Introduction



The following is management's discussion and analysis of the consolidated
financial condition and consolidated results of operations of LCNB. It is
intended to amplify certain financial information regarding LCNB and should be
read in conjunction with the consolidated financial statements and related notes
contained in the 2021 Annual Report to Shareholders.

Overview



Net income for 2021 was $20,974,000 (basic and diluted earnings per share of
$1.66), compared to $20,075,000 (basic and diluted earnings per share of $1.55)
in 2020 and $18,912,000 (basic and diluted earnings per share of $1.44) in 2019
.

The following items affected earnings for the years indicated:
•Net loans increased 5.4% to $1.36 billion at December 31, 2021 compared to
$1.29 billion at December 31, 2020.
•Total assets increased 9.0% to $1.90 billion at December 31, 2021 compared to
$1.75 billion at December 31, 2020.
•Total deposits increased 11.9% to $1.63 billion at December 31, 2021 compared
to $1.46 billion at December 31, 2020.
•Wealth Management assets, which includes trust, investment, and brokerage
accounts, increased 14.7% to $1.06 billion at December 31, 2021 compared to
$0.92 billion at December 31, 2020.
•The credit for loan losses during 2021 was $269,000, compared to provisions for
loan losses of $2,014,000 and $207,000 for 2020 and 2019, respectively. The
provision for loan losses in 2020 was higher partially due to adjustments for
potential impacts from the economic recession caused by the COVID-19 pandemic.
•Net gains from sales of loans totaled $852,000 in 2021, $2,297,000 in 2020, and
$328,000 in 2019. Gains were higher in 2020 primarily due to the volume of loans
sold.

Coronavirus Update/Status

The ongoing COVID-19 pandemic has created extensive disruptions to the global
economy and to the lives of individuals throughout the world. Governments,
businesses, and the public have taken and are taking unprecedented actions to
contain the spread of COVID-19 and to mitigate its effects, including
quarantines, travel bans, shelter-in-place orders, closures of or restrictions
on the operations of businesses and schools, fiscal stimulus, and legislation
designed to deliver monetary aid and other relief. While the effects of COVID-19
are rapidly evolving and 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
have continued since the beginning of 2021, the pandemic has not yet been
contained and economic activity has not yet returned to pre-pandemic levels.

On May 12, 2021, Ohio Governor Mike DeWine announced that the vast majority of
Ohio Department of Health orders related to COVID-19 would be rescinded on June
2, 2021. Measures that have been removed include facial covering protocols,
social distancing guidelines, and capacity restrictions for indoor and outdoor
events. Businesses can choose to continue facial mask and social distancing
protocols in their facilities. Further, on June 17, 2021, Governor DeWine
announced that Ohio's State of Emergency caused by the COVID-19 pandemic would
be lifted, effective the next day. The National Emergency Declaration remains in
force, as does the National Public Health Emergency Declaration.

In response, LCNB management rescinded requirements to wear facial masks and
practice social distancing, effective June 2, 2021, except for branches located
in areas with local mandates. Employees and customers at branches without local
mandates who wish to continue wearing facial masks may continue to do so.
Depending on local conditions and employee availability, branch hours of
operation and lobby usage may be adjusted for brief periods of time. Plexiglass
barriers remain at teller stations and will remain until and if management
decides to remove them. Remote and hybrid work arrangements remain available for
certain employees and departments. Management continues to monitor LCNB's market
area for areas of COVID-19 resurgence or regression and may adjust local branch
or corporate operations accordingly.



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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)



Because of the economic disruption caused by the pandemic, LCNB provided
COVID-19 related payment deferrals, primarily agreements to accept interest only
payments for a period of time or agreements to defer principal and interest
payments for a period of time, on a number of loans. There were no loans
remaining on deferral for COVID-19 reasons at December 31, 2021. Loan balances
at December 31, 2021, December 31, 2020, and the time of deferral were as
follows (in thousands):
                                               At December 31, 2021             At December 31, 2020                At Time of Deferral
Commercial and industrial                    $                   -                             -                            33,683
Commercial, secured by real estate                               -                        20,231                           337,263
Residential real estate                                          -                           324                            48,903
Consumer                                                         -                            21                               868
Total loans deferred                         $                   -                        20,576                           420,717



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 December 31, 2021 and 2020 totaled
$6,935,000 and $21,088,000, respectively, and unrecognized fees at those dates
totaled $272,000 and $747,000, respectively.

LCNB continues to closely monitor this pandemic and expects to make future changes to respond to the pandemic as this situation continues to evolve.

Net Interest Income



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 years
indicated, 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.
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                          LCNB CORP. AND SUBSIDIARIES

Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations (continued)

                                                                                                                                  Years ended December 31,
                                                                               2021                                                         2020                                                         2019
                                                         Average            Interest             Average              Average            Interest             Average              Average            Interest             Average
                                                       Outstanding           Earned/             Yield/             Outstanding           Earned/             Yield/             Outstanding           Earned/             Yield/
                                                         Balance              Paid                Rate                Balance              Paid                Rate                Balance              Paid                Rate
                                                                                                                                   (Dollars in thousands)
Loans (1)                                             $ 1,329,072          $ 56,142                  4.22  %       $ 1,306,314          $ 59,267                  4.54  %       $ 1,221,375          $ 59,009                  4.83  %

Interest-bearing demand deposits                           14,876                48                  0.32  %            20,808                83                  0.40  %             8,389               241                  2.87 

%


Interest-bearing time deposits                                  -                 -                     -  %                 -                 -                     -  %               488                11                  2.25 

%

Federal Reserve Bank stock                                  4,652               279                  6.00  %             4,652               279                  6.00  %             4,652               279                  6.00 

%


Federal Home  Loan Bank stock                               5,203               104                  2.00  %             5,203               117                  2.25  %             5,108               249                  4.87 

%


Investment securities:
Equity securities                                           4,576                72                  1.57  %             4,303                91                  2.11  %             4,310               127                  2.95 

%


Debt securities, taxable                                  272,251             3,668                  1.35  %           148,415             2,916                  1.96  %           159,377             3,601                  2.26 

%


Debt securities, non-taxable (2)                           32,937             1,094                  3.32  %            38,439             1,300                  3.38  %            73,634             2,123                  2.88  %
Total earning assets                                    1,663,567            61,407                  3.69  %         1,528,134            64,053                  4.19  %         1,477,333            65,640                  4.44  %
Non-earning assets                                        193,311                                                      183,819                                                      169,314
Allowance for loan losses                                  (5,701)                                                      (5,029)                                                      (4,056)
Total assets                                          $ 1,851,177                                                  $ 1,706,924                                                  $ 1,642,591

NOW and money fund deposits                           $   463,636               556                  0.12  %       $   391,490               838                  0.21  %       $   400,094             1,825                  0.46  %
Savings deposits                                          407,298               599                  0.15  %           323,867               595                  0.18  %           287,364               621                  0.22  %
IRA and time certificates                                 214,344             2,423                  1.13  %           289,775             5,201                  1.79  %           327,321             7,080                  2.16  %
Short-term borrowings                                         821                 6                  0.73  %               372                 7                  1.88  %             6,064               227                  3.74  %
Long-term debt                                             16,148               469                  2.90  %            34,265               921                  2.69  %            42,733             1,035                  2.42  %
Total interest-bearing liabilities                      1,102,247             4,053                  0.37  %         1,039,769             7,562                  0.73  %         1,063,576            10,788                  1.01 

%


Noninterest-bearing demand deposits                       482,402                                                      407,961                                                      336,257
Other liabilities                                          25,705                                                       22,798                                                       18,119
Capital                                                   240,823                                                      236,396                                                      224,639
Total  liabilities  and capital                       $ 1,851,177                                                  $ 1,706,924                                                  $ 1,642,591
Net interest rate spread (3)                                                                         3.32  %                                                      3.46  %                                                      3.43 

%

Net interest income and net interest margin on a tax equivalent basis (4)

$ 57,354                  3.45  %                            $ 56,491                  3.70  %                            $ 54,852                  3.71  %
Ratio of interest-earning assets to interest-bearing
liabilities                                                150.93  %                                                    146.97  %                                                    138.90  %


(1)Includes non-accrual loans if any.
(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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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)



The following table presents the changes in 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 years
indicated. 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.
                                                                                         For the years ended December 31,
                                                              2021 vs. 2020                                                       2020 vs. 2019
                                                       Increase (decrease) due to                                           Increase (decrease) due to
                                             Volume                Rate                Total                Volume                    Rate                     Total
                                                                                                  (In thousands)
Interest income attributable to:
Loans (1)                               $       1,018              (4,143)             (3,125)               3,970                   (3,712)                       258

Interest-bearing demand deposits                  (21)                (14)                (35)                 163                     (321)            

(158)


Interest-bearing time deposits                      -                   -                   -                  (11)                       -                        (11)
Federal Reserve Bank stock                          -                   -                   -                    -                        -                          -
Federal Home Loan Bank stock                        -                 (13)                (13)                   5                     (137)                      (132)
Investment securities:
Equity securities                                   5                 (24)                (19)                   -                      (36)                       (36)
Debt securities, taxable                        1,878              (1,126)                752                 (237)                    (448)                      (685)
Debt securities, non-taxable (2)                 (183)                (23)               (206)              (1,144)                     321                       (823)
Total interest income                           2,697              (5,343)             (2,646)               2,746                   (4,333)                    (1,587)
Interest expense attributable to:
NOW and money fund deposits                       134                (416)               (282)                 (38)                    (949)                      (987)
Savings deposits                                  136                (132)                  4                   73                      (99)                       (26)
IRA and time certificates                      (1,147)             (1,631)             (2,778)                (756)                  (1,123)                    (1,879)
Short-term borrowings                               5                  (6)                 (1)                (144)                     (76)                      (220)
Long-term debt                                   (521)                 69                (452)                (220)                     106                       (114)
Total interest expense                         (1,393)             (2,116)             (3,509)              (1,085)                  (2,141)                    (3,226)
Net interest income                     $       4,090              (3,227)                863                3,831                   (2,192)                     1,639


(1)Non-accrual loans, if any, are included in average loan balances.
(2)Change in interest income from non-taxable investment securities is computed
based on interest income determined on a taxable-equivalent yield
basis. Interest income has been divided by a factor comprised of the complement
of the incremental tax rate of 21%.

2021 vs. 2020. Net interest income on a fully tax-equivalent basis for 2021
totaled $57,354,000, an increase of $863,000 from 2020. The increase resulted
from a decrease in total interest expense of $3,509,000, partially offset by a
decrease in total taxable-equivalent interest income of $2,646,000.

The decrease in total interest income was due primarily to a $3,125,000 decrease
in interest income from loans and a $206,000 decrease in interest income from
non-taxable debt securities, partially offset by a $752,000 increase in interest
income from taxable debt securities. Loan interest decreased due to a 32 basis
point decrease in the average rate earned, partially offset by a $22.8 million
increase in average loans and by fees recognized from PPP loans of $1,655,000.
Interest income from non-taxable debt securities decreased due to a $5.5 million
decrease in average securities and to a 6 basis point decrease in the average
rate earned on these securities. Interest income from taxable debt securities
increased due to an $123.8 million increase in average securities, partially
offset by a 61 basis point decrease in the average rate earned on these
securities.





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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)



The decrease in total interest expense was primarily due to a $2,778,000
decrease in interest paid on IRA and time certificates, a $452,000 decrease in
interest paid on long-term debt, and a $282,000 decrease in interest paid on NOW
and money fund deposits. Interest paid on IRA and time certificates decreased
due to a 66 basis point decrease in the average rate paid and to a $75.4 million
decrease in average deposit balances. Interest paid on long-term debt decreased
due to an $18.1 million decrease in average balances, partially offset by 21
basis point increase in the average rate paid. Interest paid on NOW and money
fund deposits decreased due to a 9 basis point decrease in the average rate
paid, partially offset by a $72.1 million increase in average balances.
Decreases in average rates paid for IRA and time certificates and NOW and money
fund deposits were primarily due to decreases in market rates. The increase in
the average paid on long-term debt reflects the maturity of comparatively lower
rate debt during the year. No new debt was obtained during 2021.

2020 vs. 2019. Net interest income on a fully tax-equivalent basis for 2020
totaled $56,491,000, an increase of $1,639,000 from 2019. The increase resulted
from a decrease in total interest expense of $3,226,000, partially offset by a
decrease in total taxable-equivalent interest income of $1,587,000.

The decrease in total interest income was due primarily to a $685,000 decrease
in interest income from taxable debt securities and an $823,000 decrease from
taxable-equivalent interest income from non-taxable debt securities. Interest
income from taxable debt securities decreased due to an $11.0 million decrease
in average securities and to a 30 basis point decrease in the average rate
earned on these securities. Interest income from non-taxable debt securities
decreased due to a $35.2 million decrease in average securities, partially
offset by a 50 basis point increase in the average rate earned on these
securities. The decreases in debt securities were invested in the loan portfolio
and used to pay down short-term borrowings and long-term debt.
Loan interest income increased by $258,000 due to an $84.9 million increase in
average loans, largely offset by a 29 basis point decrease in the average rate
earned on loans.

The decrease in total interest expense was primarily due to a $987,000 decrease
in interest paid on NOW and money fund deposits and a $1,879,000 decrease in
interest paid on IRA and time certificates. Interest paid on NOW and money fund
deposits decreased primarily due to a 25 basis point decrease in the average
rate paid and to an $8.6 million decrease in average deposit balances. Interest
paid on IRA and time certificates decreased due to a 37 basis point decrease in
the average rate paid and to a $37.5 million decrease in average deposit
balances. Decreases in average rates paid for NOW and money fund deposits and
IRA and time certificates were primarily due to decreases in market rates.

Provisions and Allowance for Loan Losses




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

The total provision for 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 and industrial loans, owner
occupied commercial real estate loans, non-owner occupied commercial real estate
loans, real estate loans secured by farms, real estate loans secured by
multi-family dwellings, residential real estate loans secured by senior liens on
1-4 family dwellings, residential real estate loans secured by junior liens on
1-4 family dwellings, home equity line of credit loans, consumer loans, loans
for agricultural purposes not secured by real estate, construction loans secured
by 1-4 family dwellings, construction loans secured by other real estate, and
several smaller classifications. Within each pool of loans, LCNB examines a
variety of factors to determine the adequacy of the allowance for 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 credit for loan losses for 2021 was $269,000, compared to provisions of
$2,014,000 for 2020 and $207,000 for 2019. The 2020 period included qualitative
adjustments for estimated impacts from the economic downturn caused by the
COVID-19 pandemic. 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.


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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)



Non-Interest Income

A comparison of non-interest income for 2021, 2020, and 2019 is as follows:



                                                                                                             Increase (Decrease)
                                          2021               2020                2019            2021 vs. 2020                 2020 vs. 2019
                                                                                   (In thousands)
Fiduciary income                       $  6,674               5,009               4,354                 1,665                          655
Service charges and fees on deposit
accounts                                  6,036               5,482               5,875                   554                         (393)
Net gains (losses) on sales of
securities                                  303                 221                 (41)                   82                          262
Bank owned life insurance income          1,074               1,441                 943                  (367)                         498
Net gains from sales of loans               852               2,297                 328                (1,445)                       1,969
Other operating income                    1,293               1,291                 889                     2                          402
Total non-interest income              $ 16,232              15,741              12,348                   491                        3,393



Reasons for changes include:
•Fiduciary income increased during 2021 and 2020 due to a combination of new
accounts and increases in the fair value of trust and brokerage assets managed.
•Service charges and fees on deposit accounts increased during 2021 primarily
due to increases in fees received from debit card usage, partially offset by a
decrease in fee income recognized on the ICS deposit program. Service charges
and fees on deposit accounts decreased during 2020 primarily due to decreases in
fee income recognized on the ICS deposit program, overdraft fees, and smaller
decreases in other fee accounts, partially offset by an increase in fees
received from debit card usage.
•Net gains (losses) on sales of securities were greater during 2021 and 2020 as
compared to 2019 primarily due to market pricing at the times of the sales. The
book value of sales for 2021, 2020, and 2019 were, respectively, $20.9 million,
$8.6 million, and $84.6 million.
•Bank owned life insurance income was greater in 2020 partially due to $12.0
million of new policies purchased at the beginning of the third quarter 2019 and
partially due to a mortality benefit received during the first quarter 2020.
•Net gains from sales of loans was greater during 2020 as compared to 2021 and
2019 primarily due to the volume of loans sold.
•Other operating income increased in 2020, as compared to 2019, primarily due to
gains recognized on the sale of equity securities, partially offset by decreases
in the fair value of equity security investments.






















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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)



Non-Interest Expense

A comparison of non-interest expense for 2021, 2020, and 2019 is as follows:

                                                                                                              Increase (Decrease)
                                           2021               2020                2019            2021 vs. 2020                 2020 vs. 2019
                                                                                   (In thousands)
Salaries and employee benefits          $ 27,616              27,178              25,320                   438                       1,858
Equipment expenses                         1,678               1,377               1,209                   301                         168
Occupancy expense, net                     2,949               2,875               2,961                    74                         (86)
State financial institutions tax           1,758               1,708               1,669                    50                          39
Marketing                                  1,239               1,254               1,319                   (15)                        (65)
Amortization of intangibles                1,043               1,046               1,043                    (3)                          3
FDIC premiums                                492                 256                 225                   236                          31
ATM expense                                1,416               1,028                 580                   388                         448
Computer maintenance and supplies          1,213               1,107               1,094                   106                          13
Telephone expense                            420                 706                 707                  (286)                         (1)
Contracted services                        2,430               1,821               1,865                   609                         (44)
Merger-related expenses                        -                   -                 114                     -                        (114)
Other non-interest expense                 5,786               5,429               5,416                   357                          13
Total non-interest expense              $ 48,040              45,785              43,522                 2,255                       2,263



Reasons for changes include:
•Salaries and employee benefits were 1.6% greater in 2021 than in 2020 and 7.3%
greater in 2020 than in 2019. The increase in 2021 was primarily due to
increased employer taxes on employee payroll and increased compensation expense
recognized on restricted stock grants. The increase for 2020 was primarily due
to salary and wage increases, incentive payment increases, and newly hired
employees, including additional business development positions. Increases in
health insurance costs also contributed to the increases for both years.
•Equipment expenses increased during 2021 and 2020 primarily due to increased
depreciation charges for furniture and equipment and increased equipment rental
costs. During 2020, LCNB replaced ATMs that it had previously owned with new
ATMs obtained through an outsourcing arrangement.
•Occupancy expense increased during 2021 primarily due to increased costs for
janitorial service, utilities, and branch rentals. The increase in branch
rentals reflects a new lease for the Union Village Office. Occupancy expense
decreased during 2020 primarily due to decreased costs for facility maintenance
and repairs and smaller decreases in utility costs and depreciation charges for
bank premises, partially offset by higher janitorial costs.
•FDIC premiums were lower in 2020 and 2019 as compared to 2021 because LCNB
received small bank assessment credits from the FDIC during the first and second
quarters of 2020 and the third and fourth quarters of 2019. Premium payments
returned to their normal levels after the second quarter 2020.
•ATM expense increased during 2021 and 2020 partially due to a strategic
decision to outsource LCNB's ATM operations to a third-party vendor, relieving
LCNB branch personnel from various ATM maintenance responsibilities. The
transition took place gradually during 2020 and all ATMs were outsourced during
2021.
•Computer maintenance and supplies increased in 2021 due to increased technology
and software related expenditures designed to offer technological convenience to
customers, to protect the integrity of LCNB's data systems and software, and to
protect the confidentiality of customer information.
•Telephone expense decreased in 2021, as compared to 2020 and 2019, due to
connection modifications.
•Contracted services increased in 2021, as compared to 2020 and 2019, due to
additional fees paid for data services, recruitment services, and general price
increases on other contracted services.
•Other non-interest expense increased in 2021, as compared to 2020 and 2019,
primarily due to increased ATM maintenance costs due to the outsourcing
agreement, increased costs to support LCNB's electronic banking products,
increased printing and supply costs, and increased legal fees.

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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)



Income Taxes

LCNB's effective tax rates for the years ended December 31, 2021, 2020, and 2019
were 18.0%, 16.9%, and 17.9%, respectively. The difference between the statutory
rate of 21% and the effective tax rate 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. A one-time tax benefit recognized as a result of certain
provisions in the CARES Act also contributed to the difference during 2020.

Financial Condition



A comparison of balance sheet line items at December 31, 2021 and 2020 is as
follows (in thousands):

                                                             December 31,
                                                                 2021               December 31, 2020            Difference $             Difference %
ASSETS:
Total cash and cash equivalents                             $     18,136                  31,730                  (13,594)                       

(42.84) %

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

                                                      2,546                   2,389                      157                          6.57 

%

Equity securities without a readily determinable fair value, at cost

                                                     2,099                   2,099                        -                             - 

%


Debt securities, available-for-sale, at fair value               308,177                 209,471                   98,706                         47.12 

%


Debt securities, held-to-maturity, at cost                        22,972                  24,810                   (1,838)                        (7.41) %
Federal Reserve Bank stock, at cost                                4,652                   4,652                        -                             - 

%


Federal Home Loan Bank stock, at cost                              5,203                   5,203                        -                             -  %
Loans, net                                                     1,363,939               1,293,693                   70,246                          5.43  %
Premises and equipment, net                                       35,385                  35,376                        9                          0.03 

%


Operating lease right-of-use assets                                6,357                   6,274                       83                          1.32  %
Goodwill                                                          59,221                  59,221                        -                             -  %
Core deposit and other intangibles, net                            2,473                   3,453                     (980)                       (28.38) %
Bank owned life insurance                                         43,224                  42,149                    1,075                          2.55  %
Interest receivable                                                7,999                   8,337                     (338)                        (4.05) %
Other assets, net                                                 21,246                  17,027                    4,219                         24.78  %
Total assets                                                $  1,903,629               1,745,884                  157,745                          9.04  %

LIABILITIES:
Deposits:
Non-interest-bearing                                        $    501,531                 455,073                   46,458                         10.21  %
Interest-bearing                                               1,127,288               1,000,350                  126,938                         12.69  %
Total deposits                                                 1,628,819               1,455,423                  173,396                         11.91  %

Long-term debt                                                    10,000                  22,000                  (12,000)                       (54.55) %
Operating leases liability                                         6,473                   6,371                      102                          1.60  %
Accrued interest and other liabilities                            19,733                  21,265                   (1,532)                        (7.20) %
Total liabilities                                              1,665,025               1,505,059                  159,966                         10.63  %

TOTAL SHAREHOLDERS' EQUITY                                       238,604                 240,825                   (2,221)                        (0.92) %
Total liabilities and shareholders' equity                  $  1,903,629               1,745,884                  157,745                          9.04  %



Reasons for changes include:
•Debt securities, available-for-sale, increased due to purchase of new
securities totaling $161.8 million. This increase was partially offset by sales
of securities with a total book value of $20.9 million, maturities and calls of
securities totaling $6.7 million, principal payments on mortgage-backed
securities totaling $26.4 million, and decreases in fair values totaling $7.5
million.
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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)



•Net loans increased due to organic growth in the loan portfolio. Most of the
growth occurred in the commercial real estate and residential real estate loan
portfolios. Growth in the commercial and industrial loan portfolio was largely
offset by forgiveness payments and other paydowns received on PPP loans.
•Core deposit and other intangibles decreased due to amortization of core
deposit intangibles.
•Bank owned life insurance increased due to increases in the cash values of the
policies. No new policies were purchased during 2021.
•Other assets increased primarily due to an additional $3.0 investment in
Affordable Housing Tax Credit Limited Partnerships, an increase in prepaid
expenses, and a temporary increase in a clearing account.
•Non-interest-bearing deposits and interest-bearing deposits have grown
substantially since the start of the COVID-19 pandemic. Management believes the
growth reflects customer preferences for liquidity during uncertain economic
periods. Balances in demand deposits and NOW and savings accounts have grown,
while balances in IRA and time deposits have decreased. A $77.4 million increase
in ICS reciprocal accounts deposited with LCNB also contributed to the increase.
The increase in deposit balances was invested in loan growth, additional debt
securities purchases, and was also used to pay off maturing long-term debt.
•Long-term debt decreased due to payoffs of matured debt. There were no new
borrowings during 2021.
•Accrued interest and other liabilities decreased primarily due to a
$1.6.million decrease in deferred federal income taxes on debt securities,
reflective of fair value decreases during the year.
•Total shareholders' equity decreased primarily due to $8.3 million of treasury
stock purchases during the year and to a $5.9 million decrease in accumulated
other comprehensive income, net of taxes, caused by market-driven decreases in
the fair value of LCNB's debt security investments. These decreases were
partially offset by earnings retained during 2021.

Liquidity

LCNB Corp. depends on dividends from the Bank for the majority of its liquid
assets, including the cash needed to pay dividends to its shareholders. Federal
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 Corp. 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, pay dividends to shareholders, and meet
LCNB's operating cash needs. Primary funding sources include customer deposits
with the Bank, short-term and long-term borrowings from the Federal Home Loan
Bank, short-term line of credit arrangements totaling $55.0 million 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 December 31, 2021 was approximately $186.6 million. Additional borrowings of approximately $55.0 million were available through the line of credit arrangements at year-end.



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

Commitments to extend credit at December 31, 2021 totaled $290.7 million and are
more fully described in Note 13 - Commitments and Contingent Liabilities to
LCNB's consolidated financial statements. Since many commitments to extend
credit may expire without being drawn upon, the total commitment amount does not
necessarily represent future cash requirements.





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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

The following table provides information concerning LCNB's commitments at December 31, 2021:



                                                                                      Amount of Commitment Expiration Per Period
                                              Total                                         Over 1                   Over 3
                                             Amounts               1 year                  through 3                through 5                More than
                                            Committed             or less                    years                    years                   5 years
                                                                                           (In thousands)
Commitments to extend credit               $  90,558                90,558                       -                        -                        -
Unused lines of credit                       200,112                72,632                  75,652                   11,085                   40,743
Standby letters of credit                          5                     5                       -                        -                        -
Total                                      $ 290,675               163,195                  75,652                   11,085                   40,743



Capital Resources

The Bank is required by banking regulators to meet certain minimum levels of
capital adequacy. Failure to meet minimum capital requirements can initiate
certain mandatory and possibly additional discretionary actions by regulators
that, if undertaken, could have a material effect on LCNB's and the Bank's
financial statements. These minimum levels are expressed in the form of certain
ratios. Capital is separated into Tier 1 capital (essentially shareholders'
equity less goodwill and other intangibles) and Tier 2 capital (essentially the
allowance for loan losses limited to 1.25% of risk-weighted assets). Common
Equity Tier 1 Capital is the sum of common stock, related surplus, and retained
earnings, net of treasury stock, accumulated other comprehensive income, and
other adjustments. The first three ratios, which are based on the degree of
credit risk in the Bank's assets, provide for weighting assets based on assigned
risk factors and include off-balance sheet items such as loan commitments and
stand-by letters of credit. Information summarizing the regulatory capital of
the Bank at December 31, 2021 and 2020 and corresponding regulatory minimum
requirements is included in Note 14 - Regulatory Matters of the consolidated
financial statements.

The FDIC, the insurer of deposits in financial institutions, has adopted a
risk-based insurance premium system based in part on an institution's capital
adequacy. Under this system, a depository institution is required to pay
successively higher premiums depending on its capital levels and its supervisory
rating by its primary regulator. It is management's intention to maintain
sufficient capital to permit the Bank to maintain a "well capitalized"
designation, which is the FDIC's highest rating.

On August 24, 2020, LCNB's Board of Directors authorized a share repurchase
program (the "Program"). Under the terms of
the Program, LCNB is authorized to repurchase up to 645,000 of its outstanding
common shares. The Program is authorized to
last no longer than five years. The Program replaced and superseded LCNB's prior
share repurchase program, which was
adopted in April 2019.

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

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

LCNB established an Ownership Incentive Plan during 2002 that allowed for
stock-based awards to eligible employees. Under the plan, awards could be in the
form of stock options, share awards, and/or appreciation rights. The plan
provided for the issuance of up to 200,000 shares, as restated for a stock
dividend. The plan expired on April 16, 2012, but outstanding unexercised
options continued to be exercisable in accordance with their terms and the last
of the options were exercised during 2021.


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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)



The 2015 Ownership Incentive Plan (the "2015 Plan") was approved by LCNB's
shareholders at the annual meeting on April 28, 2015 and allows for stock-based
awards to eligible employees, as determined by the Compensation Committee of the
Board of Directors. Awards may be made in the form of stock options,
appreciation rights, restricted shares, and/or restricted share units. The 2015
Plan provides for the issuance of up to 450,000 shares. The 2015 Plan will
terminate on April 28, 2025 and is subject to earlier termination by the
Compensation Committee.

Critical Accounting Estimates



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

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 collectability of
the principal is unlikely. Subsequent recoveries, if any, are credited to the
allowance. The allowance is an amount that management believes will be adequate
to absorb inherent losses in the loan portfolio, based on evaluations of the
collectability of loans and prior loan loss experience. The evaluations take
into consideration such factors as changes in the nature and volume of the loan
portfolio, overall portfolio quality, review of specific problem loans, and
current 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 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.

Accounting for Intangibles. LCNB's intangible assets at December 31, 2021 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 and CFB.
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Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (continued)

Goodwill is not subject to amortization, but is reviewed annually for
impairment.  A review for impairment may be conducted more frequently than
annually if circumstances indicate a possible impairment. Impairment indicators
that may be considered include the condition of the economy and banking
industry; estimated future cash flows; government intervention and regulatory
updates; the impact of recent events to financial performance and cost factors
of the reporting unit; performance of LCNB's stock; and other relevant events.
These and other factors could lead to a conclusion that goodwill is impaired,
which would require LCNB to write off the difference between the estimated fair
value of the Company and the carrying value.

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.

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