QNB Corp. is a bank holding company headquartered in Quakertown, Pennsylvania.
QNB Corp., through its wholly-owned subsidiary, the Bank, has been serving the
residents and businesses of upper Bucks, northern Montgomery and southern Lehigh
counties in Pennsylvania since 1877. Due to its limited geographic area, growth
is pursued through expansion of existing customer relationships and building new
relationships by stressing a consistent high level of service at all points of
contact. The Bank is a locally managed community bank that provides a full range
of commercial and retail banking and retail brokerage services. The consolidated
entity is referred to herein as "QNB" or the "Company".

Tabular information presented throughout management's discussion and analysis, other than share and per share data, is presented in thousands of dollars.

FORWARD-LOOKING STATEMENTS



In addition to historical information, this document contains forward-looking
statements. Forward-looking statements are typically identified by words or
phrases such as "believe," "expect," "anticipate," "intend," "estimate,"
"project" and variations of such words and similar expressions, or future or
conditional verbs such as "will," "would," "should," "could," "may" or similar
expressions. The U.S. Private Securities Litigation Reform Act of 1995 provides
a safe harbor in regard to the inclusion of forward-looking statements in this
document and documents incorporated by reference.

Shareholders should note that many factors, some of which are discussed
elsewhere in this document and in the documents that are incorporated by
reference, including the risk factors identified in Item 1A of QNB's 2021 Form
10-K, could affect the future financial results of QNB and could cause those
results to differ materially from those expressed in the forward-looking
statements contained or incorporated by reference in this document. These
factors include, but are not limited, to the following:


  • Volatility in interest rates and shape of the yield curve;



  • Credit risk;



  • Liquidity risk;



  • Operating, legal and regulatory risks;


• Economic, political and competitive forces affecting QNB's business,


        including the effects of inflation;


• The effects of unforeseen external events, including acts of terrorism,


        natural disasters, and pandemics, including the COVID-19 Pandemic; and


• The risk that the analysis of these risks and forces could be incorrect,


        and/or that the strategies developed to address them could be
        unsuccessful.



QNB cautions that these forward-looking statements are subject to numerous
assumptions, risks and uncertainties, all of which change over time, and QNB
assumes no duty to update forward-looking statements. Management cautions
readers not to place undue reliance on any forward-looking statements. These
statements speak only as of the date of this report on Form 10-Q, even if
subsequently made available by QNB on its website or otherwise, and they advise
readers that various factors, including those described above, could affect
QNB's financial performance and could cause actual results or circumstances for
future periods to differ materially from those anticipated or projected. Except
as required by law, QNB does not undertake, and specifically disclaims any
obligation, to publicly release any revisions to any forward-looking statements
to reflect the occurrence of anticipated or unanticipated events or
circumstances after the date of such statements.

                                       36
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS

CRITICAL ACCOUNTING POLICIES AND ESTIMATES



The discussion and analysis of the financial condition and results of operations
are based on the consolidated financial statements of QNB, which are prepared in
accordance with U.S. generally accepted accounting principles (U.S. GAAP) and
predominant practices within the banking industry. The preparation of these
consolidated financial statements requires QNB to make estimates and judgments
that affect the reported amounts of assets, liabilities, revenues and expenses,
and related disclosure of contingent assets and liabilities. QNB evaluates
estimates on an on-going basis, including those related to the determination of
the allowance for loan losses, the determination of the valuation of other real
estate owned and foreclosed assets, other-than-temporary impairments on
investment securities, the valuation of deferred tax assets, stock-based
compensation and income taxes. QNB bases its estimates on historical experience
and various other factors and assumptions that are believed to be reasonable
under the circumstances, the results of which form the basis for making
judgments about the carrying values of assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these
estimates under different assumptions or conditions.

Other-Than-Temporary Investment Security Impairment



Securities are evaluated periodically to determine whether a decline in their
value is other-than-temporary. Management utilizes criteria such as the
magnitude and duration of the decline, in addition to the reasons underlying the
decline, to determine whether the loss in value is other-than-temporary. The
term "other-than-temporary" is not intended to indicate that the decline is
permanent, it indicates that the prospect for a near-term recovery of value is
not necessarily favorable, or that there is a lack of evidence to support a
realizable value equal to or greater than the carrying value of the investment.
For equity securities that do not have readily-determinable fair values, once a
decline in value is determined to be other-than-temporary, the value of the
equity security is reduced and a corresponding charge to earnings is
recognized. There were no other-than-temporary impairment charges recorded
during the three or nine months ended September 30, 2022 and 2021, respectively.

The Company follows accounting guidance related to the recognition and
presentation of other-than-temporary impairment that specifies (a) if a company
does not have the intent to sell a debt security prior to recovery and (b) it is
more likely than not that it will not have to sell the debt security prior to
recovery, the security would not be considered other-than-temporarily impaired
unless there is a credit loss. When an entity does not intend to sell the
security, and it is more likely than not the entity will not have to sell the
security before recovery of its cost basis, it will recognize the credit
component of an other-than-temporary impairment of a debt security in earnings
and the remaining portion in other comprehensive income. There were no
credit-related other-than-temporary impairment charges in the three or nine
months ended September 30, 2022 or 2021, respectively.

Allowance for Loan Losses



The determination of the allowance for loan losses involves a higher degree of
judgment and complexity than the Company's other significant accounting
policies. The allowance for loan losses is calculated with the objective of
maintaining a level believed by management to be sufficient to absorb probable
known and inherent losses in the outstanding loan portfolio. The allowance is
reduced by actual credit losses and is increased by the provision for loan
losses and recoveries of previous losses. The provisions for loan losses are
charged to earnings to bring the total allowance for loan losses to a level
considered necessary by management.

The allowance for loan losses is based on management's continual review and
evaluation of the loan portfolio. The level of the allowance is determined by
assigning specific reserves to individually identified problem credits and
general reserves to all other loans. The portion of the allowance that is
allocated to impaired loans is determined by estimating the inherent loss on
each credit after giving consideration to the value of underlying collateral or
present value of future estimated cash flows. The general reserves are based on
the composition and risk characteristics of the loan portfolio, including the
nature of the loan portfolio, credit concentration trends, delinquency and loss
experience, as well as other qualitative factors such as current economic
trends.

Management emphasizes loan quality and close monitoring of potential problem
credits. Credit risk identification and review processes are utilized to assess
and monitor the degree of risk in the loan portfolio. QNB's lending and credit
administration staff are charged with reviewing the loan portfolio and
identifying changes in the economy or in a borrower's circumstances which may
affect the ability to repay debt or the value of pledged collateral. A loan
classification and review system exists that identifies those loans with a
higher-than-normal risk of collection. Each commercial loan is assigned a grade
based upon an assessment of the borrower's financial capacity to service the
debt and the presence and value of collateral for the loan. An independent loan
review group tests risk assessments and evaluates the adequacy of the allowance
for loan losses. Management meets monthly to review the credit quality of the
loan portfolio and quarterly to review the allowance for loan losses.

                                       37
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



In addition, various regulatory agencies, as an integral part of their
examination process, periodically review QNB's allowance for loan losses. Such
agencies may require QNB to recognize additions to the allowance based on their
judgments about information available to them at the time of their examination.

Management believes that it uses the best information available to make
determinations about the adequacy of the allowance and that it has established
its existing allowance for loan losses in accordance with U.S. GAAP. If
circumstances differ substantially from the assumptions used in making
determinations, future adjustments to the allowance for loan losses may be
necessary and results of operations could be affected. Because future events
affecting borrowers and collateral cannot be predicted with certainty, increases
to the allowance may be necessary should the quality of any loans deteriorate as
a result of the factors discussed above.

Foreclosed Assets



Assets acquired through, or in lieu of, loan foreclosure are held-for-sale and
are initially recorded at fair value less cost to sell at the date of
foreclosure, establishing a new cost basis. Subsequent to foreclosure,
valuations are periodically performed by management and the assets are carried
at the lower of carrying amount or fair value less cost to sell. Revenue and
expenses and changes in the valuation allowance are included in net expenses
from foreclosed assets.

Stock-Based Compensation

QNB sponsors stock-based compensation plans, administered by a Board committee,
under which both qualified and non-qualified stock options may be granted
periodically to certain employees. QNB accounts for all awards granted under
stock-based compensation plans in accordance with ASC 718, Compensation-Stock
Compensation. Compensation cost has been measured using the fair value of an
award on the grant date and is recognized over the service period, which is
usually the vesting period. The fair value of each option is amortized into
compensation expense on a straight-line basis between the grant date for the
option and each vesting date. QNB estimates the fair value of stock options on
the date of the grant using the Black-Scholes option pricing model. The model
requires the use of numerous assumptions, many of which are highly subjective in
nature.

Income Taxes

QNB accounts for income taxes under the asset/liability method in accordance
with income tax accounting guidance, ASC 740, Income Taxes. Deferred tax assets
and liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases, as well as operating loss and
tax credit carryforwards. Deferred tax assets and liabilities are measured using
enacted tax rates expected to apply to taxable income in the years in which
those temporary differences are expected to be recovered or settled. The effect
on deferred tax assets and liabilities of a change in tax rates is recognized in
income in the period that includes the enactment date. A valuation allowance is
established against deferred tax assets when, in the judgment of management, it
is more likely than not that such deferred tax assets will not become available.
Because the judgment about the level of future taxable income is dependent on
matters that may, at least in part, be beyond QNB's control, it is at least
reasonably possible that management's judgment about the need for a valuation
allowance for deferred tax assets could change in the near term.

RESULTS OF OPERATIONS - OVERVIEW



QNB reported net income for the third quarter of 2022 of $3,415,000, or $0.96
per share on a diluted basis, compared to net income of $3,424,000, or $0.96 per
share on a diluted basis, for the same period in 2021. For the nine-month period
ended September 30, 2022, QNB reported net income of $10,474,000, or $2.94 per
share on a diluted basis, compared to net income of $12,343,000, or $3.47 per
share on a diluted basis, for the same period in 2021. The Bank contributed
$12,037,000 to net income for the nine months ended September 30, 2022 compared
to $11,070,000 for the same period 2021; and the holding company contributed
negative $1,563,000 to net income for the nine months ended September 30, 2022
compared to income of $1,273,000 for the same period 2021. The results at the
Bank were primarily due to increased net interest income. The results at the
holding company are due primarily to the change in the fair value of the equity
securities included in the investment portfolio.

Net income expressed as an annualized rate of return on average assets and
average shareholders' equity was 0.78% and 9.20%, respectively, for the quarter
ended September 30, 2022 compared with 0.84% and 9.92%, respectively, for the
quarter ended September 30, 2021.  For the nine months ended September 30, 2022,
the annualized rate of return on average assets and average shareholders' equity
was 0.82% and 9.68%, respectively, compared with 1.06% and 12.31%, for the same
period in 2021.

                                       38
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Total assets as of September 30, 2022 were $1,645,068,000, compared with
$1,673,340,000 at December 31, 2021. Loans receivable at September 30, 2022 were
$1,008,306,000, a $81,836,000 increase over $926,470,000 at December 31, 2021.
QNB participated in the Small Business Administration's ("SBA") Paycheck
Protection Program ("PPP"). Excluding PPP loans net of deferred fees at
September 30, 2022 and December 31, 2021, loans would have increased $93,364,000
since year-end 2021. Total deposits of $1,476,668,000 at September 30, 2022
increased $26,923,000 compared with total deposits of $1,449,745,000 at December
31, 2021.

Results for the three and nine months ended September 30, 2022 include the following significant components:

• Net interest income increased $795,000, or 7.51%, to $11,379,000 and

$1,899,000, or 6.06%, to $33,218,000 for the three and nine months ended

September 30, 2022, respectively.


• Net interest margin on a tax-equivalent remained unchanged at 2.72% for the


      quarter and decreased 11 basis points for nine months ended September 30,
      2022 to 2.72% compared to 2.83 for the same period in 2021.


• QNB recorded no provision for loan losses for the quarter and for the nine

months ended September 30, 2022, compared with no provision and $458,000 for


      the same periods in 2021, respectively.


• Non-interest income decreased $831,000, to $484,000 for the third quarter

and decreased $4,519,000 for the nine months ended September 30, 2022

compared with the same periods in 2021. Excluding realized and unrealized

gains (losses) on equity securities, gains on sales of loans, and the life

insurance benefit of $46,000 in 2022 and $193,000 in 2021, non-interest


      income decreased $43,000, or 2.5%, to $1,606,000 for the quarter and
      increased $159,000, or 3.4%, to $4,821,000 for the nine months ended
      September 30, 2022 compared with the same periods in 2021.



   •  Non-interest expense increased $24000 to $7,814,000 for the quarter and
      increased $511,000 to $23,373,000 for the nine months ended September 30,
      2022 compared to the same periods in 2021.


• Total non-performing loans were $10,694,000, or 1.06% of loans receivable at

September 30, 2022, compared to $11,672,000, or 1.26% of loans receivable at

December 31, 2021. Loans on non-accrual status were $6,337,000 at September

30, 2022 compared with $7,530,000 at December 31, 2021. Net loan recoveries

for the nine months ended September 30, 2022 were $154,000, compared with

net charge-offs of $70,000 for the same period in 2021.

These items, as well as others, are explained more thoroughly in the next sections.

NET INTEREST INCOME



QNB earns its net income primarily through the Bank. Net interest income, or the
spread between the interest, dividends and fees earned on loans and investment
securities and the expense incurred on deposits and other interest-bearing
liabilities, is the primary source of operating income for QNB. Management seeks
to achieve sustainable and consistent earnings growth while maintaining adequate
levels of capital and liquidity and limiting its exposure to credit and interest
rate risk levels approved by the Board of Directors.

The following table presents the adjustment to convert net interest income to net interest income on a fully taxable-equivalent basis for the three- and nine-month periods ended September 30, 2022 and 2021.



                                 For the Three Months Ended September 30,         For the Nine Months Ended
                                                                                        September 30,
                                     2022                    2021                 2022                 2021

Total interest income            $     13,546         $            11,721     $     37,682         $      34,832
Total interest expense                  2,167                       1,137            4,464                 3,513
Net interest income                    11,379                      10,584           33,218                31,319
Tax-equivalent adjustment                 177                         185              541                   521
Net interest income (fully
taxable-equivalent)              $     11,556         $            10,769     $     33,759         $      31,840




                                       39

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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Net interest income is the primary source of operating income for QNB. Net
interest income is interest income, dividends, and fees on earning assets, less
interest expense incurred for funding sources. Earning assets primarily include
loans, investment securities, interest bearing balances at the Federal Reserve
Bank (Fed) and Federal funds sold. Sources used to fund these assets include
deposits and borrowed funds. Net interest income is affected by changes in
interest rates, the volume and mix of earning assets and interest-bearing
liabilities, and the amount of earning assets funded by non-interest-bearing
deposits.

For purposes of this discussion, interest income and the average yield earned on
loans and investment securities are adjusted to a tax-equivalent basis as
detailed in the tables that appear above. This adjustment to interest income is
made for analysis purposes only. Interest income is increased by the amount of
savings of Federal income taxes, which QNB realizes by investing in certain
tax-exempt state and municipal securities and by making loans to certain
tax-exempt organizations. In this way, the ultimate economic impact of earnings
from various assets can be more easily compared.

The net interest rate spread is the difference between average rates received on
earning assets and average rates paid on interest-bearing liabilities, while the
net interest rate margin, which includes interest-free sources of funds, is net
interest income expressed as a percentage of average interest-earning assets.
The Asset/Liability and Investment Management Committee works to manage and
maximize the net interest margin for the Company.



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                            QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Average Balances, Rate, and Interest Income and Expense Summary (Tax-Equivalent
Basis)

                                                                For the Three Months Ended
                                              September 30, 2022                          September 30, 2021
                                      Average        Average                      Average        Average
                                      Balance         Rate        Interest        Balance         Rate        Interest
Assets
Investment securities (AFS &
Equity):
U.S. Treasury securities            $       831          1.32 %   $       3     $         -          0.00 %   $       -
U.S. Government agencies                101,938          1.11           283          82,645          1.07           221
State and municipal                     127,929          2.38           761         118,245          2.43           719
Mortgage-backed and CMOs                441,952          1.61         1,783         376,278          1.28         1,203
Corporate debt securities                 6,658          4.37            72           7,536          4.05            77
Equities                                 11,702          3.36            99          15,651          2.86           113
Total investment securities             691,010          1.74         3,001         600,355          1.55         2,333
Loans:
Commercial real estate                  650,118          4.22         6,917         566,821          4.09         5,850
Residential real estate                 105,723          3.33           880          97,346          3.33           811
Home equity loans                        56,669          4.65           665          56,613          3.28           468
Commercial and industrial               148,545          5.25         1,965         176,226          4.82         2,139
Consumer loans                            4,401          5.76            64           4,972          4.90            61
Tax-exempt loans                         19,535          3.43           169          24,621          3.50           217
Total loans, net of unearned
income*                                 984,991          4.29        10,660         926,599          4.09         9,546
Other earning assets                      8,038          3.02            62          42,420          0.25            27
Total earning assets                  1,684,039          3.23        13,723       1,569,374          3.01        11,906
Cash and due from banks                  15,544                                      26,472
Allowance for loan losses               (11,323 )                                   (11,307 )
Other assets                             38,872                                      39,165
Total assets                        $ 1,727,132                                 $ 1,623,704
Liabilities and Shareholders'
Equity
Interest-bearing deposits:
Interest-bearing demand             $   342,011          0.23 %         201     $   313,011          0.22 %         154
Municipals                              138,187          1.77           617         142,960          0.32           115
Money market                            134,591          0.50           170         125,274          0.30            96
Savings                                 451,871          0.53           608         394,980          0.29           292
Time < $100                              90,129          0.74           168          97,617          0.87           213
Time $100 through $250                   54,168          0.87           118          51,635          0.79           102
Time >$250                              25,616          0.86            56          26,030          0.86            56

Total interest-bearing deposits 1,236,573 0.62 1,938


      1,151,507          0.35         1,028
Short-term borrowings                    85,943          0.87           189          78,680          0.34            68
Long-term debt                           10,000          1.57            40          10,000          1.58            41
Total interest-bearing
liabilities                           1,332,516          0.65         2,167       1,240,187          0.36         1,137
Non-interest-bearing deposits           239,095                                     237,642
Other liabilities                         8,225                                       8,987
Shareholders' equity                    147,296                                     136,888
Total liabilities and
shareholders' equity                $ 1,727,132                                 $ 1,623,704
Net interest rate spread                                 2.58 %                                      2.65 %
Margin/net interest income                               2.72 %   $  11,556                          2.72 %   $  10,769


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                            QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS




                                                                 For the Nine Months Ended
                                              September 30, 2022                          September 30, 2021
                                      Average        Average                      Average        Average
                                      Balance         Rate        Interest        Balance         Rate        Interest
Assets
Investment securities (AFS &
Equity):
U.S. Treasury securities            $       600          1.12 %   $       5     $         -          0.00 %   $       -
U.S. Government agencies                101,292          1.10           836          74,397          1.04           580
State and municipal                     129,343          2.40         2,325         106,634          2.50         1,999
Mortgage-backed and CMOs                453,833          1.56         5,322         320,714          1.28         3,068
Corporate debt securities                 6,682          4.36           218           7,486          3.91           220
Equities                                 12,172          3.26           297          14,613          2.98           326
Total investment securities             703,922          1.71         9,003         523,844          1.58         6,193
Loans:
Commercial real estate                  623,193          4.11        19,181         547,264          4.18        17,110
Residential real estate                 103,841          2.47         2,564          94,232          2.57         2,421
Home equity loans                        55,244          3.93         1,624          57,674          3.30         1,424
Commercial and industrial               143,354          4.73         5,075         206,772          4.71         7,286
Consumer loans                            4,585          5.31           182           5,173          4.94           191
Tax-exempt loans                         19,482          3.41           497          24,678          3.53           652
Total loans, net of unearned
income*                                 949,699          4.10        29,123         935,793          4.16        29,084
Other earning assets                      6,262          2.06            97          42,773          0.24            76
Total earning assets                  1,659,883          3.08        38,223       1,502,410          3.15        35,353
Cash and due from banks                  14,123                                      26,456
Allowance for loan losses               (11,266 )                                   (11,136 )
Other assets                             38,532                                      38,699
Total assets                        $ 1,701,272                                 $ 1,556,429
Liabilities and Shareholders'
Equity
Interest-bearing deposits:
Interest-bearing demand             $   342,955          0.20 %         521     $   299,795          0.21 %         470
Municipals                              121,332          0.91           825         123,599          0.32           298
Money market                            139,700          0.38           401         116,986          0.31           271
Savings                                 446,196          0.39         1,312         377,727          0.31           869
 Time < $100                             91,223          0.76           522         100,397          0.96           723
 Time $100 through $250                  49,656          0.75           280          53,120          0.90           358
 Time >$250                             25,361          0.75           143          27,561          1.01           209

Total interest-bearing deposits 1,216,423 0.44 4,004


      1,099,185          0.39         3,198
Short-term borrowings                    78,994          0.58           341          71,266          0.37           196
Long-term debt                           10,000          1.57           119          10,000          1.57           119
Total interest-bearing
liabilities                           1,305,417          0.46         4,464       1,180,451          0.40         3,513
Non-interest-bearing deposits           243,239                                     232,447
Other liabilities                         7,940                                       9,523
Shareholders' equity                    144,676                                     134,008
Total liabilities and
shareholders' equity                $ 1,701,272                                 $ 1,556,429
Net interest rate spread                                 2.62 %                                      2.75 %
Margin/net interest income                               2.72 %   $  33,759                          2.83 %   $  31,840



Tax-exempt securities and loans were adjusted to a tax-equivalent basis and are
based on the marginal Federal corporate tax rate of 21 percent for three and
nine months ended September 30, 2022 and 2021.
Non-accrual loans are included in earning assets.

* Includes loans held-for-sale


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                            QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS




Rate/Volume Analysis. The following table shows the fully taxable equivalent
effect of changes in volumes and rates on interest income and interest expense.
Changes in net interest income that could not be specifically identified as
either a rate or volume change were allocated to changes in volume.

                                For the Three Months Ended                     For the Nine Months Ended
                                September 30, 2022 compared                   September 30, 2022 compared
                                   to September 30, 2021                         to September 30, 2021
                           Total              Due to change in:            Total           Due to change in:
                          Change            Volume          Rate          Change          Volume         Rate
Interest income:
Investment securities
(AFS & Equity):
U.S. Treasury
securities              $         3       $        -      $       3     $         5     $        -     $       5
U.S. Government
agencies                         62               52             10             256            194            62
State and municipal              42               58            (16 )           326            458          (132 )
Mortgage-backed and
CMOs                            580              211            369           2,254            947         1,307
Corporate debt
securities                       (5 )            (10 )            5              (2 )          (32 )          30
Equities                        (14 )            (29 )           15             (29 )          (54 )          25
Total Investment
securities (AFS &
Equity)                         668              282            386           2,810          1,513         1,297
Loans:
Commercial real
estate                        1,067              860            207           2,071          2,375          (304 )
Residential real
estate                           69               69              -             143            247          (104 )
Home equity loans               197                -            197             200            (60 )         260
Commercial and
industrial                     (174 )           (336 )          162          (2,211 )       (2,235 )          24
Consumer loans                    3               (7 )           10              (9 )          (22 )          13
Tax-exempt loans                (48 )            (44 )           (4 )          (155 )         (137 )         (18 )
Total Loans                   1,114              542            572              39            168          (129 )
Other earning assets             35              (21 )           56              21            (65 )          86
Total interest income         1,817              803          1,014           2,870          1,616         1,254
Interest expense:
Interest-bearing
deposits:
Interest-bearing
demand                           47               14             33              51             67           (16 )
Municipals                      502               (4 )          506             527             (5 )         532
Money market                     74                6             68             130             52            78
Savings                         316               43            273             443            157           286
 Time < $100                    (45 )            (16 )          (29 )          (201 )          (66 )        (135 )
 Time $100 through
$250                             16                5             11             (78 )          (23 )         (55 )
 Time >$250                      -                -              -             (66 )          (16 )         (50 )
Total
interest-bearing
deposits                        910               48            862             806            166           640
Short-term borrowings           121                6            115             145             21           124
Long-term debt                   (1 )              -             (1 )             -              -             -
Total interest
expense                       1,030               54            976             951            187           764
Net interest income     $       787       $      749      $      38     $     1,919     $    1,429     $     490




                                       43

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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Net Interest Income and Net Interest Margin - Quarterly Comparison





Average earning assets for the third quarter of 2022 were $1,684,039,000, an
increase of $114,665,000, or 7.3%, from the third quarter of 2021, with average
loans increasing $58,392,0000, and average investment securities increasing
$90,655,000, or 15.1%, over the same period in 2021. Excess cash from deposit
growth was deployed to the investment portfolio during the fourth quarter of
2021, which earned a better yield than Fed Funds or deposits at the Federal
Reserve Bank. Average loans as a percent of average earning assets was 58.5% for
the third quarter of 2022, compared with 59.0% for the third quarter of 2021. On
the funding side, average deposits increased $86,519,000, or 6.2%, to
$1,475,668,000 for the third quarter of 2022 primarily due to growth in
interest-bearing demand, money market and savings deposits. Customers continue
to reinvest funds into more liquid accounts. Average short-term borrowed funds,
which consisted primarily of average commercial repurchase agreements and
over-night FHLB borrowings, increased $7,263,000 to $85,943,000 during the third
quarter of 2022 compared to $78,680,000 for the same period in 2021.

The net interest margin for the third quarter of 2022 remained flat at 2.72%
compared to the same period in 2021. Competition for quality loans in our local
market continues to exert pressure on the net interest margin. The increases in
interest rates starting in March 2022 is expected to compress the net interest
margin initially as QNB is liability sensitive; but is expected to improve as
loans and securities reprice.

The Rate-Volume Analysis tables, as presented on a tax-equivalent basis,
highlight the impact of changing rates and volumes on interest income and
interest expense. Total interest income on a tax-equivalent basis increased
$1,817,000, or 15.3%, to $13,723,000 for the third quarter of 2022; total
interest expense increased $1,030,000, or 90.6%, to $2,167,000. The Municipal,
Money Market and savings account experienced higher rates in the third quarter
of 2022 compared to the third quarter of 2021.

The yield on earning assets on a tax-equivalent basis increased 22 basis points
from 3.01% for the third quarter of 2021, to 3.23% for the third quarter of
2022. The cost of interest-bearing liabilities was 0.65% for the third quarter
of 2022, compared with 0.36% for the same period in 2021.

Interest income on investment securities (available-for-sale and equity) increased $668,000 when comparing the quarters ended September 30, 2022 and 2021. The average yield on the investment portfolio was 1.74% for the third quarter of 2022 compared with 1.55% for the third quarter of 2021.



QNB invested in U.S. Treasury securities during 2022 which yielded 1.32%. Income
on U.S. Government agency securities increased $62,000 as the average balances
increased $19,293,000 and the rate increased four basis points.

Interest income on municipal securities, which are primarily tax-exempt,
increased due to a $9,684,000 increase in average balances, partially offset by
a five basis-point decline in rates. Proceeds from matured, called securities
and proceeds from deposits were invested back into the U.S. Government agency,
municipal and mortgage-backed securities portfolios. Typically, QNB purchases
municipal bonds with 10-20-year maturities and may have call dates between 2-10
years.

Interest income on mortgage-backed securities and CMOs increased $580,000 while
average balances increased $65,674,000 and yield increased 33 basis points. This
portfolio generally provides higher yields relative to agency bonds and also
provides monthly cash flow which can be used for liquidity purposes or can be
reinvested as interest rates increase. Since most of these securities were
purchased at a premium, any prepayments result in a shorter amortization period
of this premium and therefore a reduction in income.

Income on loans increased $1,114,000 to $10,660,000 when comparing the third
quarters of 2022 and 2021, with a $58,392,000 increase in average balances
contributing to an increase in interest income of $542,000 and a 20-basis point
increase in yield contributing to a $572,000 increase in interest income. Higher
interest rates during the repricing period were partially offset by competitive
pressures compressed the yields on new loans being originated.

The largest category of the loan portfolio is commercial real estate loans. This
category of loans includes commercial purpose loans secured by either commercial
properties such as office buildings, factories, warehouses, hotels and
restaurants, medical facilities and retail establishments, or residential real
estate, usually the residence of the business owner. The category also includes
construction and land development loans. Income on commercial real estate loans
increased $1,067,000 when comparing the third quarters of 2022 and 2021,
primarily due to increased average balances of $83,297,000, or 14.7%, and a
13-basis point increase in rate from 4.09% in 2021 to 4.22% in 2022.

                                       44
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Income on commercial and industrial loans decreased $174,000 when comparing the
third quarters of 2022 and 2021. The average yield on these loans increased 43
basis points to 5.25% resulting in an increase in income of $162,000; average
balances decreased $27,681,000, to $148,545,000 for the third quarter of 2022
resulting in a $336,000 decrease in interest income. Many of the loans in this
category are indexed to the prime interest rate. Included in this category are
the PPP loans; forgiveness of the PPP loans contributed approximately
$32,756,000 of the net volume decrease and $761,000 of the decrease in
interest. The PPP loans yield one percent to the customer; however, QNB received
origination fees from the SBA ranging from a flat fee of $2,500 to one to five
hundred basis points. The accretion of SBA origination fees is accelerated upon
forgiveness of the loan. Income on PPP loan forgiveness was $44,000 for the
third quarter of 2022 compared to $642,000 for the same period in 2021.
Excluding the PPP loans, the average balance of commercial and industrial loan
portfolio increased $5,075,000 and the yield increased 146 basis points,
comparing the third quarter of 2022 to 2021.

Tax-exempt loan income was $169,000 for the third quarter of 2022, a decrease of
$48,000, or 22.1%, from the same period in 2021. Average balances decreased
$5,086,000, or 20.7%, to $19,535,000 for the third quarter of 2022, resulting in
a decrease of $44,000 in income. The yield on municipal loans decreased seven
basis points, to 3.43% for the third quarter of 2022, compared with the same
period in 2021, resulting in a decrease of $4,000 in interest income.  The
decrease in volume during 2022 was a result of municipal loans being refinanced
as bonds.

QNB desires to be the "local consumer lender of choice", focusing its retail
lending efforts on product offerings and marketing and promotion. Interest
income on residential mortgage loans secured by first lien 1-4 family increased
$69,000 when comparing the third quarter of 2022 to the same period in
2021. Average residential mortgage loan balances increased by $8,377,000, or
8.6%, to $105,723,000 for the third quarter of 2022 compared to the same period
in 2021, which contributed a $69,000 increase in interest income. The average
yield on the portfolio remained the same at 3.33% for the third quarters of 2022
and 2021. QNB chose to retain certain mortgage loans instead of selling them in
the secondary market, as the yield on our originated mortgages was higher than
comparable mortgage-backed securities. Average home equity loans increased by
$56,000 to $56,669,000; interest income increased $197,000 as the average yield
increased 137 basis points to 4.65%. The yield on the consumer portfolio
increased 86 basis points to 5.76% for the third quarter of 2022 and there was a
$571,000 decrease in average balances resulting in a net $3,000 increase in
interest income.

Earning assets are funded by deposits and borrowed funds. Interest expense
increased $1,030,000, when comparing the third quarter of 2022 to the same
period in 2021. The growth in average deposits continues to be centered in
accounts with greater liquidity. Average non-interest-bearing demand accounts
increased $1,453,000 to $239,095,000 for the third quarter of 2022. Average
interest-bearing demand accounts increased $29,000,000, or 9.3%, to $342,011,000
for the third quarter of 2022. Interest expense on interest-bearing demand
accounts increased $47,000 to $201,000 for the same period, as the average rate
paid increased three basis points to 0.23% for the third quarter 2022. Included
in this category is QNB-Rewards checking, a higher-rate checking account product
that pays 1.10% on balances up to $25,000 and 0.15% for balances over $25,000.
In order to receive the high rate a customer must receive an electronic
statement, have one direct deposit or other ACH transaction and have at least 12
check card purchase transactions post and clear per statement cycle. For the
third quarter of 2022, the average balance in this product was $105,117,000 and
the related interest expense was $93,000 for an average yield of 0.35%. In
comparison, the average balance of the QNB-Rewards accounts for the third
quarter of 2021 was $97,356,000 and the related interest expense was $87,000 for
an average yield of 0.35%. This product also generates fee income through the
use of the check card.

Interest expense on municipal interest-bearing demand accounts increased
$502,000 to $617,000 for the third quarter of 2022. The average interest rate
paid on municipal interest-bearing demand accounts increased 145 basis points to
1.77% for the third quarter of 2022 over the third quarter of 2021, and average
balances decreased $4,773,000, or 3.3%, to $138,187,000. Many of these accounts
are indexed to the Federal funds rate with rate floors. Municipal deposits are
seasonal in nature and are received during the second and third quarters as tax
receipts are collected and are withdrawn over the course of the year.

Average money market accounts increased $9,317,000, or 7.4%, to $134,591,000 for
the third quarter of 2022 compared with the same period in 2021. Interest
expense on money market accounts increased $74,000 to $170,000, and the average
interest rate paid on money market accounts increased 20 basis point to 0.50%
for the third quarter of 2022. Most of the balances in this category are in a
product that pays a tiered rate based on account balances.

Interest expense on savings accounts increased $316,000 when comparing the third
quarter of 2022 to the third quarter of 2021. The average interest rate paid on
savings accounts increased 24 basis points to 0.53% for the third quarter of
2022. When comparing these same periods, average savings accounts increased
$56,891,000, or 14.4%, to $451,871,000 for the third quarter of 2022 primarily
due

                                       45
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



to increases in the e-Savings product. QNB's online e-Savings product is the
largest category of savings deposits, with average balances for the third
quarter of 2022 of $342,334,000 compared to $296,579,000 in the same period of
2021. The average yield paid on these accounts was 0.65% for the third quarter
of 2022 and 0.35% for the same period in 2021. Traditional statement savings
accounts, passbook savings and club accounts are also included in the savings
category and average balances in these types of savings accounts increased
$11,136,000 when comparing the third quarter of 2022 to the same period in
2021. Many of the Bank's maturing time deposits throughout 2021 and into 2022
were deposited to these liquid interest-bearing accounts.

Interest expense on time deposits totaled $342,000 for the third quarter of 2022
compared to $371,000 in 2021. Average total time deposits decreased $5,369,000
to $169,913,000 for the third quarter of 2022. As with fixed-rate loans and
investment securities, these deposits reprice over time and, therefore, have
less of an immediate impact on costs in either a rising or falling rate
environment; however, the maturity and repricing characteristics of time
deposits tend to be shorter. The average rate paid on total time deposits
decreased four basis points from 0.84% to 0.80% when comparing the third quarter
of 2021 to the same period in 2022.

Approximately $96,140,000, or 55%, of time deposits at September 30, 2022 will
mature over the next 12 months. The average rate paid on these time deposits is
approximately 0.70%. The yield on the time deposit portfolio may change in the
next quarter as short-term time deposits reprice; however, given the short-term
nature of these deposits, interest expense may increase if short-term time
deposit rates were to increase suddenly or if customers select higher paying
time deposits.

Short-term borrowings were comprised primarily of sweep accounts structured as
repurchase agreements with our commercial customers at September 30, 2022 and
September 30, 2021. At September 30, 2022 short-term borrowing also included
overnight FHLB borrowing. Interest expense on short-term borrowings increased
$121,000 for the third quarter of 2022 to $189,000 when compared to the same
period in 2021. When comparing these same periods, average balances increased
$7,263,000 to $85,943,000.  The yield on customer repos increased 15 basis
points for the third quarter of 2022 to 0.49%. The yield on the short-term FHLB
borrowing was 2.48% for the third quarter of 2022.  During 2020, QNB borrowed
long-term debt of $10,000,000 to lock in borrowing at a lower yield than
short-term borrowings at that time.

Net Interest Income and Net Interest Margin - Nine-Month Comparison



For the nine-month period ending September 30, 2022, average earning assets
increased $157,473,000, or 10.5%, to $1,659,883,000, with average investment
securities increasing $180,078,000 and average loans increasing $13,906,000,
partially offset by a decrease in other earning assets of $36,511,000. The
increase in average loans excluding PPP loans, was $64,263,000, an increase of
7.3%. Average total deposits increased $128,030,000, or 9.6% to $1,459,662,000
for the nine-month period ended September 30, 2022 compared to the same period
in 2021. The net interest margin on a tax-equivalent basis was 2.72% for the
nine-month period ended September 30, 2022, an 11-basis point decrease from the
same period in 2021.

Total interest income on a tax-equivalent basis increased $2,870,000, or 8.1%,
to $38,223,000 from $35,353,000, when comparing the nine-month periods ended
September 30, 2022 and September 30, 2021 primarily due to an increase in volume
and rate on investment securities. Interest income increased $1,513,000 as a
result of volume and increased $1,297,000 as a result of yields. The analysis of
the nine-month comparison periods is similar to what was described in the
quarterly analysis.

The yield on earning assets decreased from 3.15% to 3.08% for the nine-month
periods with the yield on loans down six basis points to 4.10%. QNB continues to
experience pressure on yields due to competitive pressures on loan pricing. The
yield on investments increased 13 basis points from 1.58% to 1.71% when
comparing the nine-month periods.

Total interest expense increased $951,000 for the nine-month period ended
September 30, 2022 compared with the same period in 2021, attributable to an
increase in rates. The average rate paid on interest bearing deposits increased
five basis points to 0.44% for the nine-month period ended September 30, 2022
versus the same period in 2021. QNB invested proceeds from growth in deposits
and non-interest-earning and interest-earning bank deposits, into investment
securities.  Proceeds from the payoff of PPP loans were utilized to fund loan
growth. The average balance of total short-term borrowings increased $7,728,000
primarily due to overnight FHLB borrowing. The yield on interest-bearing
liabilities increased six basis points to 0.46% for the nine months ended
September 30, 2022.



                                       46

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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



PROVISION FOR LOAN LOSSES AND ALLOWANCE FOR LOAN LOSSES



The provision for loan losses represents management's determination of the
amount necessary to be charged to operations to bring the allowance for loan
losses to a level that represents management's best estimate of the known and
inherent losses in the existing loan portfolio. Management believes that it uses
the best information available to make determinations about the adequacy of the
allowance and that it has established its existing allowance for loan losses in
accordance with U.S. GAAP. The determination of an appropriate level for the
allowance for loan losses is based upon an analysis of the risks inherent in
QNB's loan portfolio. Management, in determining the allowance for loan losses,
makes significant estimates and assumptions.

Since the allowance for loan losses is dependent, to a great extent, on
conditions that may be beyond QNB's control, it is at least reasonably possible
that management's estimates of the allowance for loan losses and actual results
could differ. In addition, various regulatory agencies, as an integral part of
their examination process, periodically review QNB's allowance for losses on
loans. Such agencies may require QNB to recognize changes to the allowance based
on their judgments about information available to them at the time of their
examination. Actual loan losses, net of recoveries, serve to reduce the
allowance.

Management closely monitors the quality of its loan portfolio and performs a
quarterly analysis of the appropriateness of the allowance for loan losses. This
analysis considers several relevant factors including specific impairment
reserves, historical loan loss experience, general economic conditions, levels
of and trends in delinquent and non-performing loans, levels of classified
loans, trends in the growth rate of loans and concentrations of credit.

Based on this analysis, QNB recorded no provision for the three months ended
September 30, 2022 and for the same period in 2021. QNB's allowance for loan
losses of $11,338,000 represents 1.12% of loans receivable at September 30, 2022
compared with an allowance for loan losses of $11,184,000, or 1.21% of loans
receivable, at December 31, 2021, and $11,214,000, or 1.21% of loans receivable,
at September 30, 2021. Management believes the allowance for loan losses at
September 30, 2022 is adequate as of that date based on its analysis of known
and inherent losses in the portfolio. Excluding PPP loans, the allowance level
stated as a percent of loans receivable was 1.13% at September 30, 2022, 1.23%
at December 31, 2021, and 1.25% at September 30, 2021.

Net recoveries were $41,000 for the three months ended September 30, 2022
compared to net recoveries of $12,000 for the three months ended September 30,
2021. Charge-offs of approximately $92,000 during the three months ended
September 30, 2022 consisted of one commercial loan of $30,000, one student loan
of $37,000 and overdrafts of $25,000. These were offset by $133,000 in
recoveries comprising $123,000 in repayments from borrowers of previously
charged-off credits, and $10,000 related to overdraft recoveries. Annualized net
recoveries as a percentage of average loans receivable were 0.02% for the three
months ended September 30, 2022, compared to annualized net recoveries of 0.01%
for the three months ended September 30, 2021.

Net recoveries were $154,000 for the nine months ended September 30, 2022
compared to net charge-offs of $70,000 for the nine months ended September 30,
2021. Charge-offs of approximately $147,000 during the nine months ended
September 30, 2022 consisted primarily of commercial loans of $38,000, consumer
loans of $54,000 and overdrafts of $55,000. These were offset by $301,000 in
recoveries comprising $280,000 in repayments from borrowers of previously
charged-off credits, and $21,000 related to overdraft recoveries. Annualized net
recoveries as a percentage of average loans receivable were 0.02% for the nine
months ended September 30, 2022, compared to annualized net charge-offs of 0.01%
for the nine months ended September 30, 2021.

Non-performing assets were $10,694,000 at September 30, 2022 compared to
$11,672,000 as of December 31, 2021 and $12,144,000 at September 30, 2021. Total
non-performing loans, which represent loans on non-accrual status, loans past
due 90 days or more and still accruing interest and restructured loans, were
1.06% of loans receivable at September 30, 2022, 1.26% at December 31, 2021, and
1.31% of loans receivable at September 30, 2021. In cases where there is a
collateral shortfall on non-accrual loans, specific impairment reserves have
been established based on updated collateral values even if the borrower
continues to pay in accordance with the terms of the agreement. At September 30,
2022, $3,889,000, or approximately 61% of the loans classified as non-accrual,
are current or past due less than 30 days. Commercial loans classified as
substandard or doubtful totaled $17,554,000, a decrease of $977,000, or 5.3%,
from the $18,531,000 reported at December 31, 2021 and a decrease of $1,976,000,
or 7.3%, from the $18,946,000 reported at September 30, 2021. The decrease in
classified loans since December 31, 2021 and since September 30, 2021 is
primarily due to repayments and pay-offs on existing substandard loans.

QNB had no loans past due 90 days or more and still accruing interest at
September 30, 2022, December 31, 2021, or September 30, 2021. Total loans 30
days or more past due, which includes non-accrual loans by actual number of days
delinquent, represented 0.30% of loans receivable at September 30, 2022 compared
with 0.46% at December 31, 2021, and 0.55% at September 30, 2021.

                                       47
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Troubled debt restructured loans, not classified as non-accrual loans or loans
past due 90 days or more and accruing, were $4,357,000 at September 30, 2022,
compared with $4,142,000 at December 31, 2021, and $4,317,000 at September 30,
2021. There were two new troubled debt restructuring identified during the nine
months ended September 30, 2022, as QNB extended credit to an existing TDR
customer and the other was having temporary cash-flow issues. QNB had no other
real estate owned or repossessed assets at September 30, 2022, December 31,
2021, or September 30, 2021.


A loan is considered impaired, based on current information and events, if it is
probable that QNB will be unable to collect the scheduled payments of principal
or interest when due according to the contractual terms of the loan agreement.
Factors considered by management in determining impairment include payment
status, collateral value and the probability of collecting scheduled principal
and interest payments when due. Loans that experience insignificant payment
delays and payment shortfalls generally are not classified as impaired.
Management determines the significance of payment delays and shortfalls on a
case-by-case basis, taking into consideration all the circumstances surrounding
the loan and the borrower, including length of the delay, the reasons for the
delay, the borrower's prior payment record and the amount of the shortfall in
relation to the principal and interest owed. Impairment is measured on a
loan-by-loan basis for commercial loans by either the present value of expected
future cash flows discounted at the loan's effective interest rate or the fair
value of the collateral if the loan is collateral dependent.

The following table shows detailed information and ratios pertaining to the Company's loan and asset quality:

September 30,       

December 31, September 30,


                                                    2022                2021               2021
Non-accrual loans                              $         6,337     $        7,530     $         7,827
Loans past due 90 days or more and still
accruing interest                                            -                  -                   -
Troubled debt restructured loans (not
already included above)                                  4,357              4,142               4,317
Total non-performing loans                              10,694             11,672              12,144
Total non-performing assets                    $        10,694     $       11,672     $        12,144

Total loans (excluding loans held-for-sale):
Average total loans (YTD)                      $       949,691     $      928,017     $       931,080
Total loans                                          1,008,306            926,470             923,778

Allowance for loan losses                               11,338             11,184              11,214

Allowance for loan losses to:
Non-performing loans                                    106.02 %            95.82 %             92.34 %
Total loans (excluding held-for-sale)                     1.12 %             1.21 %              1.21 %
Average total loans (excluding
held-for-sale)                                            1.19 %             1.21 %              1.20 %

Non-performing loans / total loans
(excluding held-for-sale)                                 1.06 %             1.26 %              1.31 %
Non-performing assets / total assets                      0.65 %             0.70 %              0.73 %



An analysis of net loan charge-offs (recoveries) for the three and nine months ended September 30, 2022 compared to 2021 is as follows:


                                                  For the Three Months Ended               For the Nine Months Ended
                                                        September 30,                            September 30,
                                                 2022                   2021             2022                  2021
Net (recoveries) charge-offs                  $       (41 )          $       (12 )    $     (154 )       $             70

Net annualized (recoveries) charge-offs to:
Total loans                                         (0.02 %)               (0.01 %)        -0.02 %                   0.01 %
Average total loans excluding held-for-sale         (0.02 %)               (0.01 %)        -0.02 %                   0.01 %
Allowance for loan losses                           (1.43 %)               (0.42 %)        -1.82 %                   0.84 %


                                       48

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                            QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS





At September 30, 2022 and December 31, 2021, the recorded investment in loans
for which impairment has been identified totaled $11,126,000 and $12,192,000 of
which $6,915,000 and $4,633,000, respectively, required no specific allowance
for loan loss. The recorded investment in impaired loans requiring an allowance
for loan losses was $4,211,000 and $7,559,000 at September 30, 2022 and December
31, 2021, respectively, and the related allowance for loan losses associated
with these loans was $1,486,000 and $2,873,000, respectively. Most of the loans
that have been identified as impaired are collateral-dependent. See Note 8 to
the Notes to Consolidated Financial Statements for additional detail of impaired
loans.

NON-INTEREST INCOME

Non-Interest Income
Comparison
                           For the Three Months Ended                                          For the Nine Months Ended
                                 September 30,                 Change from prior year                September 30,               Change from prior year
                             2022              2021          Amount            Percent           2022              2021           Amount          Percent
Net gain on sales of
investment securities     $        -         $     404     $     (404 )            -100.0 %   $      493         $   1,040     $       (547 )        -52.6 %
Unrealized gain (loss)
on investment equity
securities                    (1,174 )            (836 )         (338 )              40.4         (2,628 )             839           (3,467 )       (413.2 )
Fees for services to
customers                        423               363             60                16.5          1,210               958              252           26.3
ATM and debit card               669               687            (18 )              (2.6 )        2,015             1,989               26            1.3
Retail brokerage and
advisory                         194               218            (24 )             (11.0 )          604               578               26            4.5
Bank-owned life
insurance                        121                87             34                39.1            277               423             (146 )        (34.5 )
Merchant                          98               122            (24 )             (19.7 )          302               345              (43 )        (12.5 )
Net gain on sale of
loans                              6                65            (59 )             (90.8 )            6               537             (531 )        (98.9 )
Other                            147               205            (58 )             (28.3 )          455               544              (89 )        (16.4 )
Total                     $      484         $   1,315     $     (831 )             -63.2 %   $    2,734         $   7,253     $     (4,519 )        -62.3 %

Quarter to Quarter Comparison



Total non-interest income for the third quarter of 2022 was $484,000, a decrease
of $831,000, compared to $1,315,000 for the third quarter of 2021. Excluding
realized and unrealized gains (losses) on equity securities, gains on sales of
loans, anti-trust settlement of $37,000 in 2021 and claims on bank-owned life
insurance of $46,000 in 2022, non-interest income decreased $43,000, or 2.6%, to
$1,606,000 for the quarter ended September 30, 2022 compared with the same
period in 2021

During the third quarter of 2022, unrealized losses on investment equity
securities of $1,174,000 were recorded compared to losses of $836,000 in the
same period of 2021. The unrealized losses and gains for the three months ended
September 30, 2022 and 2021 resulted from the change in the fair value of the
equities included in the investment portfolio. The equities portfolio comprises
blue-chip large-capitalized stocks, providing a year-to-date taxable equivalent
dividend yield of 3.26%. The estimated cumulative contribution (realized and
unrealized net gains (losses), plus dividends) of the equity portfolio to
earnings per share from January 1, 2011 through September 30, 2022 is $2.07 per
diluted share. Details of the equity portfolio's contribution to net income
since January 1, 2015 is detailed in the following table.



                                       49
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                            QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Net Income (Expense) on
Equity Securities
                                                For the Year Ended December 31,                              For the Nine Months Ended
                                                                                                                   September 30,
                            2015       2016       2017        2018        2019        2020       2021          2022              2021

Equity Securities:
Tax-equivalent
dividends*                 $  244     $  233     $   249     $   300     $ 

274 $ 392 $ 437 $ 297 $ 326 Net gain (loss) on sales 691 758 1,557 (79 ) 1,781 585 1,788

            489             1,022
OTTI                          (55 )     (192 )       (80 )       N/A         N/A        N/A         N/A            N/A               N/A

Unrealized (loss) gain N/A N/A N/A (336 )

  770        (47 )       926         (2,628 )             839
Tax-equivalent income
before tax                    880        799       1,726        (115 )     2,825        930       3,151         (1,842 )           2,187

Tax expense (benefit)* 357 324 700 (33 )

  816        269         910           (532 )             631
Net income                 $  523     $  475     $ 1,026     $   (82 )   $ 

2,009 $ 661 $ 2,241 $ (1,310 ) $ 1,556



Earnings per share -
basic                      $ 0.16     $ 0.14     $  0.30     $ (0.02 )   $  

0.57 $ 0.19 $ 0.63 $ (0.37 ) $ 0.44 Earnings per share - diluted

$ 0.16     $ 0.14     $  0.30     $ (0.02 )   $  

0.57 $ 0.19 $ 0.63 $ (0.37 ) $ 0.44 Tax-equivalent yield* 3.35 % 3.13 % 3.49 % 3.08 % 3.31 % 3.54 % 3.02 % 3.26 %

            2.98 %

*Based on Federal tax rates of 34% for the 2015 and 2016 periods and 21% for all 2017, 2018, 2019, 2020, 2021 and 2022 periods.




QNB originates residential mortgage loans for sale in the secondary market. Net
gain on sale of loans decreased $59,000 when comparing the third quarter of 2022
to the third quarter of 2021. The net gain on residential mortgage sales is
directly related to the volume of mortgages sold and the timing of the sales
relative to the interest rate environment. Residential mortgage loans to be sold
are identified at origination. Proceeds from the sale of residential mortgages
were $304,000 and $1,899,000 for the third quarters of 2022 and 2021,
respectively.

Fees for services to customers increased $60,000 to $423,000 for the third
quarter of 2022, due primarily to an increase in net overdraft income. ATM and
debit card income decreased $18,000 to $669,000 for the third quarter of 2022,
compared to the same period in 2021, due primarily to debit card interchange fee
income.

QNB provides securities and advisory services under the name QNB Financial
Services. Retail brokerage and advisory fees decreased for the third quarter of
2022 compared to the same period in 2021. Advisory fees decreased $9,000 for the
third quarter of 2022 compared with the same period in 2021 due to a decrease in
the value of assets under management, while transactional fees decreased $15,000
when comparing the third quarters of 2022 and 2021 due to less sales of annuity
products.

Bank-owned life insurance income includes a life insurance benefit claim of
$46,000 in 2022. Merchant income decreased by $24,000 to $98,000 for the third
quarter of 2022, compared to the same period in 2021. Other non-interest income
decreased $58,000. QNB recorded $37,000 in other income due to an anti-trust
class action settlement related to the purchase and sale of US government agency
securities over several years. There was a decrease in title company income of
$14,000 due to the decreased volume of mortgage originations and a decrease of
$10,000 in mortgages servicing fees.



Nine-Month Comparison

                                       50

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                            QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Total non-interest income for the nine-month periods ended September 30, 2022
and 2021 was $2,734,000 and $7,253,000, respectively, a decrease of
$4,519,000. Excluding realized and unrealized gain and losses on equity
securities, gains on sales of loans, anti-trust settlement of $37,000 in 2021
and claims on bank-owned life insurance of $46,000 in 2022 and $193,000 in 2021,
total non-interest income was $4,821,000 and $4,625,000, respectively, an
increase of $196,000, or 4.2%.

Net investment securities gains decreased $547,000 to $493,000 for the nine
months ended September 30, 2022 compared to $1,040,000 for the comparable nine
months in 2021. Market conditions in the equities market for the nine months
ended September 30, 2021 versus the same period in 2022 resulted in greater
opportunities for profitable sales in 2021. QNB recorded unrealized losses of
$2,628,000 compared to gains of $839,000 on equity securities for the nine
months ended September 30, 2022 and 2021, respectively.

Net gains on sales of loans decreased to $6,000 from $537,000, when comparing
the nine months ended September 30, 2022 to the same period in 2021. Proceeds
from the sale of residential mortgages were $304,000 and $15,023,000 for the
nine-month periods ended September 30, 2022 and 2021, respectively.

Fees for services to customers increased $252,000 to $1,210,000 for the third
quarter of 2022, due primarily to an increase in net overdraft income. ATM and
debit card increased $26,000 for the nine months of 2022 compared to 2021, due
to increased interchange income.

Retail brokerage and advisory fees increased $26,000, or 4.5%, to $604,000 for
the nine months ended September 30, 2022 compared to the same period in 2021;
advisory fees increased $50,000 and transaction-based fees decreased $24,000.

Bank-owned life insurance income includes a life insurance benefit claim of
$46,000 in 2022 and $193,000 in 2021. Merchant income decreased $43,000. Other
non-interest income decreased $89,000. QNB recorded $37,000 in other income due
to an anti-trust class action settlement related to the purchase and sale of US
government agency securities over several years. Mortgage servicing income
increased $26,000 when comparing the two periods primarily due to an increase in
the fair value of servicing rights. There was a decrease in title company income
of $61,000 and letter of credit fees of $19,000; partly offset by a $19,000
increase in credit card income for the nine months of 2022 compared to 2021.

NON-INTEREST EXPENSE

Non-Interest
Expense
Comparison
                   For the Three Months Ended                                          For the Nine Months Ended
                          September 30,               Change from prior year                 September 30,               Change from prior year
                     2022              2021          Amount           Percent           2022               2021         Amount           Percent
Salaries and
employee
benefits           $   4,371         $   4,554     $     (183 )             -4.0 %   $   12,842         $   12,913     $     (71 )            -0.5 %
Net occupancy            535               535              -                  -          1,663              1,688           (25 )            (1.5 )
Furniture and
equipment                779               714             65                9.1          2,190              2,054           136               6.6
Marketing                141               180            (39 )            (21.7 )          632                655           (23 )            (3.5 )
Third-party
services                 582               470            112               23.8          1,839              1,552           287              18.5
Telephone,
postage and
supplies                 187               158             29               18.4            555                532            23               4.3
State taxes              272               238             34               14.3            732                738            (6 )            (0.8 )
FDIC insurance
premiums                 177               195            (18 )             (9.2 )          574                577            (3 )            (0.5 )
Other                    770               746             24                3.2          2,346              2,153           193               9.0
Total              $   7,814         $   7,790     $       24                0.3 %   $   23,373         $   22,862     $     511               2.2 %



Quarter to Quarter Comparison

Total non-interest expense was $7,814,000 for the third quarter of 2022, an increase of $24,000 compared to the third quarter of 2021.


                                       51
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



Salaries and benefits comprise the largest component of non-interest expense.
QNB monitors, through the use of various surveys, the competitive salary and
benefit information in its markets and makes adjustments when appropriate.
Salaries and benefits expense decreased $183,000, or 4.0%, to $4,371,000 when
comparing the two quarters. Salary expense and related payroll taxes decreased
$172,000 to $3,727,000 during the third quarter of 2022 compared to the same
period in 2021 due to a reduction in the bonus and related tax accruals of
$263,000; partly offset by an increase in salary and related taxes of $82,000.
Medical and dental premiums, net of employee contributions, decreased $31,000
when comparing the two quarters due to a decrease in medical claims.

Net occupancy and furniture and equipment expenses combined increased $65,000,
or 5.2%, when comparing the third quarters of 2022 and 2021. This is due
primarily to increased software maintenance expense. Marketing expense decreased
$39,000, or 21.7%, to $141,000 for the quarter ended September 30, 2022, due to
timing of promotions and community support donations.

Third-party services are comprised of professional services, including legal,
accounting, auditing and consulting services, as well as fees paid to outside
vendors for support services of day-to-day operations. These support services
include correspondent banking services, IT services, statement printing and
mailing, investment security safekeeping and supply management services. Third
party services expense increased $112,000 primarily due to costs association
with the Bank's core system conversion. State taxes increased $34,000, or 14.3%,
due to the timing of $36,000 in tax credits received in the second quarter of
2022 versus the third quarter of 2021.  FDIC insurance premiums decreased
$18,000 due to a reduction in the assessment rate.

Other non-interest expense increased $24,000, or 3.2%, due to additional loss
reserves on unused commitments of $14,000, travel, entertainment, training,
membership and licensing costs of $22,000, appraisal costs of $15,000, bond
insurance of $11,000, and check-card expense of $9,000; partially offset by a
$45,000 reimbursement from a customer for insurance costs paid by the Bank.

Nine-Month Comparison

Total non-interest expense was $23,373,000 for the nine-month period ended September 30, 2022, an increase of $511,000, or 2.2%, compared to the nine months ended September 30, 2021.



Salaries and benefits expense decreased $71,000 to $12,842,000 for the nine
months ended September 30, 2022 compared to the same period in 2021. Salary and
related payroll tax expense decreased $112,000 during the period, to $10,869,000
while medical and dental premiums, net of employee contributions, increased
$25,000, to $1,031,000.

Net occupancy and furniture and equipment expense increased $111,000, or 3.0%,
to $3,853,000, due to the reasons described in the quarter
comparison. Third-party services increased $287,000, or 18.5%, to $1,839,000 for
the nine months ended September 30, 2022 due to the reasons described in the
quarter comparison.

FDIC insurance premiums decreased $3,000 and state taxes decreased $6,000. Other
non-interest expense increased due to the reasons described above in the quarter
comparison.

INCOME TAXES

QNB utilizes an asset and liability approach for financial accounting and
reporting of income taxes. As of September 30, 2022, QNB's net deferred tax
asset was $25,884,000. The primary components of deferred taxes are deferred tax
assets of which $23,784,000 relates to investment securities fair value
adjustments and $2,381,000 relates to the allowance for loan losses. As of
December 31, 2021, QNB's net deferred tax asset was $2,449,000 of which $994,000
related to investment securities fair value adjustments and $2,349,000 was
related to the allowance for loan losses. The increase in the balance of net
deferred tax assets when comparing September 30, 2022 to December 31, 2021 is
due to the increase in unrealized losses on available for sale securities at
September 30, 2022 compared to December 31, 2021, contributing $22,790,000 of
the increase.

The realizability of deferred tax assets is dependent upon a variety of factors,
including the generation of future taxable income, the existence of taxes paid
and recoverable, the reversal of deferred tax liabilities and tax planning
strategies. Based upon these and other factors, management believes it is more
likely than not that QNB will realize the benefits of these remaining deferred
tax assets.

Applicable income tax expense was $634,000 for the quarter, and $2,105,000 for
the nine months ended September 30, 2022, compared to $685,000 for the quarter
and $2,909,000 for the nine months ended September 30, 2021. The effective tax
rate for the third quarter and nine-month period ended September 30, 2022 was
15.7% and 16.7%, respectively, compared with 16.7% and 19.1%,

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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



respectively, for the same period in 2021. The decrease in the effective tax
rate for the nine months ended September 30, 2022 is due to the state income tax
at the parent company related to higher gains in 2021 compared to 2022 on the
equities portfolio; and as pre-tax income was lower in 2022 compared to 2021,
there was a higher proportion of tax-exempt net interest income to income before
taxes for 2022 over 2021.

FINANCIAL CONDITION ANALYSIS



Financial service organizations are challenged to demonstrate they can generate
sustainable and consistent earnings growth in a dynamic operating environment.
Rate competition for quality loans is anticipated to continue through 2022. It
is also anticipated that the rate competition for attracting and retaining
deposits may increase in 2022, which could result in a lower net interest margin
and a decline in net interest income.

QNB's primary business is accepting deposits and making loans to meet the credit
needs of the communities it serves. Loans are the most significant component of
earning assets and growth in loans to small businesses and residents of these
communities has been a primary focus of QNB. Inherent within the lending
function is the evaluation and acceptance of credit risk and interest rate risk.
QNB manages credit risk associated with its lending activities through portfolio
diversification, underwriting policies and procedures and loan monitoring
practices. QNB is committed to make credit available to its customers.

Total assets at September 30, 2022 were $1,645,068,000 compared with $1,673,340,000 at December 31, 2021. Cash and cash equivalents increased $3,828,000 from $13,390,000 at December 31, 2021 to $17,218,000 at September 30, 2022.



The fixed-income securities portfolio represents a significant portion of QNB's
earning assets and is also a primary tool in liquidity and asset/liability
management. QNB actively manages its fixed income portfolio to take advantage of
changes in the shape of the yield curve and changes in spread relationships in
different sectors and for liquidity purposes. Management continually reviews
strategies that will result in an increase in the yield or improvement in the
structure of the investment portfolio, including monitoring credit and
concentration risk in the portfolio. The available-for-sale securities portfolio
decreased $136,650,000, due to a reduction of the fair value mark of
$108,522,000 and maturities and prepayments of $61,413,000; partly offset by
purchases of $35,001,000.

Loans receivable increased $81,836,000 with commercial loans increasing
$71,755,000 to $832,140,000 at September 30, 2022, compared with $760,385,000 at
year-end 2021. Excluding PPP loans, commercial loans increased
$83,723,000. Retail loan balances increased $9,659,000 comparing September 30,
2022 to December 31, 2021. At September 30, 2022, QNB had 4 PPP loans totaling
$2,359,000 reported in commercial and industrial loans.  In 2020, the Bank
originated $82,475,000 in PPP loans, enabling 660 businesses to maintain their
payrolls and stay in operation. Of this first round of funding, 657 loans have
been forgiven in full and $80,544,000 in balances have been forgiven. The Bank
originated 315 PPP loans, or $35,021,000, during the second round of funding
which started in January 2021.  Second-draw customers made up 244 of these
loans, or $32,240,000, and one-draw customers made of the remaining 71 loans, or
$2,781,000.  Of this second round of funding, 314 loans have been forgiven in
full and $33,021,000 in balances have been forgiven. Excluding PPP loans net of
deferred fees at September 30, 2022 and at December 31, 2021, loans receivable
would have increased $93,364,000, or 10.2%, since year-end 2021.

Deposits grew $26,923,000 from December 31, 2021 to September 30, 2022.
Non-interest-bearing demand deposits decreased $6,839,000, with balances of
$236,167,000 at September 30, 2022 compared with $243,006,000 at year-end 2021.
Interest-bearing demand balances, excluding municipal deposits, increased
$8,112,000, or 12.4%, to $347,519,000, with increases in personal
interest-bearing checking and the business checking product. The $9,424,000
decrease in money market accounts was limited primarily to business
products. The $15,598,000 increase in savings was primarily due to growth in the
E-Savings on-line product. Total time deposits increased $6,656,000 from
December 31, 2021 to September 30, 2022. Municipal deposit balances increased
$12,820,000, to $141,612,000, during the first nine months of 2022. Municipal
deposits can be volatile depending on the timing of deposits and withdrawals,
and the cash flow needs of the school districts or municipalities. Municipal
deposits increase as tax money is received from the local school districts
during first and second quarters and it is anticipated that these funds will
flow out for the subsequent twelve months as the schools use the funds for
operations. These deposits provide an incremental funding source as they are
used to fund loans as opposed to borrowing at a higher rate; this improves the
net interest margin as it increases the spread related to the net interest
margin.

Short-term borrowings increased 35.7%, from $68,476,000 at December 31, 2021 to
$92,896,000 at September 30, 2022. Commercial sweep accounts comprised most of
balance of the short-term borrowing in both periods and increased $2,448,000;
these funds may be volatile based on businesses' receipt and disbursement of
funds and is offset by business non-interest-bearing demand accounts. There

                                       53
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



were $21,972,000 in overnight borrowings from FHLB at September 30, 2022, and
none at December 31, 2021. In 2020, QNB borrowed long-term debt from the FHLB of
$10,000,000 to lock in a rate at a low yield.

LIQUIDITY



Liquidity represents an institution's ability to generate cash or otherwise
obtain funds at reasonable rates to satisfy demand for loans and deposit
withdrawals. QNB attempts to manage its mix of cash and interest-bearing
balances, Federal funds sold and investment securities to match the volatility,
seasonality, interest sensitivity and growth trends of its loans and deposits.
The Company manages its liquidity risk by measuring and monitoring its liquidity
sources and estimated funding needs. Liquidity is provided from asset sources
through repayments and maturities of loans and investment securities. The
portfolio of investment securities classified as available for sale and QNB's
policy of selling certain residential mortgage originations in the secondary
market also provide sources of liquidity. Core deposits and cash management
repurchase agreements have historically been the most significant funding source
for QNB. These deposits and repurchase agreements are generated from a base of
consumers, businesses and public funds primarily located in the Company's market
area.

Additional sources of liquidity are provided by the Bank's membership in the
FHLB. At September 30, 2022 the Bank had a maximum borrowing availability with
the FHLB of approximately $342,627,000, which is net of the $10,000,000 in
long-term borrowings, short-term borrowings of $21,971,000, a $350,000 letter of
credit and accrued interest payable. The maximum borrowing depends upon
qualifying collateral assets and the Bank's asset quality and capital adequacy.
In addition, the Bank maintains unsecured Federal funds lines with five
correspondent banks totaling $101,000,000. At September 30, 2022 there were no
outstanding borrowings under these lines. Future availability under these lines
is subject to the policies of the granting banks and may be withdrawn.

Liquid sources of funds, including cash, available-for-sale and equity
investment securities, and loans held-for-sale have decreased $134,788,000 since
December 31, 2021, totaling $583,372,000 at September 30, 2022. The reduction in
the liquid sources of funds is primarily due to a reduction of the fair value
mark on the available-for-sale securities of $108,522,000. Growth in deposits
provided cash flows $26,923,000, net proceeds from available-for-sale investment
activities provided $26,412,000, and net short-term borrowings provided
$24,420,000; these were used to fund loans. Management expects these liquid
sources will be adequate to meet normal fluctuations in loan demand or deposit
withdrawals. The investment portfolio is expected to continue to provide
sufficient liquidity, as municipal bonds are called or mature and cash flow on
mortgage-backed and CMO securities continues to be steady.

Approximately $270,000,000 and $264,154,000 of available-for-sale debt securities at September 30, 2022 and December 31, 2021, respectively, were pledged as collateral for repurchase agreements and deposits of public funds. The level of pledged securities corresponds with the municipal deposit and repurchase agreement balances.



QNB is a member of the Certificate of Deposit Account Registry Services (CDARS)
program offered by the Promontory Interfinancial Network, LLC. CDARS is a
funding and liquidity management tool used by banks to access funds and manage
their balance sheet. It enables financial institutions to provide customers with
full FDIC insurance on time deposits over $250,000 that are placed in the
program. QNB also has available Insured Cash Sweep (ICS), another program
through Promontory Interfinancial Network, LLC, which is a product similar to
CDARS, but one that provides liquidity like a money market or savings account.

CAPITAL ADEQUACY



A strong capital position is fundamental to support continued growth and
profitability and to serve the needs of depositors. QNB's shareholders' equity
at September 30, 2022 was $58,124,000, or 3.53% of total assets, compared with
shareholders' equity of $136,494,000, or 8.16% of total assets, at December 31,
2021. Shareholders' equity at September 30, 2022 included a negative adjustment
of $89,472,000 compared to a negative adjustment of $3,740,000 at December 31,
2021, related to unrealized holding losses, net of taxes, on investment
securities available-for-sale. Without these adjustments, shareholders' equity
to total assets would have been 8.51% and 8.36% at September 30, 2022 and
December 31, 2021, respectively.

Average shareholders' equity and average total assets were $144,676,000 and
$1,701,272,000 for the nine months ended September 30, 2022, an increase of 8.0%
and 9.3%, respectively, from the averages for the nine months ended September
30, 2021. The ratio of average total equity to average total assets was 8.50%
for the nine months ended September 30, 2022 compared to 8.61% for the same
period in 2021.

Retained earnings at September 30, 2022 were impacted by nine months of net
income totaling $10,474,000 offset by dividends declared and paid of $3,845,000
for the nine-month period. QNB offers a Dividend Reinvestment and Stock Purchase
Plan (the

                                       54
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QNB CORP. AND SUBSIDIARY

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS



"Plan") to provide participants a convenient and economical method for investing
cash dividends paid on the Company's common stock in additional shares. The Plan
also allows participants to make additional cash purchases of stock. Stock
purchases under the Plan contributed $683,000 to capital during the nine months
ended September 30, 2022.

The Board of Directors has authorized the repurchase of up to 200,000 shares of
QNB common stock in open market or privately negotiated transactions. The
repurchase authorization does not bear a termination date. As of September 30,
2022, 102,000 shares have been repurchased since the initial authorization at an
average price of $24.93 and a total cost of $2,543,000.

QNB is subject to various regulatory capital requirements as issued by Federal
regulatory authorities. Regulatory capital is defined in terms of Tier 1 capital
and Tier 2 capital. Risk-based capital ratios are expressed as a percentage of
risk-weighted assets. Risk-weighted assets are determined by assigning various
weights to all assets and off-balance sheet arrangements, such as letters of
credit and loan commitments, based on associated risk.

The required minimum Common equity Tier 1 capital to risk-weighted assets ratio
is 4.5%, the required minimum ratio of Tier 1 capital to risk-weighted assets is
6.0%, the required minimum ratio of Total Capital to risk-weighted assets is
8.0%, and the required minimum Tier 1 leverage ratio is 4.0%. A capital
conservation buffer of 2.5% of risk-weighted assets also applies to avoid
limitations on certain capital distributions.

The following table sets forth consolidated information for QNB:




                                                            September 30,       December 31,
Capital Analysis                                                2022                2021
Regulatory Capital
Shareholders' equity                                       $        58,124     $      136,494
Net unrealized securities losses, net of tax                        89,472              3,740
Deferred tax assets on net operating loss                                -                  -
Disallowed intangible assets                                            (8 )               (8 )
Common equity tier I capital                                       147,588            140,226

Tier 1 capital                                                     147,588            140,226

Allowable portion: Allowance for loan losses and reserve


  for unfunded commitments                                          11,450             11,275
Total regulatory capital                                   $       159,038     $      151,501
Risk-weighted assets                                       $     1,220,589     $    1,113,887
Quarterly average assets for leverage capital purposes     $     1,727,124     $    1,672,259



                                                         September 30,      December 31,
Capital Ratios                                               2022               2021
Common equity tier I capital / risk-weighted assets               12.09 %           12.59 %
Tier 1 capital / risk-weighted assets                             12.09     

12.59


Total regulatory capital / risk-weighted assets                   13.03     

13.60


Tier 1 capital / average assets (leverage ratio)                   8.55     

8.39

At September 30, 2022, common equity Tier 1, Tier 1 capital, and total regulatory capital ratios were fairly level with December 31, 2021. The Company remains well-capitalized by all applicable regulatory requirements as of September 30, 2022.


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