12                  (11)
Total interest expense                                                           38                  (57)                 (19)
Net interest income                                                $            511                  279                  790



Net interest income on a fully taxable-equivalent basis for the three months
ended June 30, 2022 totaled $15,217,000, an increase of $790,000 from the
comparable period in 2021.  Total interest income increased $771,000 and total
interest expense decreased $19,000.

The $771,000 increase in total interest income was due primarily to a $440,000
increase in loan interest income and a $349,000 increase in interest income from
taxable debt securities. The increase in loan interest income was primarily due
to a $47.0 million increase in the average balance of LCNB's loan portfolio,
partially offset by a net 2 basis point (a basis point equals 0.01%) decrease in
the average rate earned on the loan portfolio. Prepayment penalty fees totaling
$638,000 were included in loan interest income during the second quarter of
2022, as compared to $391,000 in such fees during the second quarter of 2021.
The increase in interest income from taxable debt securities was due to an $31.4
million increase in average securities and to a 33 basis point increase in the
average rate earned on these securities, reflecting higher market rates
available on the new purchases.







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LCNB CORP. AND SUBSIDIARIES

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)
The $19,000 decrease in total interest expense was primarily due to a $221,000
decrease in interest expense for IRA and time certificates partially offset by a
$162,000 increase in interest expense for short-term borrowings. Interest
expense for IRA and time certificates decreased due to a 24 basis point decrease
in the average rate paid for these deposits and to a $38.5 million decrease in
the average balance of these deposits. Management believes the decrease reflects
customer preferences for liquidity during uncertain economic periods. Balances
in demand deposits, NOW and money fund deposits, and savings deposits have
grown, while balances in IRA and time deposits have decreased. Interest expense
for short-term borrowings increased primarily because of a $17.5 million
increase in average borrowings outstanding and secondarily to a 302 basis point
increase in the average rate paid on such borrowings, reflecting a new one-year
line of credit borrowing originated during February 2022.

Increases in market rates during 2022 were primarily caused by increases in the
Targeted Federal Funds rate by the FOMC. The Targeted Federal Funds rate was
increased by 25 basis points during the first quarter of 2022 and by 125 basis
points during the second quarter of 2022. This rate was increased by an
additional 75 basis points during July 2022 with more increases forecasted to
occur during the remainder of 2022 and into 2023.

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                          LCNB CORP. AND SUBSIDIARIES

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)
Six Months Ended June 30, 2022 vs. June 30, 2021
The following table presents, for the three months ended June 30, 2022 and
June 30, 2021, average balances for interest-earning assets and interest-bearing
liabilities, the income or expense related to each item, and the resulting
average yields earned or rates paid.

                                                                                                 Six Months Ended June 30,
                                                                           2022                                                              2021
                                                   Average              Interest               Average               Average              Interest               Average
                                                 Outstanding             Earned/                Yield/             Outstanding             Earned/               Yield/
                                                   Balance                Paid                   Rate                Balance                Paid                  Rate
                                                                                                  (Dollars in thousands)
Loans (1)                                       $ 1,376,315              28,334                     4.15  %       $ 1,321,323              28,643                    4.37  %
Interest-bearing demand deposits                      9,191                  29                     0.64  %            20,226                  27                    0.27  %

Federal Reserve Bank stock                            4,652                 140                     6.07  %             4,652                 140                    6.07  %
Federal Home Loan Bank stock                          5,203                  65                     2.52  %             5,203                  52                    2.02  %
Investment securities:
Equity securities                                     4,533                  36                     1.60  %             4,560                  37                    1.64  %
Debt securities, taxable                            297,242               2,349                     1.59  %           238,411               1,623                    1.37  %
Debt securities, non-taxable (2)                     27,802                 477                     3.46  %            33,691                 559                    3.35  %
Total earnings assets                             1,724,938              31,430                     3.67  %         1,628,066              31,081                    3.85  %
Non-earning assets                                  195,344                                                           191,517
Allowance for loan losses                            (5,517)                                                           (5,696)
Total assets                                    $ 1,914,765                                                       $ 1,813,887

NOW and money fund deposits                     $   503,994                 340                     0.14  %       $   441,193                 274                    0.13  %
Savings deposits                                    450,670                 306                     0.14  %           389,979                 307                    0.16  %
IRA and time certificates                           185,185                 868                     0.95  %           226,840               1,392                    1.24  %
Short-term borrowings                                15,399                 249                     3.26  %               530                   2                    0.76  %
Long-term debt                                       11,326                 177                     3.15  %            17,619                 248                    2.84  %
Total interest-bearing liabilities                1,166,574               1,940                     0.34  %         1,076,161               2,223                    0.42  %
Demand deposits                                     511,183                                                           471,327
Other liabilities                                    21,379                                                            24,814
Capital                                             215,629                                                           241,585
Total liabilities and capital                   $ 1,914,765                                                       $ 1,813,887
Net interest rate spread (3)                                                                        3.33  %                                                          3.43  %
Net interest income and net interest
margin on a taxable-equivalent basis (4)                                 29,490                     3.45  %                                28,858                    3.57  %
Ratio of interest-earning assets to
interest-bearing liabilities                         147.86  %                                                         151.28  %


(1)Includes non-accrual loans. (2)Income from tax-exempt securities is included in interest income on a taxable-equivalent basis. Interest income has been divided


  by a factor comprised of the complement of the incremental tax rate of 21%.
(3)The net interest spread is the difference between the average rate on total
interest-earning assets and interest-bearing liabilities.
(4)The net interest margin is the taxable-equivalent net interest income divided
by average interest-earning assets.








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                          LCNB CORP. AND SUBSIDIARIES

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)
The following table presents the changes in taxable-equivalent basis interest
income and expense for each major category of interest-earning assets and
interest-bearing liabilities and the amount of change attributable to volume and
rate changes for the six months ended June 30, 2022 as compared to the same
period in 2021.  Changes not solely attributable to rate or volume have been
allocated to volume and rate changes in proportion to the relationship of
absolute dollar amounts of the changes in each.

                                                                               Six Months Ended June 30, 2022 vs. 2021
                                                                                 Increase (decrease) attributable to:
                                                                          Volume                   Rate                  Total
                                                                                            (In thousands)
Interest-earning Assets:
Loans                                                              $           1,165                (1,474)                (309)

Interest-bearing demand deposits                                                 (20)                   22                    2

Federal Reserve Bank stock                                                         -                     -                    -
Federal Home Loan Bank stock                                                       -                    13                   13
Investment securities:
Equity securities                                                                  -                    (1)                  (1)
Debt securities, taxable                                                         439                   287                  726
Debt securities, non-taxable                                                    (100)                   18                  (82)
Total interest income                                                          1,484                (1,135)                 349

Interest-bearing Liabilities:
NOW and money fund deposits                                                       41                    25                   66
Savings deposits                                                                  44                   (45)                  (1)
IRA and time certificates                                                       (229)                 (295)                (524)
Short-term borrowings                                                            221                    26                  247
Long-term debt                                                                   (96)                   25                  (71)
Total interest expense                                                     

     (19)                 (264)                (283)
Net interest income                                                $           1,503                  (871)                 632



Net interest income on a fully taxable-equivalent basis for the six months ended
June 30, 2022 totaled $29,490,000, an increase of $632,000 from the comparable
period in 2021.  Total interest income increased $349,000 and total interest
expense decreased $283,000.

The $349,000 increase in total interest income was due primarily to a $726,000
increase in interest income from taxable debt securities, partially offset by a
$309,000 decrease in loan interest income. The increase in interest income from
taxable debt securities was due to a $58.8 million increase in average
securities and to a 22 basis point increase in the average rate earned on these
securities, reflecting higher market rates available on the new purchases. The
decrease in loan interest income was primarily due to a 22 basis point decrease
in the average rate earned on loans, largely offset by a $55.0 million increase
in the average balance of LCNB's loan portfolio. Prepayment penalty fees
totaling $657,000 were included in loan interest income during the first half of
2022, as compared to $502,000 in such fees during the first half of 2021.

The $283,000 decrease in total interest expense was due to a $524,000 decrease
in interest expense for IRA and time certificates, partially offset by a
$247,000 increase in interest expense for short-term borrowings. Interest
expense for IRA and time certificates decreased due to a 29 basis point decrease
in the average rate paid for these deposits and to a $41.7 million decrease in
the average balance of these deposits. Management believes the decrease reflects
customer preferences for liquidity during uncertain economic periods. Balances
in demand deposits, NOW and money fund deposits, and savings deposits have
grown, while balances in IRA and time deposits have decreased. Interest expense
for short-term borrowings increased primarily due to a $14.9 million increase in
average borrowings outstanding and secondarily to a 250 basis point increase in
the average rate paid for these borrowings, reflecting a new one-year line of
credit borrowing originated during February 2022.
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LCNB CORP. AND SUBSIDIARIES

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)
Provision and Allowance For Loan Losses

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

The provision for loan losses for the three and six months ended June 30, 2022
was $377,000 and $426,000, respectively, compared to credits of $15,000 and
$67,000 for the same periods in 2021. The increase in the provision for loan
losses was partially due to slightly higher net charge-offs and additional
provisioning for the increase in volume of the commercial real estate loan
portfolio. Calculating an appropriate level for the allowance and provision for
loan losses involves a high degree of management judgment and is, by its nature,
imprecise. Revisions may be necessary as more information becomes available.

Net charge-offs for the three and six months ended June 30, 2022 were $74,000
and $99,000, respectively, compared to net charge-offs of $12,000 and $9,000 for
the same three and six-month periods in 2021.

Non-Interest Income

A comparison of non-interest income for the three and six months ended June 30, 2022 and June 30, 2021 is as follows (in thousands):


                                                           Three Months Ended                                            Six Months Ended
                                                                June 30,                                                     June 30,
                                              2022              2021             Difference              2022                   2021             Difference
Fiduciary income                          $   1,643             1,735                (92)                3,338                 3,264                  74
Service charges and fees on deposit
accounts                                      1,546             1,519                 27                 2,952                 2,885                  

67



Bank owned life insurance income                269               269                  -                   534                   536                  (2)
Gains from sales of loans                        64               151                (87)                  188                   194                  (6)
Other operating income                            6               640               (634)                   66                   900                (834)
Total non-interest income                 $   3,528             4,314               (786)                7,078                 7,779                (701)



Reasons for changes include:
•Fiduciary income decreased during the second quarter primarily due to a
decrease in the fair value of trust and brokerage assets managed, on which fees
are based.
•Gains from sales of loans decreased during the second quarter primarily due to
a lower volume of residential real estate loan sales.
•Other operating income for the 2021 periods includes a state tax refund of
$508,000 recognized during the second quarter 2021. The remainder of the
decrease is primarily due to an increase in net unrealized losses recognized on
equity securities.








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

A comparison of non-interest expense for the three and six months ended June 30, 2022 and June 30, 2021 is as follows (in thousands):



                                                          Three Months Ended                                             Six Months Ended
                                                               June 30,                                                      June 30,
                                           2022                2021               Difference              2022                2021              Difference
Salaries and employee benefits         $    7,014               7,111                 (97)            $   14,229              13,544                685
Equipment expenses                            428                 443                 (15)                   836                 811                 25
Occupancy expense, net                        735                 729                   6                  1,510               1,523                (13)
State financial institutions tax              437                 437                   -                    873                 881                 

(8)


Marketing                                     368                 357                  11                    630                 625                  5
Amortization of intangibles                   112                 260                (148)                   252                 517              

(265)


FDIC insurance premiums, net                  134                 123                  11                    260                 236                 24
Contracted services                           679                 623                  56                  1,289               1,163                126
Other real estate owned, net                 (879)                  1                (880)                  (879)                  2              

(881)



Other non-interest expense                  2,441               2,124                 317                  4,719               4,398                321
Total non-interest expense             $   11,469              12,208                (739)            $   23,719              23,700                 19



Reasons for changes include:
•Salaries and employee benefits for the six months period increased primarily
due to overall wage and benefit increases, increased compensation expense for
restricted stock grants, and to a higher amount of personnel expenses deferred
in 2021 attributable to the high volume of PPP loans originated in that period.
•Amortization of intangibles decreased because the core deposit intangibles from
the First Capital Bancshares, Inc. and Eaton National Bank & Trust Co.
acquisitions amortized in full during the first quarter 2022.
•Other real estate owned, net for the 2022 periods is primarily due to a gain
recognized on the sale of foreclosed property, slightly offset by other expenses
recognized on such property.
•Other non-interest expense for the 2022 periods includes a $140,000 impairment
charge recognized on a closed office building.

On June 21, 2022, the FDIC issued a proposed rule that, if adopted in its
current form, would increase the initial base deposit insurance assessment rate
by two basis points, beginning with the first quarterly assessment period of
2023. According to the FDIC, the proposal increases the likelihood that its
designated reserve ratio will reach the required minimum level of 1.35% by the
statutory deadline of September 30, 2028 and will support progress toward
achieving the long-term goal of a 2% ratio. LCNB's current initial base deposit
insurance rate is three basis points and it will increase to five basis points
if the proposal is adopted. The proposed increase would remain in effect until
the long-term goal of a 2% FDIC designated reserve ratio is achieved.

Income Taxes



LCNB's effective tax rate for the three and six months ended June 30, 2022 was
18.0% and 17.7%, respectively, compared to 18.5% and 18.2% for the three and six
months ended June 30, 2021.  The difference between the statutory rate of 21%
and the effective tax rates is primarily due to tax-exempt interest income from
municipal securities, tax-exempt earnings from bank owned life insurance,
tax-exempt earnings from LCNB Risk Management, Inc., and tax credits and losses
related to investments in affordable housing tax credit limited partnerships.









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LCNB CORP. AND SUBSIDIARIES

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

A comparison of balance sheet line items at June 30, 2022 and December 31, 2021 is as follows (dollars in thousands):



                                                              June 30, 2022           December 31, 2021            Difference $             Difference %

ASSETS:


Total cash and cash equivalents                             $       31,815                  18,136                   13,679                         

75.42 %

Investment securities: Equity securities with a readily determinable fair value, at fair value

                                                        2,250                   2,546                     (296)                       

(11.63) % Equity securities without a readily determinable fair value, at cost

                                                       2,099                   2,099                        -                             -  %
Debt securities, available-for-sale, at fair value                 301,232                 308,177                   (6,945)                        (2.25) %
Debt securities, held-to-maturity, at cost                          22,516                  22,972                     (456)                        (1.99) %
Federal Reserve Bank stock, at cost                                  4,652                   4,652                        -                             -  %
Federal Home Loan Bank stock, at cost                                5,203                   5,203                        -                             -  %
Loans, net                                                       1,367,644               1,363,939                    3,705                          0.27  %
Premises and equipment, net                                         34,519                  35,385                     (866)                        (2.45) %
Operating lease right-of-use assets                                  6,101                   6,357                     (256)                        (4.03) %
Goodwill                                                            59,221                  59,221                        -                             -  %
Core deposit and other intangibles                                   2,178                   2,473                     (295)                       (11.93) %
Bank owned life insurance                                           43,758                  43,224                      534                          1.24  %
Interest receivable                                                  7,448                   7,999                     (551)                        (6.89) %
Other assets                                                        21,991                  21,246                      745                          3.51  %
Total assets                                                $    1,912,627               1,903,629                    8,998                          0.47  %

LIABILITIES:
Deposits:
Non-interest-bearing                                        $      499,124                 501,531                   (2,407)                        (0.48) %
Interest-bearing                                                 1,159,701               1,127,288                   32,413                          2.88  %
Total deposits                                                   1,658,825               1,628,819                   30,006                          1.84  %
Short-term borrowings                                                5,000                       -                    5,000                              N/A
Long-term debt                                                      25,000                  10,000                   15,000                        150.00  %
Operating lease liabilities                                          6,227                   6,473                     (246)                        (3.80) %
Accrued interest and other liabilities                              14,615                  19,733                   (5,118)                       (25.94) %
Total liabilities                                                1,709,667               1,665,025                   44,642                          2.68  %

SHAREHOLDERS' EQUITY:
 Common shares                                                     143,635                 143,130                      505                          0.35  %
 Retained earnings                                                 131,894                 126,312                    5,582                          4.42  %
 Treasury shares at cost                                           (50,629)                (29,029)                 (21,600)                        74.41  %
 Accumulated other comprehensive loss, net of taxes                (21,940)                 (1,809)                 (20,131)                     1,112.82  %
 Total shareholders' equity                                        202,960                 238,604                  (35,644)                       (14.94) %
 Total liabilities and shareholders' equity                 $    1,912,627               1,903,629                    8,998                          0.47  %



Reasons for changes include:
•Debt securities, available-for-sale, decreased due to maturities and calls of
securities totaling $13.7 million and decreases in market value totaling $25.5
million, largely offset by purchases of additional securities totaling $32.8
million.
•Net loans increased due to organic growth in the loan portfolio. Most of the
growth occurred in the commercial real estate and commercial and industrial
portfolios, partially offset by decreases in the residential real estate,
consumer, and agricultural loan portfolios.
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Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)
•Interest-bearing deposits have grown substantially since the start of the
COVID-19 pandemic and this trend continued during the first six months of 2022.
Management believes the growth reflects customer preferences for liquidity
during uncertain economic periods. Balances in NOW and savings accounts grew,
while balances in IRA and time deposits decreased.
•Short-term borrowings increased due to a $20 million one-year revolving line of
credit obtained in February 2022. The borrowing was used to finance the
repurchase of 1,051,688 shares of LCNB common stock. During June 2022, this
revolving line of credit was restructured into a $15 million amortizing term
loan with a maturity of three years and a $5 million revolving line of credit
with a maturity of one year.
•Long-term debt increased due to the $15 million term loan referred to above.
•Accrued interest and other liabilities decreased due to a combination of
decreases in accrued bonuses caused by the payment of annual bonuses in January,
a decrease in LIHTC liabilities due to funding payments made during the first
half, and net deferred federal income taxes that were categorized as a net asset
at June 30, 2022 being categorized as a net liability at December 31, 2021.
•Treasury shares increased because of the repurchase of 1,084,723 share of
common stock during 2022, which represents 8.7% of the shares outstanding at
December 31, 2021.
•Accumulated other comprehensive loss, net of taxes increased because of
market-driven decreases in the fair value of LCNB's debt security investments.

Regulatory Capital



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

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

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



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


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












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                          LCNB CORP. AND SUBSIDIARIES

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)
A summary of the Bank's regulatory capital and capital ratios follows (dollars
in thousands):

                                                                       June 30, 2022          December 31, 2021
Regulatory Capital:
Shareholders' equity                                                  $     217,508                   234,451
Goodwill and other intangibles                                              (60,403)                  (60,655)
Accumulated other comprehensive (income) loss                                21,940                     1,809
Tier 1 risk-based capital                                                   179,045                   175,605
Eligible allowance for loan losses                                            5,833                     5,506
Total risk-based capital                                              $     184,878                   181,111
Capital ratios:
Common Equity Tier 1 Capital to risk-weighted assets                          12.01  %                  12.25  %
Tier 1 Capital to risk-weighted assets                                        12.01  %                  12.25  %
Total Capital to risk-weighted assets                                         12.40  %                  12.64  %
Leverage                                                                       9.58  %                   9.58  %



On September 17, 2019, the FDIC finalized a rule that introduced an optional
simplified measure of capital adequacy for qualifying community banking
organizations, as required by the Economic Growth, Regulatory Relief and
Consumer Protection Act. The simplified rule was designed to reduce burden by
removing the requirements for calculating and reporting risk-based capital
ratios for qualifying community banking organizations that opt into the
framework. Its use was permitted beginning with the March 31, 2020 Call Report.
Qualifications to use the simplified approach include having a tier 1 leverage
ratio of greater than 9%, less than $10 billion in total consolidated assets,
and limited amounts of off-balance-sheet exposures and trading assets and
liabilities. A qualifying community banking organization that opts into the
Community Bank Leverage Ratio framework and meets all requirements under the
framework will be considered to have met the well-capitalized ratio requirements
under the Prompt Corrective Action regulations and will not be required to
report or calculate risk-based capital. LCNB qualifies to use the simplified
measure, but did not opt in for the June 30, 2022 regulatory capital
calculations.

Liquidity



LCNB depends on dividends from the Bank for the majority of its liquid assets,
including the cash needed to pay dividends to its shareholders.  National
banking law limits the amount of dividends the Bank may pay to the sum of
retained net income for the current year plus retained net income for the
previous two years.  Prior approval from the OCC, the Bank's primary regulator,
is necessary for the Bank to pay dividends in excess of this amount. In
addition, dividend payments may not reduce capital levels below minimum
regulatory guidelines.  Management believes the Bank will be able to pay
anticipated dividends to LCNB without needing to request approval.  The Bank is
not aware of any reasons why it would not receive such approval, if required.

Effective liquidity management ensures that cash is available to meet the cash
flow needs of borrowers and depositors, as well as meeting LCNB's operating cash
needs. Primary funding sources include customer deposits with the Bank,
short-term and long-term borrowings from the Federal Home Loan Bank, short-term
line of credit arrangements with two correspondent banks, and interest and
repayments received from LCNB's loan and investment portfolios.

Total remaining borrowing capacity with the Federal Home Loan Bank at June 30,
2022 was approximately $220.4 million. Additional borrowings of approximately
$55.0 million were available through the line of credit arrangements at June 30,
2022.

Management closely monitors the level of liquid assets available to meet ongoing
funding needs.  It is management's intent to maintain adequate liquidity so that
sufficient funds are readily available at a reasonable cost.  LCNB experienced
no liquidity or operational problems as a result of current liquidity levels.
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