The Company



The Company is a savings and loan holding company chartered as a corporation in
the state of Maryland in 1990. It conducts business primarily through four
subsidiaries, the Bank, SBI, the Title Company, and Hyatt Commercial. Hyatt
Commercial conducts business as a commercial real estate brokerage and property
management company. SBI holds mortgages that do not meet the underwriting
criteria of the Bank and is the parent company of Crownsville, which does
business as Annapolis Equity Group and acquires real estate for syndication and
investment purposes. The Title Company engages in title work related to real
estate transactions. The Bank has seven branches in Anne Arundel County,
Maryland, which offer a full range of deposit products and originate mortgages
in its primary market of Anne Arundel County, Maryland and, to a lesser extent,
in other parts of Maryland, Delaware, and Virginia.

Overview



The Company provides a wide range of personal and commercial banking services.
Personal services include mortgage and consumer lending as well as deposit
products such as personal Internet banking and online bill pay, checking
accounts, individual retirement accounts, money market accounts, and savings and
time deposit accounts. Commercial services include commercial secured and
unsecured lending services as well as business Internet banking, corporate cash
management services, and deposit services. The Company also provides ATMs,
credit cards, debit cards, safe deposit boxes, and telephone banking, among
other products and services.

We have experienced a decreased level of profitability in our operations in
2019, primarily due to loan runoff and increased noninterest expenses. Less
fourth quarter interest income was generated from lower volumes of
interest-earning assets, particularly from significantly lower medical-use
cannabis related deposits that earned overnight interest income during the first
half of 2019. Also, loan interest income decreased from lower loan volumes,
which was slightly offset by a reduction in interest expense from less reliance
on borrowings. Our income before income taxes amounted to $11.6 million in 2019
and $11.5 million in 2018. In 2019, the Mid-Atlantic region in which we operate
continued to experience improved regional economic performance. The national
economy improved as well throughout the year. Consumer confidence has been
bolstered by certain positive economic trends such as lower unemployment and
increased housing metrics. These positive trends have enabled us to maintain
strong levels of liquidity, capital, and credit quality, despite decreased
profitability.

The Company expects to experience similar stable market conditions during 2020.
If interest rates increase, demand for borrowing may decrease and our interest
rate spread could decrease. If interest rates decrease, demand for borrowing may
increase, which could improve our interest rate spread, depending on other
factors. We will continue to manage loan and deposit pricing against the risks
of rising costs of our deposits and borrowings. Interest rates are outside of
our control, so we must attempt to balance the pricing and duration of the loan
portfolio against the risks of rising costs of our deposits and borrowings.

The continued success and attraction of Anne Arundel County, Maryland and vicinity, will also be important to our ability to originate and grow mortgage loans and deposits, as will our continued focus on maintaining low overhead.



If the market and/or economy worsens, our business, financial condition, results
of operations, access to funds, and the price of our stock could be materially
and adversely impacted.

Critical Accounting Policies

Our accounting and financial reporting policies conform to accounting principles
generally accepted in the U.S. ("GAAP") and general practice within the banking
industry. Accordingly, preparation of the financial statements requires
management to exercise significant judgment or discretion or make significant
assumptions and estimates based on the information available that have, or could
have, a material impact on the carrying value of certain assets or on income.
These estimates and assumptions affect the reported amounts of assets and
liabilities at the date of the financial statements

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and the reported amounts of income and expenses during the periods presented.
The accounting policies we view as critical are those relating to the Allowance,
the valuation of securities, the valuation of real estate acquired through
foreclosure, and the valuation of deferred tax assets and liabilities.
Significant accounting policies are discussed in detail in "Notes to
Consolidated Financial Statements - Note 1 - Summary of Significant Account
Policies" in this Annual Report on Form 10-K.

Results of Operations

Net Income



Net income decreased by $195,000, or 2.3%, to $8.4 million for 2019, compared to
$8.6 million for 2018. Basic and diluted income per share decreased to $0.66 and
$0.65, respectively, for 2019, compared to $0.68 and $0.67, respectively, for
2018. We recognized an increase in net interest income and noninterest income
compared to 2018. Noninterest expenses increased in 2019 compared to 2018 and we
recorded a larger reversal of the provision for loan losses in 2019 compared to
2018.

Net Interest Income

Net interest income, which is interest earned net of interest expense, increased
by $1.5 million, or 5.0%, to $30.5 million for 2019, compared to $29.1 million
for 2018. The increase in net interest income was primarily due to an increase
in the average balance of interest-earning assets, along with a decrease in the
average volume of borrowings. Our net interest margin decreased from 3.66% in
2018 to 3.50% in 2019 and our net interest spread decreased from 3.29% in 2018
to 3.17% in 2019.

Interest Income

Interest income increased by $2.2 million, or 5.7%, to $39.8 million for 2019,
compared to $37.7 million for 2018. Average interest-earning assets increased
from $793.8 million in 2018 to $871.5 million in 2019. The yield on average
assets decreased from 4.74% for 2018 to 4.57% in 2019 primarily as a result of
decreasing interest rates in the latter part of 2019, mostly affecting interest
on our other interest-earning assets by decreasing the average yield from 2.88%
in 2018 to 1.87% in 2019.

Average loans outstanding increased by $1.2 million in 2019 compared to 2018 due
to increased originations, primarily in the commercial segment. Total loan
originations, however, were significantly offset by loan runoff in 2019, which
resulted in a lesser increase in average loans than would have occurred without
the runoff. Average held-to-maturity ("HTM") securities decreased by $14.3
million in 2019 compared to 2018 due to maturities of securities and repayments
from MBS. Average other interest-earning assets increased from $46.5 million in
2018 to $133.9 million in 2019. The increase was primarily due to increased
short-term medical-use cannabis related funds that account holders relocated to
investment opportunities outside of the Bank during the latter part of 2019.

Interest Expense



Interest expense increased by $700,000, or 8.1%, to $9.3 million for 2019,
compared to $8.6 million for 2018. The increase was primarily due to the
increased average rate paid on our deposit accounts due to an increased interest
rate environment in the first half of 2019. The average rate paid on deposits
increased from 1.19% in 2018 to 1.25% in 2019. The average rate paid on CDs
increased from 1.74% in 2018 to 2.38% in 2019. The increase in interest expense
related to deposit accounts was slightly offset by a decrease in interest
expense related to borrowings. Average borrowings decreased $36.8 million in
2019 compared to 2018. We paid off $38.5 million in long-term FHLB advances and
commercial loans in 2019.

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The following table sets forth, for the years indicated, information regarding
the average balances of interest-earning assets and interest-bearing liabilities
and the resulting yields on average interest-earning assets and rates paid on
average interest-bearing liabilities. Average balances are also provided for
noninterest-earning assets and noninterest-bearing liabilities.


                                                    2019                                     2018                                       2017
                                     Average                       Yield/     Average                       Yield/       Average                       Yield/
                                    Balance       Interest (2)      Rate     Balance       Interest (2)      Rate       Balance       Interest (2)      Rate
ASSETS                                                                               (dollars in thousands)
Loans (1)                           $ 676,622    $       35,639      5.27 % 

$ 675,418 $ 34,643 5.13 % $ 617,838 $ 30,142

  4.88 %
Loans held for sale ("LHFS")           10,962               562      5.13 %      5,598               234      4.18 %        3,550               152      4.28 %
Available-for-sale ("AFS")
securities                             11,392               202      1.77 %     11,795               208      1.76 %        5,164                92      1.78 %
HTM securities                         35,584               728      2.05 %     49,867               988      1.98 %       61,514             1,141      1.85 %
Other interest-earning assets
(3)                                   133,935             2,499      1.87 %     46,470             1,338      2.88 %       48,276               472      0.98 %
Restricted stock investments, at
cost                                    3,038               180      5.92 %      4,612               249      5.40 %        4,750               225      4.74 %
Total interest-earning assets         871,533            39,810      4.57 %    793,760            37,660      4.74 %      741,092            32,224      4.35 %
Allowance                             (8,042)                                  (8,179)                                    (8,589)
Cash and other
noninterest-earning assets             44,512                                   43,055                                     59,867
Total assets                        $ 908,003            39,810              $ 828,636            37,660                $ 792,370            32,224

LIABILITIES AND STOCKHOLDERS'
EQUITY
Interest-bearing deposits:
Checking and savings                $ 386,206             2,517      0.65 %  $ 255,665             1,794      0.70 %    $ 286,738               713      0.25 %
CDs                                   203,165             4,833      2.38 %    224,222             3,894      1.74 %      215,924             3,324      1.54 %
Total interest-bearing deposits       589,371             7,350      1.25 %    479,887             5,688      1.19 %      502,662             4,037      0.80 %
Borrowings                             74,949             1,953      2.61 %    111,788             2,915      2.61 %      115,574             3,593      3.11 %
Total interest-bearing
liabilities                           664,320             9,303      1.40 %    591,675             8,603      1.45 %      618,236             7,630      1.23 %
Noninterest-bearing deposits          135,027                                  139,467                                     83,693
Other noninterest-bearing
liabilities                             6,039                                    2,283                                      2,599
Stockholders' equity                  102,617                                   95,211                                     87,842
Total liabilities and
stockholders' equity                $ 908,003             9,303              $ 828,636             8,603                $ 792,370             7,630
Net interest income/net interest
spread                                           $       30,507      3.17 %               $       29,057      3.29 %                 $       24,594      3.12 %
Net interest margin                                                  3.50 %                                   3.66 %                                     3.32 %

--------------------------------------------------------------------------------


 (1)  Nonaccrual loans are included in average loans.


 (2)  There are no tax equivalency adjustments.

(3) Other interest-earning assets include interest-earning deposits, federal

funds sold, and certificates of deposit held for investment.

The "Rate/Volume Analysis" below indicates the changes in our net interest income as a result of changes in volume and rates. We maintain an asset and liability management policy designed to provide a proper balance between rate-sensitive assets and rate-sensitive liabilities to attempt to optimize interest margins while providing adequate liquidity for our


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anticipated needs. Changes in interest income and interest expense that result
from variances in both volume and rates have been allocated to rate and volume
changes in proportion to the absolute dollar amounts of the change in each.


                                                     2019 vs. 2018                    2018 vs. 2017
                                                  Due to Variances in              Due to Variances in
                                              Rate      Volume      Total      Rate      Volume      Total
Interest earned on:                                              (dollars in thousands)
Loans                                        $   934    $    62    $   996    $ 1,599    $ 2,902    $ 4,501
LHFS                                              63        265        328        (4)         86         82
AFS securities                                     -        (6)        (6)        (1)        117        116
HTM Securities                                    32      (292)      (260)         74      (227)      (153)
Other interest-earning assets                  (611)      1,772      1,161        884       (18)        866
Restricted stock investments, at cost             23       (92)       (69)         31        (7)         24
Total interest income                            441      1,709      2,150      2,583      2,853      5,436

Interest paid on:
Interest-bearing deposits:
Checking and savings                           (136)        859        723      1,152       (71)      1,081
CDs                                            1,332      (393)        939        438        132        570
Total interest-bearing deposits                1,196        466      1,662      1,590         61      1,651
Borrowings                                       (2)      (960)      (962)      (563)      (115)      (678)
Total interest expense                         1,194      (494)        700      1,027       (54)        973
Net interest income                          $ (753)    $ 2,203    $ 1,450    $ 1,556    $ 2,907    $ 4,463




Provision for Loan Losses

Our loan portfolio is subject to varying degrees of credit risk and an Allowance
is maintained to absorb losses inherent in our loan portfolio. Credit risk
includes, but is not limited to, the potential for borrower default and the
failure of collateral to be worth what we determined it was worth at the time of
the origination of the loan. We monitor loan delinquencies at least monthly. All
loans that are delinquent and all loans within the various categories of our
portfolio as a group are evaluated. Management, with the advice and
recommendation of the Company's Board of Directors, estimates an Allowance to be
set aside for loan losses. Included in determining the calculation are such
factors as historical losses for each loan portfolio, current market value of
the loan's underlying collateral, inherent risk contained within the portfolio
after considering the state of the general economy, economic trends,
consideration of particular risks inherent in different kinds of lending, and
consideration of known information that may affect loan collectability. As a
result of our Allowance analysis, for the years ended December 31, 2019 and
2018, we determined that provision reversals of $500,000 and $300,000,
respectively, were appropriate.

See additional information about the provision for loan losses under "Credit Risk Management and the Allowance" later in this Item.

Noninterest Income



Total noninterest income increased by $1.8 million, or 21.8%, to $10.3 million
for 2019 compared to $8.4 million for 2018, primarily due to increased
mortgage-banking revenue, increased real estate commissions, increased deposit
service charges, and increased title company revenue. Mortgage-banking revenue
increased $1.2 million, or 46.3%, to $3.7 million for 2019 compared to $2.6
million for 2018. This increase was the result of an increase in
mortgage-banking activity in 2019, with an increase of originations from $100.8
million in 2018 to $171.8 million in 2019. Real estate commissions by Hyatt
Commercial increased by $127,000, or 7.4%, to $1.8 million for 2019 compared to
$1.7 million for 2018. The increase was due to an increase in commercial sales
activity in 2019.

Deposit service charges increased $637,000, or 41.0%, to $2.2 million in 2019,
compared to $1.6 million in 2018 due primarily to on-boarding and monthly
service fees charged to medical-use cannabis customers. Title company revenue
increased $81,000 from $1.0 million in 2018 to $1.1 million in 2019 due to
increased loan closings.

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Noninterest Expense

Total noninterest expense increased $3.4 million, or 13.0%, to $29.7 million for
2019, compared to $26.2 million for 2018, primarily due to increases in
compensation and related expenses, occupancy costs, professional fees, and data
processing and licensing and software costs. Compensation and related expenses
increased by $1.9 million, or 10.8%, to $19.7 million for 2019, compared to
$17.8 million for 2018. This increase was primarily due to annual salary
increases, increased commissions, and bonuses. Net occupancy costs increased by
$148,000, or 9.5%, to $1.7 million for 2019 compared to $1.6 million for 2018,
primarily due to additional properties. We opened our Crofton branch in 2019.
Professional fees increased by $649,000, or 130.3%, to $1.1 million in 2019
compared to $498,000 in 2018, primarily due to increased external audit fees and
additional consulting fees. Data processing fees and licensing and software
expense increased $410,000 and $350,000, respectively, in 2019 compared to 2018
due to additional efficiency and security enhancements to our core and related
systems, as well as the implementation of a new customer relationship management
("CRM") system.

Income Tax Provision

We recognized a $3.2 million provision for income taxes on income before income
taxes of $11.6 million for an effective tax rate of 27.9% during 2019 compared
to a provision for income taxes of $3.0 million on income before taxes of $11.5
million for an effective tax rate of 25.8% in 2018. The increase in the
effective tax rate from 2018 to 2019 was a function of changes in our permanent
differences between recorded tax expense and taxes payable.

Financial Condition



Total assets decreased $147.3 million, or 15.1%, to $826.9 million at
December 31, 2019 compared to $974.2 million at December 31, 2018. Cash and cash
equivalents decreased by $100.1 million, or 53.2%, to $88.2 million at
December 31, 2019 compared to $188.3 million at December 31, 2018, primarily due
to the decrease in deposits noted below. LHFS increased $1.2 million, or 12.6%,
to $10.9 million at December 31, 2019 compared to $9.7 million at
December 31, 2018. This increase was due to an increased volume of originations
from $100.8 million in 2018 to $171.8 million in 2019. Loans decreased $36.7
million, or 5.4%, to $645.7 million at December 31, 2019 compared to $682.3
million at December 31, 2018 due to significant loan runoff, which offset
increased origination activity in 2019. Real estate acquired through foreclosure
increased $850,000, or 55.3%, to $2.4 million at December 31, 2019 compared to
$1.5 million at December 31, 2018. This increase was due to the addition of four
properties. Total securities decreased $12.0 million, or 23.6%, due to
maturities and MBS repayments. Total deposits decreased $118.5 million, or
15.2%, to $661.0 million at December 31, 2019 compared to $779.5 million at
December 31, 2018. Long-term borrowings decreased by $38.5 million, or 52.4%, to
$35.0 million at December 31, 2019 compared to $73.5 million at
December 31, 2018 as we paid off FHLB advances and a commercial note payable.

Securities



We utilize the securities portfolio as part of our overall asset/liability
management practices to enhance interest revenue while providing necessary
liquidity for the funding of loan growth or deposit withdrawals. We continually
monitor the credit risk associated with investments and diversify the risk in
the securities portfolios. We held $12.9 million and $12.0 million in securities
classified as AFS as of December 31, 2019 and 2018, respectively. We held $26.0
million and $38.9 million in securities classified as HTM as
of December 31, 2019 and 2018, respectively.

Changes in current market conditions, such as interest rates and the economic
uncertainties in the mortgage, housing, and banking industries impact the
securities market. Quarterly, we review each security in our AFS portfolio to
determine the nature of any decline in value and evaluate if any impairment
should be classified as other-than-temporary impairment ("OTTI"). Such
evaluations resulted in the determination that no OTTI charges were required
during 2019 or 2018.

All of the AFS and HTM securities that were impaired as of December 31, 2019
were so due to declines in fair values resulting from changes in interest rates
or increased credit/liquidity spreads compared to the time they were purchased.
We have the intent to hold these securities to maturity and it is more likely
than not that we will not be required to sell the securities before recovery of
value. As such, management considers the impairments to be temporary.

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Our securities portfolio composition is as follows at December 31:




                                                     AFS                                  HTM
                                          2019        2018        2017        2019        2018       2017
                                                             (dollars in thousands)
U.S. Treasury securities               $      -    $  1,981    $      -    $    994    $  1,991   $  4,994
U.S. government agency notes              5,019       9,997      10,119       4,986      11,992     19,004
MBS                                       7,887           -           -      19,980      24,929     30,305
                                       $ 12,906    $ 11,978    $ 10,119    $ 25,960    $ 38,912   $ 54,303




The amortized cost, estimated fair values, and weighted average yields of debt
securities at December 31, 2019, by contractual maturity, are shown below.
Actual maturities may differ from contractual maturities because issuers have
the right to call or prepay obligations.


                                                                                    Weighted
                                  Amortized        Unrealized         Estimated     Average
                                    Cost        Gains     Losses     Fair Value      Yield
AFS Securities:                                      (dollars in thousands)
U.S. government agency notes:
Due within one year              $     5,017    $    2    $     -    $     5,019        2.23 %
MBS:
Due after ten years                    7,951         -         64          7,887        2.90 %
                                 $    12,968    $    2    $    64    $    12,906        2.64 %
HTM Securities:
U.S. Treasury securities:
Due within one year              $       994    $   14    $     -    $     1,008        2.63 %
US government agency notes:
Due within one year                    3,007         -          5          3,002        1.80 %
Due after one to five years            1,979       100          -          2,079        2.81 %
MBS:
Due after one to five years            1,430        10          2          1,438        2.15 %
Due after five to ten years            7,114        51          3          7,162        2.77 %
Due after ten years                   11,436        53         20         11,469        2.86 %
                                 $    25,960    $  228    $    30    $    26,158        2.66 %



Weighted yields are based on amortized cost. MBS are assigned to maturity categories based on their final maturity.

We did not hold any securities with an aggregate book value and market value in excess of 10% of stockholders' equity.

LHFS

We originate residential mortgage loans for sale on the secondary market. At December 31, 2019 and 2018, such LHFS, which are carried at fair value, amounted to $10.9 million and $9.7 million, respectively, the majority of which are subject to purchase commitments from investors.



When we sell mortgage loans we make certain representations to the purchaser
related to loan ownership, loan compliance and legality, and accurate
documentation, among other things. If a loan is found to be out of compliance
with any of the representations subsequent to the date of purchase, we may be
required to repurchase the loan or indemnify the purchaser for losses related to
the loan, depending on the agreement with the purchaser. In addition other
factors may cause us to be required to repurchase or "make-whole" a loan
previously sold.

The most common reason for a loan repurchase is due to a documentation error or
disagreement with an investor, or on rare occasions for fraud. Repurchase
requests are negotiated with each investor at the time we are notified of the
demand and an appropriate reserve is taken at that time. We did not repurchase
any loans during 2019 or 2018. We do not expect

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increases in repurchases or related losses to be a growing trend nor do we see it having a significant impact on our financial results.

Loans



Our loan portfolio is expected to produce higher yields than investment
securities and other interest-earning assets; the absolute volume and mix of
loans and the volume and mix of loans as a percentage of total interest-earning
assets is an important determinant of our net interest margin.

The following table sets forth the composition of our loan portfolio net of unearned loan fees as of December 31:




                                        2019                        2018                     2017                        2016                     2015
                                             Percent                     Percent                  Percent                     Percent                  Percent
                                 Amount      of Total        Amount      of Total     Amount      of Total        Amount      of Total     Amount      of Total
                                                                                     (dollars in thousands)
Residential Mortgage            $ 268,152        41.5 %     $ 274,759        40.3 %  $ 285,819        42.8 %     $ 257,659        42.2 %  $ 283,211        47.4 %
Commercial                         43,127         6.7 %        35,884         5.2 %     37,356         5.6 %        46,468         7.6 %     29,484         4.9 %
Commercial real estate            228,012        35.3 %       242,693        35.6 %    235,129        35.2 %       195,710        32.1 %    174,912        29.2 %
ADC                                92,822        14.4 %       114,540        16.8 %     93,060        13.9 %        90,102        14.8 %     85,054        14.2 %
Home equity/2nds                   12,031         1.9 %        13,386         2.0 %     15,703         2.3 %        19,129         3.1 %     24,529         4.1 %
Consumer                            1,541         0.2 %         1,087         0.1 %      1,084         0.2 %         1,210         0.2 %      1,224         0.2 %
                                $ 645,685       100.0 %     $ 682,349       100.0 %  $ 668,151       100.0 %     $ 610,278       100.0 %  $ 598,414       100.0 %




Loans decreased by $36.7 million, or 5.4%, to $645.7 million at
December 31, 2019 compared to $682.3 million at December 31, 2018. This decrease
was primarily due to decreased residential mortgage, commercial real estate, and
ADC loan demand, as well as significant runoff in 2019 in those loan segments.
Commercial loans increased 20.2% as we increased our focus on commercial lending
in 2019.

Approximately 53% of our loans had adjustable rates as of December 31, 2019. Our
variable-rate loans adjust to the current interest rate environment, whereas
fixed rates do not allow this flexibility. If interest rates were to increase in
the future, our interest earned on the variable-rate loans would improve, and if
rates were to fall, the interest we earn on such loans would decline, thus
impacting our interest income. Some variable-rate loans have rate floors and/or
ceilings which may delay and/or limit changes in interest income in a period of
changing rates. See our discussion in "Interest Rate Sensitivity" later in this
Item for more information on interest rate fluctuations.

The following table sets forth the maturity distribution for our loan portfolio
at December 31, 2019. Some of our loans may be renewed or repaid prior to
maturity. Therefore, the following table should not be used as a forecast of our
future cash collections.


                                                                               Maturing
                                             In one year or less        After 1 through 5 years          After 5 years
                                             Fixed       Variable        Fixed          Variable       Fixed      Variable       Total
                                                                              (dollars in thousands)
Residential Mortgage                       $   22,306    $  11,031    $    

25,736 $ 5,578 $ 63,006 $ 140,495 $ 268,152 Commercial

                                      3,490       16,661          

8,097 2,812 5,616 6,451 43,127 Commercial real estate

                          9,005       12,766          

52,116 7,709 71,230 75,186 228,012 ADC

                                            34,889       19,569           5,480         17,376        1,398       14,110       92,822
Home equity/2nds                                  263            -             389              -          203       11,176       12,031
Consumer                                            -            -             672             23          846            -        1,541
                                           $   69,953    $  60,027    $     92,490     $   33,498    $ 142,299    $ 247,418    $ 645,685
                                                         $ 129,980                     $  125,988                 $ 389,717




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Credit Risk Management and the Allowance



Credit risk is the risk of loss arising from the inability of a borrower to meet
his or her obligations and entails both general risks, which are inherent in the
process of lending, and risks specific to individual borrowers. Our credit risk
is mitigated through portfolio diversification, which limits exposure to any
single customer, industry, or collateral type.

We manage credit risk by evaluating the risk profile of the borrower, repayment
sources, the nature of the underlying collateral, and other support given
current events, conditions, and expectations. We attempt to manage the risk
characteristics of our loan portfolio through various control processes, such as
credit evaluation of borrowers, establishment of lending limits, and application
of lending procedures, including the holding of adequate collateral and the
maintenance of compensating balances. However, we seek to rely primarily on the
cash flow of our borrowers as the principal source of repayment. Although credit
policies and evaluation processes are designed to minimize our risk, management
recognizes that loan losses will occur and the amount of these losses will
fluctuate depending on the risk characteristics of our loan portfolio, as well
as general and regional economic conditions.

Management has an established methodology to determine the adequacy of the
Allowance that assesses the risks and losses inherent in the loan portfolio. Our
Allowance methodology employs management's assessment as to the level of future
losses on existing loans based on our internal review of the loan portfolio,
including an analysis of the borrowers' current financial position, and the
consideration of current and anticipated economic conditions and their potential
effects on specific borrowers and/or lines of business. In determining our
ability to collect certain loans, we also consider the fair value of any
underlying collateral. In addition, we evaluate credit risk concentrations,
including trends in large dollar exposures to related borrowers, industry and
geographic concentrations, and economic and environmental factors. Our risk
management practices are designed to ensure timely identification of changes in
loan risk profiles; however, undetected losses may inherently exist within the
loan portfolio. The assessment aspects involved in analyzing the quality of
individual loans and assessing collateral values can also contribute to
undetected, but probable, losses. For more detailed information about our
Allowance methodology and risk rating system, see Note 3 to the Consolidated
Financial Statements.

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The following table summarizes the activity in our Allowance by portfolio segment as of and for the years ended December 31:




                                           2019         2018         2017         2016         2015
                                                            (dollars in thousands)
Allowance, beginning of year             $   8,044    $   8,055    $   8,969    $   8,758    $   9,435
Charge-offs:
Residential mortgage                          (20)        (534)        (726)        (151)        (454)
Commercial                                       -            -            -         (17)        (154)
Commercial real estate                       (537)         (38)            -        (178)         (80)
ADC                                              -         (34)            -         (72)            -
Home equity/2nds                                 -            -         (98)         (50)        (834)
Consumer                                      (14)            -          (2)            -            -
Total charge-offs                            (571)        (606)        (826)        (468)      (1,522)
Recoveries:
Residential mortgage                            14          228          375          324          629
Commercial                                       -            -            -           54          284
Commercial real estate                         130          424          157           23            -
ADC                                              5            -            -          157           49
Home equity/2nds                                11          243           30          421          163
Consumer                                         5            -            -           50            -
Total recoveries                               165          895          562        1,029        1,125
Net (charge-offs) recoveries                 (406)          289        (264)          561        (397)
Reversal of provision for loan losses        (500)        (300)        (650)        (350)        (280)
Allowance, end of year                   $   7,138    $   8,044    $   8,055    $   8,969    $   8,758
Loans:
Year-end balance                         $ 645,685    $ 682,349    $ 668,151    $ 610,278    $ 598,414
Average balance during year                676,622      675,418      617,838      604,356      624,087
Allowance as a percentage of
  year-end loan balance                       1.11 %       1.18 %       1.21 %       1.47 %       1.46 %
Percent of average loans:
Reversal of provision for loan losses         0.07 %       0.04 %       0.11 %       0.06 %       0.04 %
Net (charge-offs) recoveries                (0.06) %       0.04 %     (0.04) %       0.09 %     (0.06) %




The following tables summarize our allocation of the Allowance by loan segment
as of December 31:


                                                  2019                               2018                                 2017
                                                            Percent                            Percent                              Percent
                                                            of Loans                           of Loans                             of Loans
                                                Percent     to Total               Percent     to Total                 Percent     to Total
                                     Amount     of Total     Loans     

Amount of Total Loans Amount of Total Loans


                                                                               (dollars in thousands)
Residential mortgage                 $ 2,264        31.7 %      41.5 %  $ 2,224        27.6 %      40.3 %    $ 3,099        38.5 %      42.8 %
Commercial                             1,421        19.9 %       6.7 %    2,736        34.0 %       5.2 %        527         6.5 %       5.6 %
Commercial real estate                   984        13.8 %      35.3 %     

457 5.7 % 35.6 % 2,805 34.8 % 35.2 % ADC

                                    2,286        32.0 %      14.4 %    

2,239 27.8 % 16.8 % 1,236 15.4 % 13.9 % Home equity/2nds

                         134         1.9 %       1.9 %      

222 2.8 % 2.0 % 386 4.8 % 2.3 % Consumer

                                   -           - %       0.2 %        1           - %       0.1 %          2           -         0.2 %
Unallocated                               49         0.7 %         - %      165         2.1 %         - %          -           -           - %
Total                                $ 7,138       100.0 %     100.0 %  $ 8,044       100.0 %     100.0 %    $ 8,055       100.0 %     100.0 %














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                                                    2016                                  2015
                                                              Percent                            Percent
                                                              of Loans                           of Loans
                                                  Percent     to Total               Percent     to Total
                                       Amount     of Total     Loans     

Amount of Total Loans


                                                              (dollars in 

thousands)


Residential mortgage                   $ 3,833        42.7 %      42.2 %  $ 4,188        47.8 %      47.4 %
Commercial                                 478         5.3 %       7.6 %      291         3.3 %       4.9 %
Commercial real estate                   2,535        28.3 %      32.1 %    2,792        31.9 %      29.2 %
ADC                                      1,390        15.5 %      14.8 %      956        10.9 %      14.2 %
Home equity/2nds                           728         8.1 %       3.1 %      528         6.1 %       4.1 %
Consumer                                     5         0.1 %       0.2 %        3           - %       0.2 %
Total                                  $ 8,969       100.0 %     100.0 %  $ 8,758       100.0 %     100.0 %




Based upon management's evaluation, provisions are made to maintain the
Allowance as a best estimate of inherent losses within the portfolio. The
Allowance totaled $7.1 million at December 31, 2019 and $8.0
million at December 31, 2018. Any changes in the Allowance from period to period
reflect management's ongoing application of its methodologies to establish the
Allowance, which, for the year ended December 31, 2019, resulted in a reversal
of the provision for loan losses of $500,000, compared to a similar such
reversal of $300,000 for the year ended December 31, 2018.

At December 31, 2018, due to a reevaluation of its qualitative factors, the
Company changed its estimates of the Allowance relative to historical loss
experience within specific loan portfolio segments in order to better align its
qualitative factors with historical losses experienced over a longer period of
time, relative to those specific loan segments. The result of this change in
estimate did not result in a material increase in the Allowance compared to the
year ended December 31, 2017, however there were material changes to the
Allowance between loan segments. Due to the change in accounting estimate,
Allowance allocated to commercial loans and ADC loans increased approximately
$2.2 and $1.1 million, respectively, while Allowance allocated to residential
mortgage loans and commercial real estate loans decreased $600,000 and $2.7
million, respectively, as of December 31, 2018. This change in accounting
estimate had no impact on earnings or diluted earnings per share. This change in
estimate did not have any impact on the current period provision for loan
losses, rather, it resulted in re-allocation of existing Allowances between loan
classifications.

During 2019 we recorded net charge-offs of $406,000 compared to net recoveries
of $289,000 during 2018. During 2019, net charge-offs as compared to average
loans outstanding amounted to 0.06% compared to net recoveries as compared to
average loans outstanding of 0.04% during 2018. The Allowance as a percentage of
outstanding loans decreased from 1.18% as of December 31, 2018 to 1.11% as
of December 31, 2019, reflecting the improvement in our overall asset quality.

Although management uses available information to establish the appropriate
level of the Allowance, future additions or reductions to the Allowance may be
necessary based on estimates that are susceptible to change as a result of
changes in economic conditions and other factors. As a result, our Allowance may
not be sufficient to cover actual loan losses, and future provisions for loan
losses could materially adversely affect our operating results. In addition,
various regulatory agencies, as an integral part of their examination process,
periodically review our Allowance and related methodology. Such agencies may
require us to recognize adjustments to the Allowance based on their judgments
about information available to them at the time of their examination. Management
believes the Allowance is adequate as of December 31, 2019 and is sufficient to
address the credit losses inherent in the current loan portfolio.

Nonperforming Assets ("NPAs")



Given the volatility of the real estate market, it is very important for us to
have current appraisals on our NPAs. In general, we obtain appraisals on NPAs on
an annual basis. As part of our asset monitoring activities, we maintain a Loss
Mitigation Committee that meets once a month. During these Loss Mitigation
Committee meetings, all NPAs and loan delinquencies are reviewed. We also
produce an NPA report which is distributed monthly to senior management and is
also discussed and reviewed at the Loss Mitigation Committee meetings. This
report contains all relevant data on the NPAs, including the latest appraised
value and valuation date. Accordingly, these reports identify which assets will
require an updated appraisal. As a result, we have not experienced any internal
delays in identifying which loans/credits require appraisals.

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With respect to the ordering process of the appraisals, we have not experienced any delays in turnaround time nor has this been an issue over the past three years. Furthermore, we have not had any delays in turnaround time or variances thereof in our specific loan operating markets.



NPAs, expressed as a percentage of total assets,
totaled 0.8% at December 31, 2019 and 0.6% at December 31, 2018. The ratio of
the Allowance to nonperforming loans was 168.3% at December 31, 2019 and
172.8% at December 31, 2018. The decrease in this ratio from
December 31, 2018 to  December 31, 2019 was primarily a reflection of the
decrease in the Allowance. The ratio of nonperforming loans to total loans was
0.7% at both December 31, 2019 and 2018.

The distribution of our NPAs is illustrated in the following table as of
December 31:


                                              2019       2018       2017       2016        2015
Nonaccrual Loans:                                           (dollars in thousands)
Residential mortgage                         $ 3,766    $ 2,580    $ 3,891   $  3,580    $  3,191
Commercial                                         -        430         78        151         483
Commercial real estate                           237        660        159      2,938       2,681
ADC                                               89        558        314        269         521
Home equity/2nds                                 150        428      1,268      2,914       2,098
                                               4,242      4,656      5,710      9,852       8,974
Real Estate Acquired Through Foreclosure:
Residential mortgage                           1,377      1,366          -        206       1,381
Commercial                                         -          -          -          -          37
Commercial real estate                           452          -        187        528           -
ADC                                              558        171        216        239         326
                                               2,387      1,537        403        973       1,744
Total Nonperforming Assets                   $ 6,629    $ 6,193    $ 6,113   $ 10,825    $ 10,718




Nonaccrual loans amounted to $4.2 million at December 31, 2019 and $4.7
million at December 31, 2018. Significant activity in nonaccrual loans during
2019 included additions of $2.3 million, transfers to real estate acquired
through foreclosure of $1.3 million, returns to accrual status of $172,000, and
pay-offs/sales of $1.1 million.

Real estate acquired through foreclosure increased $850,000 to $2.4 million at December 31, 2019 compared to $1.5 million at December 31, 2018, due to the addition of four properties.

The activity in our real estate acquired through foreclosure was as follows as of and for the years ended December 31:




                                                  2019       2018        2017         2016         2015
                                                                  (dollars in thousands)
Balance at beginning of year                     $ 1,537    $   403    $     973    $   1,744    $   1,947
Real estate acquired in satisfaction of loans      1,342      1,366          703        1,575        2,234
Write-downs and losses on real estate
acquired through foreclosure                       (259)       (61)        (103)        (176)          (9)
Proceeds from sales of real estate acquired
through foreclosure                                (233)      (171)      (1,170)      (2,170)      (2,428)
Balance at end of year                           $ 2,387    $ 1,537    $     403    $     973    $   1,744

There were no loans greater than 90 days past due and still accruing at December 31, 2019, 2018, 2017, 2016, or 2015.

Troubled Debt Restructured Loans ("TDRs")

In situations where, for economic or legal reasons related to a borrower's financial difficulties, management may grant a concession for other than an insignificant period of time to the borrower that would not otherwise be considered, the related loan is classified as a TDR.


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The composition of our TDRs is illustrated in the following table as of
December 31:


                                   2019        2018        2017        2016        2015
     Residential mortgage:                        (dollars in thousands)
     Nonaccrual                   $    85    $    446    $    736    $  2,137    $  1,071

<90 days past due/current 7,675 9,469 11,631 15,648 20,831


     Commercial:
     Nonaccrual                         -           -           -           -           -
     <90 days past due/current          -           -           -           -         103
     Commercial real estate:
     Nonaccrual                         -           -          78         249         252

<90 days past due/current 984 1,019 1,862 1,914 2,464


     ADC:
     Nonaccrual                         -           -           6           6           6
     <90 days past due/current        130         134         137         170         978
     Home equity/2nds:
     Nonaccrual                         -           -           -           -           -
     <90 days past due/current          -           -           -         238           -
     Consumer:
     Nonaccrual                         -           -           -           -           -
     <90 days past due/current         69          76          84          96          10
     Totals:
     Nonaccrual                        85         446         820      

2,392 1,329

<90 days past due/current      8,858      10,698      13,714      18,066      24,386
                                  $ 8,943    $ 11,144    $ 14,534    $ 20,458    $ 25,715

See additional information on TDRs in Note 3 to the Consolidated Financial Statements.

Deposits



Deposits were $661.0 million at December 31, 2019 and $779.5
million at December 31, 2018. During the year ended December 31, 2019, we
experienced decreases in all categories of deposit accounts due primarily to
competition. In 2019 we saw runoff of short-term medical-use cannabis related
funds (funds that have not actually been used in the medical-use cannabis
industry yet) that account holders relocated to investment opportunities outside
of the Bank. Management was aware of the short-term nature of certain
medical-use cannabis related deposits and offset those funds by maintaining
short-term liquidity to meet any deposit outflows.

The deposit breakdown is as follows as of December 31:




                                      2019        2018        2017        2016        2015
                                                     (dollars in thousands)
  NOW                               $  83,612   $ 106,508   $  63,616   $  63,137   $  56,096
  Money market                        162,621     203,351     103,649      66,356      47,690
  Savings                              61,514      75,692      98,717     110,492     111,992
  CDs                                 230,401     247,351     263,413     273,816     277,778

Total interest-bearing deposits 538,148 632,902 529,395 513,801 493,556


  Noninterest-bearing deposits        122,901     146,604      72,833      58,145      30,215
  Total deposits                    $ 661,049   $ 779,506   $ 602,228   $ 571,946   $ 523,771




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The following table provides the maturities of CDs in amounts of $100,000 or
more at December 31:


                                                   2019           2018
            Maturing in:                         (dollars in thousands)
            3 months or less                   $     13,137     $  26,910
            Over 3 months through 6 months           21,019        23,330
            Over 6 months through 12 months          37,331        27,160
            Over 12 months                           56,805        66,352
                                               $    128,292     $ 143,752




Borrowings

Our borrowings consist of advances from the FHLB and a term loan from a commercial bank.



The FHLB advances are available under a specific collateral pledge and security
agreement, which requires that we maintain collateral for all of our borrowings
equal to 30% of total assets. Our advances from the FHLB may be in the form of
short-term or long-term obligations. Short-term advances have maturities for
one year or less and may contain prepayment penalties. Long-term borrowings
through the FHLB have original maturities up to 20 years and generally contain
prepayment penalties.

At December 31, 2019, our total available credit line with the FHLB was $246.7
million. The Bank, from time to time, utilizes the line of credit when interest
rates are more favorable than obtaining deposits from the public. Our
outstanding FHLB advance balance at December 31, 2019
and December 31, 2018 was $35.0 million and $70.0 million, respectively.

On September 30, 2016, we entered into a loan agreement with a commercial bank
whereby we borrowed $3.5 million for a term of 8 years. The unsecured note bore
interest at a fixed rate of 4.25% for the first 36 months then converted to
a floating rate of the Wall Street Journal Prime plus 50 basis points for the
remaining five years. Repayment terms were monthly interest only payments for
the first 36 months, then quarterly principal payments of $175,000 plus
interest. During the fourth quarter of 2019, we repaid the loan without penalty.

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Certain information regarding our borrowings is as follows as of December 31:




                                                      2019         2018         2017
 Amount outstanding at year-end:                            (dollars in thousands)
 FHLB advances                                      $ 35,000    $ 70,000    $  85,000
 Commercial note payable                                   -       3,500        3,500

Weighted-average interest rate at year-end:


 FHLB advances                                          1.92 %      2.27 %  

2.40 %


 Commercial note payable                                   - %      4.25 %  

4.25 %

Maximum outstanding at any month-end:


 FHLB advances                                      $ 70,000    $ 96,000    $ 169,950
 Commercial note payable                               3,500       3,500        3,500
 Average outstanding:
 FHLB advances                                      $ 50,897    $ 87,669    $  91,456
 Commercial note payable                               3,433       3,500        3,500

Weighted-average interest rate during the year:


 FHLB advances                                          1.74 %      2.17 %       3.03 %
 Commercial note payable                                4.20 %      5.04 %       5.04 %



The following table sets forth information concerning the interest rates and maturity dates of the advances from the FHLB as of December 31, 2019:






                      Principal
                Amount (in thousands)         Rate         Maturity
                                    $
                               25,000    1.75% to 1.92%      2020
                               10,000        2.19%           2022
                                    $
                               35,000




Subordinated Debentures

As of December 31, 2019 and 2018, the Company had outstanding $20.6 million in
principal amount of Junior Subordinated Debt Securities, due in 2035 (the "2035
Debentures"). The 2035 Debentures were issued pursuant to an Indenture dated as
of December 17, 2004 (the "2035 Indenture") between the Company and Wells Fargo
Bank, National Association as Trustee. The 2035 Debentures pay interest
quarterly at a floating rate of interest of 3­month LIBOR plus 200 basis points
and mature on January 7, 2035. Payments of principal, interest, premium, and
other amounts under the 2035 Debentures are subordinated and junior in right of
payment to the prior payment in full of all senior indebtedness of the Company,
as defined in the 2035 Indenture. The 2035 Debentures became redeemable, in
whole or in part, by the Company on January 7, 2010.

The 2035 Debentures were issued and sold to Severn Capital Trust I (the
"Trust"), of which 100% of the common equity is owned by the Company. The Trust
was formed for the purpose of issuing corporation-obligated mandatorily
redeemable Capital Securities ("Capital Securities") to third-party investors
and using the proceeds from the sale of such Capital Securities to purchase the
2035 Debentures. The 2035 Debentures held by the Trust are the sole assets of
the Trust. Distributions on the Capital Securities issued by the Trust are
payable quarterly at a rate per annum equal to the interest rate being earned by
the Trust on the 2035 Debentures. The Capital Securities are subject to
mandatory redemption, in whole or in part, upon repayment of the 2035
Debentures. We have entered into an agreement which, taken collectively, fully
and unconditionally guarantees the Capital Securities subject to the terms of
the guarantee.

Under the terms of the 2035 Debentures, we are permitted to defer the payment of interest on the 2035 Debentures for up to 20 consecutive quarterly periods, provided that no event of default has occurred and is continuing. As of December 31, 2019, we were current on all interest due on the 2035 Debentures.



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Capital Resources

Total stockholders' equity increased $7.0 million to $105.5 million at December 31, 2019 compared to $98.5 million at December 31, 2018. The increase was principally a result of 2019 net income, net of common stock dividends.

Series A Preferred Stock



On November 15, 2008, the Company completed a private placement offering
consisting of a total of 70 units, at an offering price of $100,000 per unit,
for gross proceeds of $7.0 million. Each unit consisted of 6,250 shares of the
Company's Series A 8.0% Non-Cumulative Convertible Preferred Stock. On March 13,
2018, the Company notified holders of its Series A preferred stock that the
Company had exercised its option to convert all 437,500 outstanding shares of
Series A preferred stock for 437,500 shares of common stock. The Company
converted the Series A preferred stock on April 2, 2018 and as of that date, the
Series A preferred stock was no longer deemed outstanding and all rights with
respect to such stock ceased and terminated.

Capital Adequacy



The Bank is subject to various regulatory capital requirements administered by
the federal banking agencies. Failure to meet minimum capital requirements can
initiate certain mandatory and possible additional discretionary, actions by the
regulators that, if undertaken, could have a direct material effect on the
Bank's financial statements. Under capital adequacy guidelines and the
regulatory framework for prompt corrective action, the Bank must meet specific
capital guidelines that involve quantitative measures of the Bank's assets,
liabilities, and certain off-balance sheet items as calculated under regulatory
accounting practices. The Bank's capital amounts and classifications are also
subject to qualitative judgments by the regulators about components, risk
weightings, and other factors. As of both December 31, 2019 and 2018, the Bank
exceeded all capital adequacy requirements to which it is subject and met the
qualifications to be considered "well-capitalized." See details of our capital
ratios in Note 10 to the Consolidated Financial Statements.

Off-Balance Sheet Arrangements and Derivatives



We enter into off-balance sheet arrangements in the normal course of business.
These arrangements consist primarily of commitments to extend credit, lines of
credit, and letters of credit. In addition, we have certain operating lease
obligations.

Credit Commitments



Credit commitments are agreements to lend to a customer as long as there is no
violation of any condition to the contract. Loan commitments generally have
interest rates fixed at current market amounts, fixed expiration dates, and may
require payment of a fee. Lines of credit generally have variable interest
rates. Such lines do not represent future cash requirements because it is
unlikely that all customers will draw upon their lines in full at any time.
Letters of credit are commitments issued to guarantee the performance of a
customer to a third party.

Our exposure to credit loss in the event of nonperformance by the borrower is
the contract amount of the commitment. Loan commitments, lines of credit, and
letters of credit are made on the same terms, including collateral, as
outstanding loans. We are not aware of any accounting loss we would incur by
funding our commitments.

See more detailed information on credit commitments below under "Liquidity."

Derivatives



We maintain and account for derivatives, in the form of interest-rate lock
commitments ("IRLCs"), mandatory forward contracts, and best effort forward
contracts, in accordance with the Financial Accounting Standards Board ("FASB")
guidance on accounting for derivative instruments and hedging activities. We
recognize gains and losses on IRLCs, mandatory forward contracts, and best
effort forward contracts on the loan pipeline through mortgage-banking revenue
in the Consolidated Statements of Income.

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IRLCs on mortgage loans that we intend to sell in the secondary market are
considered derivatives. We are exposed to price risk from the time a mortgage
loan closes until the time the loan is sold. The period of time between issuance
of a loan commitment and closing and sale of the loan generally ranges from
14 days to 60 days. For these IRLCs, we attempt to protect the Bank from changes
in interest rates through the use of best efforts and mandatory forward
contracts.

Information pertaining to the carrying amounts of our derivative financial instruments follows as of December 31:







                                                         2019                        2018
                                               Notional      Estimated      Notional      Estimated
                                                Amount      Fair Value       Amount      Fair Value
                                                              (dollars in thousands)
Asset - IRLCs                                  $   7,645    $       179    $    3,710    $       100
Asset - mandatory forward contracts                7,645             23             -              -
Asset - best effort forward contracts             10,591             23         3,710              -
Liability - mandatory forward contracts                -              -         9,363             16




Contractual Obligations

We have certain obligations to make future payments under contract. At
December 31, 2019, the aggregate contractual obligations and commitments were:


                                                              Less than     After 1-3      After 3-5      After
                                                   Total       one Year       Years          Years       5 Years
                                                                      (dollars in thousands)
CDs                                              $ 230,401    $  126,156    $   91,588    $    12,657    $      -
Borrowings                                          35,000        25,000        10,000              -           -
Subordinated debentures                             20,619             -             -              -      20,619
Annual rental commitments under noncancelable
leases                                               3,170           357           694            547       1,572
                                                 $ 289,190    $  151,513    $  102,282    $    13,204    $ 22,191




Liquidity

Liquidity describes our ability to meet financial obligations, including lending
commitments and contingencies, which arise during the normal course of business.
Liquidity is primarily needed to meet the borrowing and deposit withdrawal
requirements of our customers, to fund our mortgage-banking operations, as well
as to meet current and planned expenditures. These cash requirements are met on
a daily basis through the inflow of deposit funds, the maintenance of short-term
overnight investments, maturities and calls in our securities portfolio, and
available lines of credit with the FHLB, which requires pledged collateral.
Fluctuations in deposit and short-term borrowing balances may be influenced by
the interest rates paid, general consumer confidence, and the overall economic
environment. There can be no assurances that deposit withdrawals and loan
fundings will not exceed all available sources of liquidity on a short-term
basis. Such a situation would have an adverse effect on our ability to originate
new loans and maintain reasonable loan and deposit interest rates, which would
negatively impact earnings.

Our principal sources of liquidity are loan repayments, maturing investments,
sales of AFS securities, deposits, borrowed funds, and proceeds from loans sold
on the secondary market. The levels of such sources are dependent on the Bank's
operating, financing, and investing activities at any given time. We consider
core deposits stable funding sources and include all deposits, except CDs of
$100,000 or more. The Bank's experience has been that a substantial portion of
CDs renew at time of maturity and remain on deposit with the Bank. CDs scheduled
to mature within one year amounted to $126.2 million at December 31, 2019.
Additionally, loan payments, maturities, deposit growth, and earnings contribute
to our flow of funds.

In addition to our ability to generate deposits, we have external sources of
funds, which may be drawn upon when desired. The primary source of external
liquidity is an available line of credit with the FHLB. Our credit availability
under the FHLB's credit availability program was $246.7 million at
December 31, 2019, of which $35.0 million was outstanding.

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The borrowing requirements of customers include commitments to extend credit and
the unused portion of lines of credit (collectively "commitments"), which
totaled $113.5 million at December 31, 2019. Historically, many of the
commitments expire without being fully drawn; therefore, the total commitment
amounts do not necessarily represent future cash requirements. As of
December 31, 2019, we had $16.9 million in unadvanced commitments for home
equity lines of credit, $701,000 outstanding in mortgage loan commitments, $79.4
million outstanding in unadvanced construction commitments, and commitments
under lines of credit for $16.5 million, which we expect to fund from the
sources of liquidity described above. Standby letters of credit amounted to $3.3
million at December 31, 2019.

Customer withdrawals are also a principal use of liquidity, but are generally
mitigated by growth in customer funding sources, such as deposits and short-term
borrowings.

In addition to the foregoing, the payment of dividends is a use of cash, but is
not expected to have a material effect on liquidity. As of December 31, 2019, we
had no material commitments for capital expenditures.

Our ability to acquire deposits or borrow could be impaired by factors that are
not specific to us, such as a severe disruption of the financial markets or
negative views and expectations about the prospects for the financial services
industry as a whole. At December 31, 2019, management considered the Company's
liquidity level to be sufficient for the purposes of meeting our cash flow
requirements. We are not aware of any undisclosed known trends, demands,
commitments, or uncertainties that are reasonably likely to result in material
changes in our liquidity.

We anticipate that our primary sources of liquidity over the next twelve months
will be from loan repayments, maturing investments, deposit growth, and borrowed
funds. We believe that these sources of liquidity will be sufficient for us to
meet our liquidity needs over the next twelve months.

Interest Rate Sensitivity



Interest rate sensitivity is an important factor in the management of the
composition and maturity configurations of our interest-earning assets and our
funding sources. The primary objective of our asset/liability management is to
ensure the steady growth of our primary earnings component, net interest income.
Our net interest income can fluctuate with significant interest rate movements.
We may attempt to structure the statement of financial condition so that
repricing opportunities exist for both assets and liabilities in roughly
equivalent amounts at approximately the same time intervals. However, imbalances
in these repricing opportunities at any point in time may be appropriate to
mitigate risks from fee income subject to interest rate risk, such as
mortgage-banking activities.

The measurement of our interest rate sensitivity, or "gap," is one of the
techniques used in asset/liability management. Interest sensitive gap is the
dollar difference between our assets and liabilities which are subject to
interest rate pricing within a given time period, including both floating-rate
or adjustable-rate instruments and instruments which are approaching maturity.
More assets repricing or maturing than liabilities over a given time period is
considered asset-sensitive and is reflected as a positive gap, and more
liabilities repricing or maturing than assets over a given time period is
considered liability-sensitive and is reflected as negative gap. An
asset-sensitive position (i.e., a positive gap) will generally enhance earnings
in a rising interest rate environment and will negatively impact earnings in a
falling interest rate environment, while a liability-sensitive position (i.e., a
negative gap) will generally enhance earnings in a falling interest rate
environment and negatively impact earnings in a rising interest rate
environment. Fluctuations in interest rates are not predictable or controllable.

Our management and our board of directors oversee the asset/liability management
function and meet periodically to monitor and manage the statement of financial
condition, control interest rate exposure, and evaluate pricing strategies. We
evaluate the asset mix of the statement of financial condition continually in
terms of several variables: yield, credit quality, funding sources, and
liquidity. Our management of the liability mix of the statement of financial
condition focuses on expanding our various funding sources and promotion of
deposit products with desirable repricing or maturity characteristics.

In theory, we can diminish interest rate risk through maintaining a nominal
level of interest rate sensitivity. In practice, this is made difficult by a
number of factors including cyclical variation in loan demand, different impacts
on our interest-

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sensitive assets and liabilities when interest rates change, and the
availability of our funding sources. Accordingly, we strive to manage the
interest rate sensitivity gap by adjusting the maturity of and establishing
rates on the interest-earning asset portfolio and certain interest-bearing
liabilities commensurate with our expectations relative to market interest
rates. Additionally, we may employ the use of off-balance sheet instruments,
such as interest rate swaps or caps, to manage our exposure to interest rate
movements. Generally, we attempt to maintain a balance between rate-sensitive
assets and liabilities that is appropriate to minimize our overall interest rate
risk, not just our net interest margin.

Our interest rate sensitivity position as of December 31, 2019 is presented in
the following table. Our assets and liabilities are scheduled based on maturity
or repricing data except for core deposits which are based on internal core
deposit analyses. These assumptions are validated periodically by management.
The difference between our rate-sensitive assets and rate-sensitive liabilities,
or the interest rate sensitivity gap, is shown at the bottom of the table. As
of December 31, 2019, we had a one-year cumulative negative gap of  $111.4
million.


                                                180 days     181 days -     One-five
                                                or less       one year        years      > 5 years       Total
                                                                     (dollars in thousands)
Interest-bearing deposits (1)                  $   95,733    $         -    $       -    $        -    $   95,733
Securities                                          6,570          3,562        7,570        21,164        38,866
Restricted stock investments                        2,431              -            -             -         2,431
LHFS                                               10,910              -            -             -        10,910
Loans                                             149,497         73,720      304,576       110,754       638,547
                                               $  265,141    $    77,282    $ 312,146    $  131,918    $  786,487

Savings                                        $   24,606    $    18,454    $  18,454    $        -    $   61,514
NOWs                                               63,564         20,048            -             -        83,612
Money market                                      137,228         18,138        7,255             -       162,621
CDs                                                60,800         65,356      104,245             -       230,401
Borrowings                                              -         25,000       10,000             -        35,000
Subordinated debentures                            20,619              -            -             -        20,619
                                               $  306,817    $   146,996    $ 139,954    $        -    $  593,767

Period                                         $ (41,676)    $  (69,714)    $ 172,192    $  131,918
% of Assets                                        (5.04) %       (8.43) %      20.82 %       15.95 %
Cumulative                                     $ (41,676)    $ (111,390)    $  60,802    $  192,720
% of Assets                                        (5.04) %      (13.47) %       7.35 %       23.30 %
Cumulative assets to liabilities                    86.42 %        75.45 %  

110.24 % 132.46 %

--------------------------------------------------------------------------------

(1) Includes CDs held for investment




While we monitor interest rate sensitivity gap reports, we primarily test our
interest rate sensitivity through the deployment of simulation analysis. We use
earnings simulation models to estimate what effect specific interest rate
changes would have on our net interest income. Simulation analysis provides us
with a more rigorous and dynamic measure of interest sensitivity. Changes in
prepayments have been included where changes in behavior patterns are assumed to
be significant to the simulation, particularly mortgage-related assets. Call
features on certain securities and borrowings are based on their call
probability in view of the projected rate change, and pricing features such as
interest rate floors are incorporated. We attempt to structure our asset and
liability management strategies to mitigate the impact on net interest income by
changes in market interest rates. However, there can be no assurance that we
will be able to manage interest rate risk so as to avoid significant adverse
effects on net interest income. We use the PROFITstar® model to monitor our
exposure to interest rate risk, which calculates changes in the economic value
of equity ("EVE").

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At December 31, 2019, the simulation model provided the following interest-rate risk profile (changes in the EVE):




                Change in Rates     Amount      $ Change     % Change
                               (dollars in thousands
                           +400 bp $ 145,951     $    648       0.45 %
                           +300 bp   149,554        4,251       2.93 %
                           +200 bp   152,214        6,911       4.76 %
                           +100 bp   151,187        5,884       4.05 %
                              0 bp   145,303
                          (100) bp   128,886     (16,417)    (11.30) %
                          (200) bp   101,144     (44,159)    (30.39) %




The preceding income simulation analysis does not represent a forecast of actual
results and should not be relied upon as being indicative of expected operating
results. These hypothetical estimates are based upon numerous assumptions, which
are subject to change, including: the nature and timing of interest rate levels
including the yield curve shape, prepayments on loans and securities, deposit
decay rates, pricing decisions on loans and deposits, reinvestment/replacement
of asset and liability cash flows, and others. Also, as market conditions vary,
prepayment/refinancing levels, the varying impact of interest rate changes on
caps and floors embedded in adjustable-rate loans, early withdrawal of deposits,
changes in product preferences, and other internal/external variables will
likely deviate from those assumed.

Inflation



The consolidated financial statements and related consolidated financial data
presented herein have been prepared in accordance with GAAP and practices within
the banking industry which require the measurement of financial condition and
operating results in terms of historical dollars, without considering the
changes in the relative purchasing power of money over time due to inflation. As
a financial institution, virtually all of our assets and liabilities are
monetary in nature and interest rates have a more significant impact on our
performance than the effects of general levels of inflation. A prolonged period
of inflation could cause interest rates, wages, and other costs to increase and
could adversely affect our results of operations unless mitigated by increases
in our revenues correspondingly. However, we believe that the impact of
inflation on our operations was not material for 2019 or 2018.

Subsequent Event

On February 25, 2020, the Company's Board of Directors declared a $0.04 per share dividend to stockholders of record on March 6, 2020, payable on March 17, 2020.

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