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LCNB CORP

For the period ended Mar 31, 2025. Filed May 7, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed May 7, 2025

LCNB$19.78+1.0%Stored close · as of Nov 9, 2026

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NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

(Unaudited)

NOTE1 - BASIS OF PRESENTATION

BASIS OF PRESENTATION

The accompanying unaudited interim consolidated condensed financial statements include LCNB Corp. and its wholly-owned subsidiaries: LCNB National Bank and LCNB Risk Management, Inc., its captive insurance company. All material intercompany transactions and balances are eliminated in consolidation.

The unaudited interim consolidated condensed financial statements have been prepared in accordance with U.S. GAAP for interim financial information and the rules and regulations of the SEC. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to those rules and regulations. In the opinion of management, the unaudited interim consolidated financial statements include all adjustments (consisting of normal, recurring accruals) considered necessary for a fair presentation of the Company's financial position, results of consolidated operations, and cash flows for the interim periods, as required by Regulation S-X, Rule10-01.

The consolidated condensed balance sheet as of* December 31, 2024* has been derived from the audited consolidated balance sheet as of that date.

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Results of operations for thethree months ended* March 31, 2025* arenot necessarily indicative of the results to be expected for the full year ending* December**31,* 2025. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements, accounting policies, and financial notes thereto included in LCNB's2024 Annual Report on Form10-K filed with the SEC.

Certain prior period amounts have been reclassified to conform to the current year presentation. Specifically, prior period cash flows previously presented as a change in other liabilities have been reclassified to funding of tax credit investments to align with the current year's reporting. These reclassifications donot impact the reported results of operations.

ADOPTION OF NEW ACCOUNTING PRONOUNCEMENTS

ASU2023*-09 “Income Taxes (Topic740): Improvements to Income Tax Disclosures.” *

ASUNo. 2023-09 was issued in* December 2023and became effective for LCNB on January 1, 2025.The amendments require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation, and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than5* percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate). The amendments require that all entities disclose on an annual basis the following information about income taxes paid: (1) the amount of income taxes paid (net of refunds received) disaggregated by federal (national), state, and foreign taxes; and (2) the amount of income taxes paid (net of refunds received) disaggregated by individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than5 percent of total income taxes paid (net of refunds received). The amendments also require that all entities disclose the following information: (1) income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign; and (2) income tax expense (or benefit) from continuing operations disaggregated by federal (national), state, and foreign. Adoption of ASUNo. 2023-09 didnot have a material impact to the financial statements of the Company.

ASU2024*-01 “Compensation - Stock Compensation (Topic718) - Scope Application of Profits Interest and Similar Awards,” *

ASUNo. 2024-01 was issued in* March 2024and became effective for LCNB on January 1, 2025.It clarifies how an entity determines whether a profits interest or similar award is within the scope of Topic718* or isnot a share-based payment arrangement and, therefore, is within the scope of other guidance. ASU2024-01 provides an illustrative example with multiple fact patterns and also amends certain language in the “Scope” and “Scope Exceptions” sections of Topic718 to improve its clarity and operability without changing the guidance. Entities can apply the amendments either retrospectively to all prior periods presented in the financial statements or prospectively to profits interest and similar awards granted or modified on or after the date of adoption. If prospective application is elected, an entity must disclose the nature of and reason for the change in accounting principle. Adoption of ASUNo. 2024-01 didnot have a material impact to the financial statements of the Company.

RECENT ACCOUNTING PRONOUNCEMENTSNOT YET EFFECTIVE

From time to time the FASB issues an ASU to communicate changes to U.S. GAAP. As of* March 31, 2025,there areno* newly issued butnot yet effective ASUs that could have an effect on LCNB’s financial position or results of consolidated operations.

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NOTE2 - BUSINESS COMBINATIONS

Eagle Financial Bancorp, Inc.

On* April 12, 2024,*LCNB acquired Eagle Financial Bancorp, Inc. (“EFBI”), the holding company for EAGLE.bank, an Ohio state-chartered bank. Under the terms of the definitive merger agreement, EFBI merged with and into LCNB Corp., immediately followed by the merger of EAGLE.bank with and into LCNB National Bank. EAGLE.bank operated three full-service banking offices in Cincinnati, Ohio, which became offices of LCNB after the merger. This transaction increased LCNB’s presence in the Cincinnati market.

Subject to the terms of the merger agreement, EFBI shareholders had the opportunity to elect to receive either 1.1401 shares of LCNB Corp. stock, $19.10 per share in cash for each share of EFBI common stock owned, or a combination thereof subject to at least 60%, butnot more than 70%, of the shares of EFBI being exchanged for LCNB common stock. The fair value of the common stock issued as part of the consideration was determined on the basis of the closing price of LCNB's common stock on the acquisition date.

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NOTE2 - BUSINESS COMBINATIONS (continued)

The following table summarizes the fair value of the total consideration transferred as a part of the EFBI acquisition and the fair value of identifiable assets acquired and liabilities assumed as originally reported at* June 30, 2024and as adjusted at March 31, 2025* (in thousands).No adjustments to goodwill were recorded in thefirst quarter of2025.

June 30, 2024AdjustmentsMarch 31, 2025
Consideration:
Cash consideration$10,256(83)10,173
Common stock (868,001 shares issued at $14.04 per share)12,891(704)12,187
Fair value of total consideration transferred23,147(787)22,360
Identifiable Assets Acquired:
Cash and cash equivalents8,029—8,029
Debt securities, available-for-sale698—698
Federal Home Loan Bank stock4,334—4,334
Loans, net127,700—127,700
Premises and equipment3,427—3,427
Operating lease right-of-use assets48—48
Core deposit and other intangibles3,760—3,760
Bank owned life insurance3,004—3,004
Deferred income taxes1,8132,4534,266
Other assets2,5904823,072
Total identifiable assets acquired155,4032,935158,338
Liabilities Assumed:
Deposits132,435—132,435
Short-term borrowings13,000—13,000
Operating lease liabilities48—48
Other liabilities773(1)772
Total liabilities assumed146,256(1)146,255
Total Identifiable Net Assets Acquired9,1472,93612,083
Goodwill Resulting From Merger$14,000(3,723)10,277

The fair value and gross contractual amounts of non-PCD loans as of the acquisition date was $101.7 million and $112.5 million, respectively. LCNB recorded a provision for credit losses on these loans of $763 thousand during thesecond quarter of2024.

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NOTE2 - BUSINESS COMBINATIONS (continued)

As permitted by ASCNo. 805-10-25, Business Combinations, the above estimated amounts* maybe adjusted up toone* year after the closing date of the transaction to reflect any new information obtained about facts and circumstances existing at the acquisition date. While the Company believes that the information available on the merger date provided a reasonable basis for estimating fair value, additional information and evidence* maybe provided which will be utilized to finalize all valuations and record final adjustments during theone* year subsequent measurement period. These adjustments* may*include: (i) changes in deferred tax assets or liabilities related to fair value estimates and changes in the expected realization of items considered to be net operating loss carryforwards due to tax calculations still in process, and (ii) changes in goodwill as a result of the net effect of any adjustments. As such, any changes in the estimated fair value of assets will be recognized in the period the adjustment is identified.

The consideration adjustments are associated with the unearned portion of EAGLE.bank's employee stock ownership plan. The other assets, other liabilities and resulting deferred tax adjustments in the table above were related to the updated fair value adjustments.

The amount of goodwill recorded reflects LCNB's expansion in the Cincinnati market and related synergies that are expected to result from the acquisition and represents the excess purchase price over the estimated fair value of the net assets acquired. The goodwill willnot be amortizable on LCNB's financial records and willnot be deductible for tax purposes. Total goodwill will be subject to an annual test for impairment and the amount impaired, if any, will be charged to expense at the time of impairment.

Direct expenses related to the EFBI acquisition totaled $298 thousand during thethree months ended* March 31, 2024*. They were expensed as incurred and are recorded as merger-related expenses in the consolidated statements of income. There wereno direct expenses related to the EFBI acquisition in2025.

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NOTE3 - INVESTMENT SECURITIES

The amortized cost and estimated fair value of debt securities at* March 31, 2025* and* December 31, 2024* are summarized as follows (in thousands):

Amortized CostUnrealized GainsUnrealized LossesFair Value
Debt Securities, Available-for-Sale:
U.S. Treasury notes$67,674—3,75063,924
U.S. Agency notes83,384—5,00078,384
Corporate bonds8,200154227,793
U.S. Agency mortgage-backed securities75,46737,62067,850
Municipal securities:
Non-taxable4,239—2433,996
Taxable36,585—2,64133,944
$275,5491819,676255,891
Debt Securities, Held-to-Maturity:
Municipal securities:
Non-taxable$14,456—1,05913,397
Taxable3,129—3242,805
$17,585—1,38316,202
Debt Securities, Available-for-Sale:
U.S. Treasury notes$70,934—4,75466,180
U.S. Agency notes83,770—6,25377,517
Corporate Bonds8,20054497,756
U.S. Agency mortgage-backed securities78,86939,32669,546
Municipal securities:
Non-taxable4,248—2663,982
Taxable36,599—3,25333,346
$282,620824,301258,327
Debt Securities, Held-to-Maturity:
Municipal securities:
Non-taxable$13,195—92212,273
Taxable3,129—4742,655
$16,324—1,39614,928

The amortized cost of debt securities in the above table excludes accrued interest of $1.1 million and $993 thousand at* March 31, 2025and December 31, 2024,*respectively, that is recorded inother assets on the consolidated condensed balance sheets.

Expected credit losses on debt securities were $5 thousand at* March 31, 2025* and* December 31, 2024*.

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Information concerning debt securities with gross unrealized losses at* March 31, 2025* and* December 31, 2024*, aggregated by length of time that individual securities have been in a continuous loss position, is as follows (in thousands):

Less than Twelve MonthsTwelve Months or Greater
Fair ValueUnrealized LossesFair ValueUnrealized Losses
Available-for-Sale:
U.S. Treasury notes$——63,9243,750
U.S. Agency notes4,1103474,2744,966
Corporate bonds——6,278422
U.S. Agency mortgage-backed securities5,8051861,7997,602
Municipal securities:
Non-taxable——3,995243
Taxable——33,8842,641
$9,91552244,15419,624
Held-to-Maturity:
Municipal securities:
Non-taxable$3,619589,3701,001
Taxable——2,805324
$3,6195812,1751,325
Available-for-Sale:
U.S. Treasury notes$3,232—62,9484,754
U.S. Agency notes3,99113773,5266,116
Corporate Bonds74376,258442
U.S. Agency mortgage-backed securities5,80618063,5399,146
Municipal securities:
Non-taxable——3,982266
Taxable——33,2863,253
$13,772324243,53923,977
Held-to-Maturity:
Municipal securities:
Non-taxable$2,283179,578905
Taxable——2,655474
$2,2831712,2331,379

At* March 31, 2025*, LCNB’s securities portfolio consisted of 159 securities,153 of which were in an unrealized loss position. At* December 31, 2024*, LCNB's securities portfolio consisted of 161 securities,157 of which were in an unrealized loss position.

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Each quarter, LCNB performs an analysis to determine if any of the unrealized losses on available-for-sale debt securities are comprised of credit losses as compared to unrealized losses due to market interest rate adjustments. The assessment includes a review of the unrealized loss for each security issuance held; the financial condition and near-term prospects of the issuer, including external credit ratings and recent downgrades; and LCNB's ability and intent to hold the security for a period of time sufficient for a recovery in value. LCNB also considers the extent to which the securities are issued by the federal government or its agencies and any guarantee of issued amounts by those agencies. The portfolio continues to consist of a mix of fixed and floating-rate, high quality securities, largely rated AA (or better), displaying an overall effective duration of approximately 3.2 years.No credit losses were determined to be present as of* March 31, 2025*, as there wasno credit quality deterioration noted. Therefore,no provision for credit losses on available-for-sale debt securities was recognized for thefirst quarter of2025.

Debt securities with a market value of $135.7 million and $116.2 million at* March 31, 2025* and* December 31, 2024*, respectively, were pledged to secure public deposits and for other purposes required or as permitted by law.

Excluding holdings in U.S. Treasury securities and U.S. Government Agencies, there wereno investments in securities of any issuer that exceeded10% of LCNB's consolidated shareholders' equity at* March 31, 2025*.

Contractual maturities of debt securities at* March 31, 2025* were as follows (in thousands). Actual maturities* may*differ from contractual maturities when issuers have the right to call or prepay obligations.

Available-for-SaleHeld-to-Maturity
Amortized CostFair ValueAmortized CostFair Value
Due within one year$26,72226,2786463
Due from one to five years144,868135,199991966
Due from five to ten years28,49326,5649,5238,828
Due after ten years——7,0076,345
200,083188,04117,58516,202
U.S. Agency mortgage-backed securities75,46667,850——
$275,549255,89117,58516,202

Certain information concerning the sale of debt securities available-for-sale for thethree months ended* March 31, 2025and2024* was as follows (in thousands):

Three Months Ended
March 31,
20252024
Proceeds from sales$—9,615
Gross realized gains——
Gross realized losses—214

Realized gains or losses from the sale of securities are computed using the specific identification method.

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Equity securities with a readily determinable fair value are carried at fair value, with changes in fair value recognized in other operating income in the consolidated condensed statements of income. Equity securities without a readily determinable fair value are measured at cost minus impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions, as defined, for identical or similar investments of the same issuer. LCNB wasnot aware of any impairment or observable price change adjustments that needed to be made at* March 31, 2025* on its investments in equity securities without a readily determinable fair value.

The amortized cost and estimated fair value of equity securities with a readily determinable fair value at* March 31, 2025* and* December 31, 2024* are summarized as follows (in thousands):

March 31, 2025December 31, 2024
AmortizedFairAmortizedFair
CostValueCostValue
Mutual Funds$1,4611,2931,4511,265
Equity Securities10941098
Total equity securities with a readily determinable fair value$1,4711,3871,4611,363

Certain information concerning changes in the fair value of equity securities with a readily determinable fair value for thethree months ended* March 31, 2025and2024* were as follows (in thousands):

Three Months Ended
March 31,
20252024
Net gains (losses) recognized during the period on equity securities$14(10)
Less net gains (losses) recognized during the period on equity securities sold during the period——
Net unrealized gains (losses) recognized during the reporting period on equity securities still held at period end$14(10)

LCNB is a member of the FHLB system and its regional FRB. Members are required to own a certain amount of stock based on predetermined formulas. FHLB and FRB stock are carried at cost, which is equal to par value, and periodically evaluated for impairment based on ultimate recovery of par value.

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NOTE4 - LOANS

Major classifications of loans at* March 31, 2025* and* December 31, 2024* were as follows (in thousands):

March 31, 2025December 31, 2024
Commercial & industrial$112,689118,611
Commercial, secured by real estate:
Owner occupied217,052210,327
Non-owner occupied505,518508,531
Farmland37,05737,860
Multi-family265,334264,260
Construction83,39991,154
Residential real estate:
Secured by senior liens on 1-4 family dwellings397,209392,513
Secured by junior liens on 1-4 family dwellings21,48121,522
Home equity line-of-credit loans45,49443,064
Consumer19,05420,498
Agricultural13,21013,293
Other loans, including deposit overdrafts133179
Loans, gross1,717,6301,721,812
Less allowance for credit losses12,12412,001
Loans, net$1,705,5061,709,811

Loans in the above table are shown net of deferred origination fees and costs. Deferred origination fees, net of related costs, were $929 thousand and $796 thousand at* March 31, 2025* and* December 31, 2024*, respectively. Accrued interest receivable of $7.9 million and $7.7 million are excluded from the balances above as of* March 31, 2025* and* December 31, 2024*, respectively, and are recorded inother assets in the consolidated condensed balance sheets.

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Non-accrual loans by class of receivable as of* March 31, 2025* and* December 31, 2024* were as follows (in thousands):

March 31, 2025 · December 31, 2024
Non-accrualNon-accrual
Loans with noTotalLoans with noTotal
Allowance forNon-accrualAllowance forNon-accrual
Credit LossesLoansCredit LossesLoans
Commercial & industrial$—1,379—1,375
Commercial, secured by real estate:
Owner occupied————
Non-owner occupied—2,687—2,642
Farmland16161616
Multi-family————
Construction————
Residential real estate:
Secured by senior liens on 1-4 family dwellings7160173467
Secured by junior liens on 1-4 family dwellings————
Home equity line-of-credit loans————
Consumer27272828
Agricultural————
Total$1144,7101174,528

Interest income recognized on nonaccrual loans totaled approximately $1 thousand and $116 thousand during thethree months ended* March 31, 2025* and2024, respectively. Accrued interest reversed and charged against interest income for these loans totaled approximately $9 thousand and $27 thousand during thethree months ended* March 31, 2025* and2024, respectively.

The ratio of non-accrual loans to total loans outstanding at* March 31, 2025* and* December 31, 2024* was 0.27% and 0.26%, respectively.

ALLOWANCE FOR CREDIT LOSSES

The ACL is an estimate of the expected credit losses on financial assets measured at amortized cost, which is measured using relevant information about past events, including historical credit loss experience on financial assets with similar risk characteristics, current conditions, and reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets. A provision for credit losses is charged to operations based on management’s periodic evaluation of these and other pertinent factors.

QUANTITATIVE CONSIDERATIONS

The ACL is primarily calculated utilizing a DCF model. Key inputs and assumptions used in this model are discussed below:

•Forecast model - For each portfolio segment, an LDA was performed in order to identify appropriate loss drivers and create a regression model for use in forecasting cash flows. The LDA utilized peer FFIEC Call Report data for all pools and was last updated for the September 30, 2024 ACL calculation based on relevant information available at March 31, 2024.

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•Probability of default – PD is the probability that an asset will be in default within a given time frame. The Company has defined default as when a charge-off has occurred, a loan goes to non-accrual status, or a loan is greater than 90 days past due. The forecast model is utilized to estimate PDs.
•Loss given default – LGD is the percentage of the asset not expected to be collected due to default. The LGD is derived from company specific and peer loss data.
•Prepayments and curtailments – Prepayments and curtailments are calculated based on the Company’s own data. This analysis is updated when materially relevant.
•Forecast and reversion – The Company, as of December 31, 2024, utilized a four-quarter reasonable and supportable forecast period with a six-quarter straight line reversion to the long-term historical average. As of March 31, 2025, the Company continues to utilize a four-quarter reasonable and supportable forecast period with a six-quarter straight line reversion to the long-term historical average.
•Economic forecast – The Company utilizes a third party to provide economic forecasts under various scenarios, which are assessed against economic indicators and management’s observations in the market. As of March 31, 2025, the Company selected a forecast which forecasts unemployment between 4.66% and 5.57%, the change in Coincident Economic Activity between 0.43% and 1.18%, the change in Commercial Real Estate Price Indexes between -8.90% and -2.30%, and the change in the Home Price Index between -1.54% and 3.08% during the forecast periods. Management believes that the resulting quantitative reserve appropriately balances economic indicators with identified risks. As of December 31, 2024, the Company selected a forecast which forecasts unemployment between 4.75% and 5.48%, the change in Coincident Economic Activity between -0.21% and 0.80%, the change in Commercial Real Estate Price Indexes between -6.95% and -2.07%, and the change in the Home Price Index between -2.51% and 2.91% during the forecast periods. The historical averages for LCNB’s economic indicators are unemployment – 5.73%, change in Coincident Economic Activity – 1.94%, change in Commercial Real Estate Price Indexes – 4.65%, and change in Home Price Index – 2.78%.

QUALITATIVE CONSIDERATIONS

In addition to the quantitative model, management considers the need for qualitative adjustment for risksnot considered in the DCF. Factors that are considered by management in determining loan collectability and the appropriate level of the ACL are listed below:

•Actual and expected changes in international, national, regional, and local economic and business conditions and developments in which the Company operates that affect the collectability of financial assets;
•The effect of other external factors such as the regulatory, legal and technological environments, competition, and events such as natural disasters or pandemics;
•Model risk including statistical risk, reversion risk, timing risk, and model limitation risk;
•Changes in the nature and volume of the portfolio and terms of loans; and
•Lending policies and procedures, including changes in underwriting standards and practices for collections, write-offs, and recoveries.

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The following table presents activity in the allowance for credit losses by portfolio segment for thethree months ended* March 31, 2025and2024* (in thousands):

Commercial,
Commercial · Secured by · Residential
& IndustrialReal EstateReal EstateConsumerAgriculturalOtherTotal
Three Months Ended March 31, 2025
Balance, beginning of period$1,5736,5373,634220241312,001
Provision for (recovery of) credit losses(266)293911(4)47162
Losses charged off—————(53)(53)
Recoveries——4——1014
Balance, end of period$1,3076,8303,729221201712,124
Ratio of net charge-offs to average loans—%—%(0.00)%—%—%111.79%0.01%
Commercial,
Commercial · Secured by · Residential
& IndustrialReal EstateReal EstateConsumerAgriculturalOtherTotal
Three Months Ended March 31, 2024
Balance, beginning of period$1,0395,4143,81623818—10,525
Provision for (recovery of) credit losses(72)1,072(964)(11)—5277
Losses charged off———(3)—(75)(78)
Recoveries———8—2533
Balance, end of period$9676,4862,85223218210,557
Ratio of net charge-offs to average loans—%—%—%(0.08)%—%259.48%0.01%

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The ratio of the allowance for credit losses for loans to total loans at* March 31, 2025* and* December 31, 2024* was 0.71% and 0.70%, respectively.

For collateral dependent loans where management has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and repayment of the loan is to be provided substantially through the operation or sale of the collateral, the allowance for credit losses is measured based on the difference between the fair value of the collateral, less costs to sell, and the amortized cost basis of the loan as of the measurement date.

The following table presents the carrying value and related allowance of collateral dependent individually evaluated loans by class segment at the dates indicated (in thousands):

March 31, 2025December 31, 2024
AmortizedRelatedAmortizedRelated
Cost BasisAllowanceCost BasisAllowance
Commercial & industrial$————
Commercial, secured by real estate:
Owner occupied44—48—
Non-owner occupied2,6871,2692,6421,201
Farmland16—16—
Multi-family————
Construction————
Residential real estate:
Secured by senior liens on 1-4 family dwellings7096352750
Secured by junior liens on 1-4 family dwellings————
Home equity line-of-credit loans76—75—
Consumer————
Agricultural————
Other loans, including deposit overdrafts————
Total$3,5321,3323,3081,251

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The risk characteristics of LCNB's material loan portfolio segments were as follows:

Commercial & Industrial Loans. LCNB’s commercial & industrial loan portfolio consists of loans for a variety of purposes, including, for example, loans to fund working capital requirements (such as inventory and receivables financing) and purchases of machinery and equipment. LCNB offers a variety of commercial & industrial loan arrangements, including term loans, balloon loans, and lines of credit. Commercial & industrial loans can have a fixed or variable rate, with maturities ranging fromone toten years. Commercial & industrial loans are offered to businesses and professionals for short and medium terms on both a collateralized and uncollateralized basis. Commercial & industrial loans typically are underwritten on the basis of the borrower’s ability to make repayment from the cash flow of the business. Collateral, when obtained,* may*include liens on furniture, fixtures, equipment, inventory, receivables, or other assets. As a result, such loans involve complexities, variables, and risks that require thorough underwriting and more robust servicing than other types of loans.

Commercial, Secured by Real Estate Loans. Commercial real estate loans include loans secured by a variety of commercial, retail and office buildings, religious facilities, hotels, multifamily (more thanfour-family) residential properties, construction and land development loans, and other land loans. Mortgage loans secured by owner-occupied agricultural property are included in this category. Commercial real estate loan products generally amortize over five totwenty-five years and are payable in monthly principal and interest installments. Some have balloon payments due withinone toten years after the origination date. The majority have adjustable interest rates with adjustment periods ranging fromone toten years, some of which are subject to established “floor” interest rates.

Commercial real estate loans are underwritten based on the ability of the property, in the case of income-producing property, or the borrower’s business to generate sufficient cash flow to amortize the debt. Secondary emphasis is placed upon global debt service, collateral value, financial strength and liquidity of any and all guarantors, and other factors. Commercial real estate loans are generally originated with a 75% to 85% maximum loan to appraised value ratio, depending upon borrower occupancy rates.

Residential Real Estate Loans. Residential real estate loans include loans secured byfirst orsecond mortgage liens onone tofour-family residential properties. Home equity lines of credit are also included in this category. First andsecond mortgage loans are generally amortized over five tothirty years with monthly principal and interest payments. Home equity lines of credit generally have afive year or less draw period with interest only payments followed by a repayment period with monthly payments based on the amount outstanding. LCNB offers both fixed and adjustable-rate mortgage loans. Adjustable-rate loans are available with adjustment periods ranging betweenone tofifteen years and adjust according to an established index plus a margin, subject to certain floor and ceiling rates. A substantial majority of home equity lines of credit have a variable rate of interest based on the Wall Street Journal prime rate plus a margin.

Residential real estate loans are underwritten primarily based on the borrower’s ability to repay, prior credit history, and the value of the collateral. LCNB generally requires private mortgage insurance forfirst mortgage loans that have a loan to appraised value ratio of greater than 80% or* mayrequire other credit enhancements forsecond* lien mortgage loans.

Consumer Loans. LCNB’s portfolio of consumer loans generally includes secured and unsecured loans to individuals for household, family and other personal expenditures. Secured loans include loans to fund the purchase of automobiles, recreational vehicles, boats, and similar acquisitions. Consumer loans made by LCNB generally have fixed rates and terms ranging up to 72 months, depending upon the nature of the collateral, size of the loan, and other relevant factors. Consumer loans generally have higher interest rates but pose additional risks of collectability and loss when compared to certain other types of loans. Collateral, if present, is generally subject to damage, wear, and depreciation. The borrower’s ability to repay is of primary importance in the underwriting of consumer loans.

Agricultural Loans. LCNB’s portfolio of agricultural loans includes loans for financing agricultural production and for financing the purchase of equipment used in the production of agricultural products. LCNB’s agricultural loans are generally secured by farm machinery, livestock, crops, vehicles, or other agricultural-related collateral.

Other Loans, Including Deposit Overdrafts. Other loans* mayinclude loans that donot* fit in any of the other categories, but it is primarily composed of overdrafts from transaction deposit accounts. Overdraft payments are recorded as a recovery and overdrafts are generally written off after34 days with a negative balance.

21

LCNB’s management monitors the credit quality of its loans on an ongoing basis. This monitoring includes annual reviews for loans with a principal balance greater than*$1* million and bi-annual reviews for loans with a principal balance of more than*$500* thousand through*$1* million. LCNB also has a loan grade monitoring system in place to track and report loan grades and classifications, enabling the identification and management of non-performing loans. ​ Major factors used in determining loan grades vary based on the nature of the loan, but commonly include factors such as debt service coverage, internal cash flow, liquidity, leverage, operating performance, debt burden, FICO scores, occupancy, interest rate sensitivity, and expense burden. ​Commercial real estate loans rated OAEM or worse are reviewed at least quarterly for credit deterioration.

A loan is assigned to a risk category based on relevant information about the ability of the borrower to service the debt including, butnot limited to, current financial information, historical payment experience, credit documentation, public information, and current economic trends. The categories used are:

•Pass – loans categorized in this category are higher quality loans that do not fit any of the other categories described below.
•Other Assets Especially Mentioned ("OAEM") – loans in this category are currently protected but are potentially weak. These loans constitute a risk but not to the point of justifying a classification of substandard. The credit risk may be relatively minor yet constitute an undue risk in light of the circumstances surrounding a specific asset.
•Substandard – loans in this category are inadequately protected by the current sound net worth and paying capacity of the obligor or of the collateral pledged, if any. Assets so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the possibility that LCNB will sustain some loss if the deficiencies are not corrected.
•Doubtful – loans classified in this category have all the weaknesses inherent in loans classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.

LCNB generally performs a classification of assets review, including the regulatory classification of assets, on an ongoing basis. The results of the classification of assets review are validated annually by an independentthird-party loan review firm. In the event of a difference in rating or classification between those assigned by the internal and external resources, the Company will utilize the more critical or conservative rating or classification. Loans with regulatory classifications are presented monthly to the Board of Directors.

22

The following table presents the amortized cost basis of loans by vintage and credit quality indicators at* March 31, 2025* and* December 31, 2024* (in thousands):

Term Loans by Origination Year
Revolving · Revolving
Loans · Loans
Amortized · Converted
20252024202320222021PriorCost Basisto TermTotal
March 31, 2025
Commercial & industrial
Pass$1,20015,99310,80727,52522,14411,59716,467—105,733
OAEM102—791,216—1,304499—3,200
Substandard83——1,789——428772,377
Doubtful—1,379——————1,379
Total1,38517,37210,88630,53022,14412,90117,39477112,689
Gross charge-offs (1)—————————
Commercial, secured by real estate
Pass3,70350,179114,807199,409155,357420,652138,600—1,082,707
OAEM———3,7164,3597,009——15,084
Substandard———7,329—3,065—17510,569
Doubtful—————————
Total3,70350,179114,807210,454159,716430,726138,6001751,108,360
Gross charge-offs (1)—————————
Residential real estate
Pass6,87733,64458,87880,22585,001150,59343,740—458,958
OAEM————1981,211——1,409
Substandard——530—2873,000——3,817
Doubtful—————————
Total6,87733,64459,40880,22585,486154,80443,740—464,184
Gross charge-offs (1)—————————
Consumer
Pass1,5885,6244,4613,1532,3411,78059—19,006
OAEM—————————
Substandard———38—10——48
Doubtful—————————
Total1,5885,6244,4613,1912,3411,79059—19,054
Gross charge-offs (1)—————————
Agricultural
Pass512831,35434214629710,737—13,210
OAEM—————————
Substandard—————————
Doubtful—————————
Total512831,35434214629710,737—13,210
Gross charge-offs (1)—————————
Other
Pass——————133—133
OAEM—————————
Substandard—————————
Doubtful—————————
Total——————133—133
Gross charge-offs (1)——————53—53
Total loans$13,604107,102190,916324,742269,833600,518210,6632521,717,630

(1) - for the three months ended March 31, 2025.

23

Term Loans by Origination Year
Revolving · Revolving
Loans · Loans
Amortized · Converted
20242023202220212020PriorCost Basisto TermTotal
December 31, 2024
Commercial & industrial
Pass$17,84411,91431,28724,2016,9306,50714,836—113,519
OAEM————1,416———1,416
Substandard——1,789—81—431—2,301
Doubtful1,375———————1,375
Total19,21911,91433,07624,2018,4276,50715,267—118,611
Gross charge-offs (2)——58822————610
Commercial, secured by real estate
Pass43,461111,706185,003160,12699,709337,270155,686—1,092,961
OAEM——3,7551,4961753,640——9,066
Substandard——7,399——2,706——10,105
Doubtful—————————
Total43,461111,706196,157161,62299,884343,616155,686—1,112,132
Gross charge-offs (2)—————————
Residential real estate
Pass33,89860,23273,98486,71252,241104,25441,482—452,803
OAEM—————207——207
Substandard—394—2894802,91214—4,089
Doubtful—————————
Total33,89860,62673,98487,00152,721107,37341,496—457,099
Gross charge-offs (2)—————————
Consumer
Pass6,5535,0533,5982,7921,90049166—20,453
OAEM—————————
Substandard——41——4——45
Doubtful—————————
Total6,5535,0533,6392,7921,90049566—20,498
Gross charge-offs (2)—1393————43
Agricultural
Pass2891,4583781493092910,681—13,293
OAEM—————————
Substandard—————————
Doubtful—————————
Total2891,4583781493092910,681—13,293
Gross charge-offs (2)————57———57
Other
Pass——————179—179
OAEM—————————
Substandard—————————
Doubtful—————————
Total——————179—179
Gross charge-offs (2)——————193—193
Total loans$103,420190,757307,234275,765163,241458,020223,375—1,721,812

(2) - for the year ended December 31, 2024.

24

A loan portfolio aging analysis by class segment at* March 31, 2025* and* December 31, 2024* is as follows (in thousands):

90 Days
90 Days · or More
30-59 Days · 60-89 Days · or More · Total · Total Loans · Past Due
Past DuePast DuePast DuePast DueCurrentReceivableand Accruing
Commercial & industrial$114——114112,575112,689—
Commercial, secured by real estate:—————
Owner occupied————217,052217,052—
Non-owner occupied187—2,6872,874502,644505,518—
Farmland————37,05737,057—
Multi-family————265,334265,334—
Construction————83,39983,399—
Residential real estate:—————
Secured by senior liens on 1-4 family dwellings9122691101,291395,918397,209102
Secured by junior liens on 1-4 family dwellings————21,48121,481—
Home equity line-of-credit loans49107613545,35945,49476
Consumer413307418,98019,0543
Agricultural————13,21013,210—
Other133——133—133—
Total$1,4362822,9034,6211,713,0091,717,630181
Commercial & industrial$666——666117,945118,611—
Commercial, secured by real estate:
Owner occupied————210,327210,327—
Non-owner occupied——2,6422,642505,889508,531—
Farms460——46037,40037,860—
Multi-family————264,260264,260—
Construction————91,15491,154—
Residential real estate
Secured by senior liens on 1-4 family dwellings1,9482492372,434390,079392,51357
Secured by junior liens on 1-4 family dwellings—8—821,51421,522—
Home equity line-of-credit loans72—3310542,95943,06433
Consumer10—283820,46020,498—
Agricultural————13,29313,293—
Other179——179—179—
Total$3,3352572,9406,5321,715,2801,721,81290

Residential consumer mortgage loans secured by residential real estate in the process of foreclosure totaled $60 thousand and $33 thousand at* March 31, 2025* and* December 31, 2024*, respectively.

25

From time to time, the terms of certain loans are modified when concessions are granted to borrowers experiencing financial difficulties. Each modification is separately negotiated with the borrower and includes terms and conditions that reflect the borrower's ability to pay the debt as modified. The modification of the terms of such loans* may*have included one, or a combination of, the following: an interest rate reduction, term extension, forgiveness of principal, or an other-than-insignificant payment delay.

Excluding individually evaluated collateral dependent loans that are measured at fair value, the following tables present the amortized cost basis of loans modified during the reporting period for borrowers who were experiencing financial difficulty at the time of modification, disaggregated by class of financing receivable and type of concession granted (in thousands), as of* March 31, 2024and2025:*

Interest Rate ReductionExtended MaturityPrincipal ForgivenessPayment DelayCombination - Interest Rate Reduction and Extended MaturityCombination - Interest Rate Reduction and Payment DelayTotal ModificationsPercent of Total Class
Commercial & industrial$—77——999—1,0760.95%
Commercial, secured by real estate, owner occupied—494————4940.23%
Total$—571——999—1,570
Commercial & industrial$—1,793————1,7931.47%
Residential real estate, secured by senior liens on 1-4 family dwellings—————25250.01%
Total$—1,793———251,818

During thethird quarter of2024, one borrower defaulted ontwo consumer loans that underwent maturity-extension and payment-delay modifications during quartertwo of2024 while the borrower was known to be experiencing financial difficulty. The borrower remained in default through* February 2025.At March 31, 2025,the amortized cost basis of thesetwo consumer loans totaled $27 thousand.No other loans defaulted during the quarter ended March 31, 2025that, withintwelve* months prior to their default, were modified for borrowers experiencing financial difficulty. During the quarter ended* March 31, 2024,no loans defaulted which, in thetwelve* months preceding their default, were modified for borrowers experiencing financial difficulty.

At* March 31, 2025and December 31, 2024,LCNB wasnot committed to lend additional funds to borrowers who, during the respectivethree* andtwelve-month reporting period, were granted loan modifications while experiencing financial difficulty.

Mortgage loans sold to and serviced for the Federal Home Loan Mortgage Corporation and other investors arenot included in the accompanying consolidated condensed balance sheets. The unpaid principal balances of those loans at* March 31, 2025* and* December 31, 2024* were approximately $354.6 million and $397.6 million, respectively.

NOTE5 - PURCHASED CREDIT DETERIORATED LOANS

Activity during thethree months ended* March 31, 2024and2025* for the accretable discount related to PCD loans acquired from EFBI and CNNB is as follows (in thousands):

Three Months Ended March 31,
20252024
Accretable discount, beginning of period$1,1131,467
Less accretion1358
Accretable discount, end of period$1,1001,409

26

NOTE6 - AFFORDABLE HOUSING TAX CREDIT LIMITED PARTNERSHIP INVESTMENTS

LCNB is a limited partner in multiple limited partnerships that sponsor affordable housing projects utilizing the Low Income Housing Tax Credit pursuant to Section42 of the Internal Revenue Code. The purpose of the investments is to achieve a satisfactory return on capital, to facilitate the sale of additional affordable housing product offerings, and to assist in achieving goals associated with the Community Reinvestment Act. The primary activities of the limited partnerships include the identification, development, and operation of multi-family housing that is leased to qualifying residential tenants.

The following table presents the balances of LCNB's affordable housing tax credit investments and related unfunded commitments at* March 31, 2025* and* December 31, 2024* (in thousands):

March 31,December 31,
20252024
Affordable housing tax credit investment$18,95018,950
Less amortization6,4446,044
Net affordable housing tax credit investment$12,50612,906
Unfunded commitment$3,8194,426

The net affordable housing tax credit investment is included inother assets and the unfunded commitment is included in accrued interest and other liabilities in the consolidated condensed balance sheets.

LCNB anticipates to fund the unfunded commitment overtwelve years.

The following table presents other information relating to LCNB's affordable housing tax credit investments for thethree months ended* March 31, 2025and2024* (in thousands):

Three Months Ended March 31,
20252024
Tax credits and other tax benefits recognized$485443
Tax credit amortization expense included in provision for income taxes400372

NOTE7 - DEPOSITS

The following table presents the composition of LCNB's deposits at* March 31, 2025* and* December 31, 2024* (in thousands):

March 31,December 31,
20252024
Demand deposits$464,059459,619
Interest-bearing demand and money fund deposits609,256540,884
Savings deposits365,961367,205
IRA and time certificates482,373510,584
Total$1,921,6491,878,292

27

NOTE7 - DEPOSITS** (continued)**

Contractual maturities of time deposits at* March 31, 2025* were as follows (in thousands):

Three months or less$132,693
Over three through six months133,576
Over six through twelve months179,402
April 1, 2025 - March 31, 2026445,671
April 1, 2026 - March 31, 202730,222
April 1, 2027 - March 31, 20283,056
April 1, 2028 - March 31, 20291,420
April 1, 2029 - March 31, 20301,639
Thereafter365
Total contractual maturities$482,373

The aggregate amount of time deposits in denominations of*$250* thousand or more at* March 31, 2025* and* December 31, 2024* was $102.2 million and $107.8 million, respectively.

NOTE8 – BORROWINGS

Long-term debt at* March 31, 2025* and* December 31, 2024* was as follows (dollars in thousands):

March 31, 2025December 31, 2024
AmountWeighted Average Interest RateAmountWeighted Average Interest Rate
Term loan$9,6374.25%$10,1534.25%
FHLB long-term advances95,0004.83%145,0004.62%
$104,6374.78%$155,1534.60%

The term loan with a correspondent financial institution bears a fixed interest rate of 4.25%, amortizes quarterly, and has a final balloon payment due on* June 15, 2025.*

Contractual maturities of long-term debt at* March 31, 2025* and* December 31, 2024* were as follows (in thousands):

March 31,December 31,
20252024
Maturing within one year$9,63710,153
Maturing after one year through two years25,00025,000
Maturing after two years through three years25,00035,000
Maturing after three years through four years25,00045,000
Maturing after four years through five years10,00030,000
Thereafter10,00010,000
Total$104,637155,153

28

NOTE8 – BORROWINGS** (continued)**

There wereno short-term borrowings at* March 31, 2025* or* December 31, 2024*.

At* March 31, 2025*, LCNB had a short-term revolving line of credit arrangement with a financial institution for a maximum amount of $10 million at an interest rate equal to the Wall Street Journal Prime Rate minus 25 basis points. This agreement expires on* June 15, 2025.*

At* March 31, 2025*, LCNB had short-term line of credit borrowing arrangements withthree correspondent financial institutions. Under the terms of thefirst arrangement, LCNB can borrow up to $30 million at an interest rate equal to the lending institution’s federal funds rate plus a spread of 50 basis points. Under the terms of thesecond arrangement, LCNB can borrow up to $50 million at an interest rate equal to the FOMC targeted federal funds rate plus a spread of 25 basis points. Under the terms of thethird arrangement, LCNB can borrow up to $25 million at the interest rate in effect at the time of borrowing. At* March 31, 2025,LCNB hadnot* drawn down on any of these borrowing arrangements.

All long-term and short-term advances from the FHLB of Cincinnati are secured by a blanket pledge of LCNB's1-4 familyfirst lien mortgage loans in the amount of approximately $414 million and $410 million at* March 31, 2025* and* December 31, 2024*, respectively. Remaining borrowing capacity with the FHLB, including both long-term and short-term borrowings, at* March 31, 2025* was approximately $144.3 million.

NOTE9 - LEASES

Lease expenses for offices are included in the consolidated condensed statements of income in net occupancy expense and lease expenses for equipment and ATMs are included in equipment expense. Components of lease expense for thethree months ended* March 31, 2025* and2024 were as follows (in thousands):

Three Months Ended
March 31,
20252024
Operating lease expense$252226
Short-term lease expense519
Variable lease expense204
Other117
Total lease expense$288256

Other information related to leases at* March 31, 2025* were as follows (dollars in thousands):

Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$256
Right-of-use assets obtained in exchange for new operating lease liabilities$318
Weighted average remaining lease term in years for operating leases33.0
Weighted average discount rate for operating leases3.69%

29

NOTE10 – INCOME TAXES

A reconciliation between the statutory income tax and LCNB's effective tax rate on income from continuing operations follows:

Three Months Ended March 31,
20252024
Statutory tax rate21.0%21.0%
Increase (decrease) resulting from:
Tax exempt interest(0.5)%(1.2)%
Tax exempt income on bank-owned life insurance(1.3)%(3.0)%
Captive insurance premium income(1.3)%(3.3)%
Affordable housing tax credit limited partnerships(1.6)%(3.2)%
Nondeductible merger-related expenses0.0%3.3%
Other, net0.1%0.4%
Effective tax rate16.4%14.0%

NOTE11 - COMMITMENTS AND CONTINGENT LIABILITIES

LCNB is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated condensed balance sheets. Exposure to credit loss in the event of nonperformance by the other parties to financial instruments for commitments to extend credit is represented by the contract amount of those instruments.

In addition to such commitments to extend credit, LCNB* mayhave services for customers in place that, though they obligate LCNB to provide credit on certain terms, donot* constitute commitments to extend credit. For example, the Account Protection product, LCNB's deposit overdraft program, is offered as a service by the Bank and doesnot constitute a contract between the customer and LCNB.

LCNB uses the same credit policies in making commitments and conditional obligations as it does for on-balance-sheet instruments.

30

NOTE11 – COMMITMENTS AND CONTINGENT LIABILITIES** (continued)**

Financial instruments whose contract amounts represent off-balance-sheet credit risk at* March 31, 2025* and* December 31, 2024* were as follows (in thousands):

March 31, 2025December 31, 2024
Commitments to extend credit:
Commercial loans$11,3827,881
Other loans
Fixed rate18,20221,613
Adjustable rate3,6131,998
Unused lines of credit:
Fixed rate10,28310,403
Adjustable rate230,611231,046
Unused overdraft protection amounts on demand accounts17,42417,566
Standby letters of credit55
Total commitments$291,520290,512

Commitments to extend credit are agreements to lend to a customer as long as there isno violation of any condition established in the contract. Unused lines of credit include amountsnot drawn on line of credit loans. Commitments to extend credit and unused lines of credit generally have fixed expiration dates or other termination clauses.

Standby letters of credit are conditional commitments issued to guarantee the performance of a customer to athird party. These guarantees generally are fully secured and have varying maturities.

LCNB evaluates each customer's credit worthiness on a case-by-case basis. The amount of collateral obtained is based on management's credit evaluation of the borrower and* may*include accounts receivable; inventory, property, plant, and equipment; residential realty; and income-producing commercial properties.

Activity in the allowance for credit losses on off-balance sheet credit exposures, recorded in other liabilities on the consolidated balance sheets, for thethree months ended* March 31, 2025and2024* is as follows (in thousands):

Three Months Ended March 31,
20252024
Balance, beginning of period$263281
Provision for credit losses3448
Balance, end of period$297329

Capital expenditures include the construction or acquisition of new office buildings, improvements to LCNB's offices, purchases of furniture and equipment, and additions or improvements to LCNB's information technology system. Commitments outstanding for capital expenditures as of* March 31, 2025* totaled approximately $26 thousand.

Management believes that LCNB has sufficient liquidity to fund its lending and capital expenditure commitments.

LCNB and its subsidiaries are parties to various claims and proceedings arising in the normal course of business. Management, after consultation with legal counsel, believes that the liabilities, if any, arising from such proceedings and claims willnot be material to LCNB's consolidated financial position or results of operations.

31

NOTE12 – ACCUMULATED OTHER COMPREHENSIVE LOSS

Changes in accumulated other comprehensive loss for thethree months ended* March 31, 2025and2024* were as follows (in thousands):

Three Months Ended March 31,
Changes in
Unrealized · Pension Plan
Losses on · Assets and
Available-for- · Benefit
Sale Debt SecuritiesObligationsTotal
Balance at beginning of period$(19,190)1(19,189)
Other comprehensive income, net of taxes3,662—3,662
Reclassifications———
Balance at end of period$(15,528)1(15,527)
Balance at beginning of period$(22,281)(55)(22,336)
Other comprehensive loss, net of taxes(1,287)—(1,287)
Reclassifications169—169
Balance at end of period$(23,399)(55)(23,454)

Reclassifications out of accumulated other comprehensive loss during thethree months ended* March 31, 2025and2024* and the affected line items in the condensed consolidated statements of income were as follows (in thousands):

Three Months Ended · Affected Line Item in the
March 31, · Consolidated Condensed
20252024Statements of Income
Realized losses from sales of debt securities, available-for-sale$—(214)Net losses from sales of debt securities, available-for-sale
Income tax benefit—(45)Provision for income taxes
Reclassification adjustment, net of taxes$—(169)

NOTE13 – RETIREMENT PLANS

LCNB participates in a noncontributory defined benefit multi-employer retirement plan that covers substantially all regular full-time employees hired before* January 1, 2009,on which date the plan was soft-frozen. Employees hired before this date who received a benefit reduction under certain amendments to the defined benefit retirement plan receive an automatic contribution of 5% or 7% of their annual compensation, depending on the sum of an employee's age and vesting service, into their defined contribution plans (401(k) plans), regardless of the contributions made by the employees. These contributions are made annually and these employees didnot* receive any employer matches to their401(k) contributions until* March 1, 2025*as described below.

The noncontributory defined benefit multi-employer retirement plan was hard-frozen on* March 1, 2025,meaning that benefit increases willno* longer accrue to covered employees as of that date.

Employees hired on or after* January 1, 2009receive a 50% employer match on their contributions into the401*(k) plan, up to a maximum LCNB contribution of 3% of each individual employee's annual compensation. Employees who didnot receive an employer match on their401(k) contributions because of their participation in the noncontributory defined benefit multi-employer retirement plan started receiving matches on* March 1, 2025.*

32

NOTE13 – RETIREMENT PLANS** (continued)**

Funding and administrative costs of the qualified noncontributory defined benefit retirement plan and401(k) plan charged to pension and other employee benefits in the consolidated condensed statements of income for thethree-month period ended* March 31, 2025and2024* were as follows (in thousands):

Three Months Ended
March 31,
20252024
Qualified noncontributory defined benefit retirement plan$316327
401(k) plan260220

Certain highly compensated former employees participate in a nonqualified defined benefit retirement plan. The nonqualified plan ensures that participants receive the full amount of benefits to which they would have been entitled under the noncontributory defined benefit retirement plan in the absence of limits on benefit levels imposed by certain sections of the Internal Revenue Code. This plan is limited to the original participants andno new participants have been added.

The net periodic pension cost of the nonqualified defined benefit retirement plan consists solely of interest cost of $19 thousand for thethree months ended* March 31, 2025* and $18 thousand for thethree months ended* March 31, 2024*.

NOTE14 – STOCK BASED COMPENSATION

The2015 Ownership Incentive Plan (the*"2015* Plan") was ratified by LCNB Corp.'s shareholders at the annual meeting on* April 28, 2015and allows for stock-based awards to eligible employees, as determined by the Compensation Committee of the Board of Directors. Awards maybe made in the form of stock options, appreciation rights, restricted shares, and/or restricted share units. The2015* Plan provides for the issuance of up to 450 thousand shares of common stock. The2015 Plan terminated on* April 28, 2025.*

Stock-based awards* may*be in the form of treasury shares or newly issued shares.

Restricted stock awards granted under the2015 Plan during thethree months ended* March 31, 2025and2024* were as follows:

2025 · 2024
Weighted · Weighted
Average · Average
Grant DateGrant Date
SharesFair ValueSharesFair Value
Nonvested at January 1,84,593$16.5979,017$17.94
Granted38,95014.6041,70313.87
Vested(37,998)16.12(36,127)16.39
Forfeited————
Nonvested at March 31,85,545$15.8984,593$16.59

At* March 31, 2025*, there were 85,545 restricted stock awards outstanding with an approximate stock value of $1.3 million based on that day's closing stock price. At* March 31, 2024*, there were 84,593 restricted stock awards outstanding with an approximate stock value of $1.3 million based on that day's closing stock price. The fair value of restricted stock awards was $569 thousand on the grant date of* February24,* 2025 and $578 thousand on the grant date of* March4,* 2024. Grants to officers of LCNB vest over a period offive years while grants to members of the board of directors vest immediately. The grant date fair value is recognized ratably into expense over the vesting period.

33

NOTE14 – STOCK BASED COMPENSATION** (continued)**

The following table presents expense recorded in salaries and employee benefits for restricted stock awards and the related tax information for thethree months ended* March 31, 2025and2024* (in thousands):

Three Months Ended
March 31,
20252024
Restricted stock expense$284315
Tax effect6066

Unrecognized compensation expense for restricted stock awards was $1.2 million at* March 31, 2025* and is expected to be recognized over a period of 5.0 years.

NOTE15 – EARNINGS PER COMMON SHARE

LCNB has granted restricted stock awards with non-forfeitable dividend rights, which are considered participating securities. Accordingly, earnings per share is computed using thetwo-class method as required by ASCNo. 260-10-45. Basic earnings per common share is calculated by dividing net income allocated to common shareholders by the weighted average number of common shares outstanding during the period, which excludes the participating securities. Diluted earnings per common share is adjusted for the dilutive effects of stock options, warrants, and restricted stock. The diluted average number of common shares outstanding has been increased for the assumed exercise of stock options and warrants with proceeds used to purchase treasury shares at the average market price for the period.

Earnings per share for thethree months ended* March 31, 2025and2024* were calculated as follows (dollars in thousands, except share and per share data):

Three Months Ended
March 31,
20252024
Net income$4,6091,915
Less allocation of earnings and dividends to participating securities2812
Net income allocated to common shareholders$4,5811,903
Weighted average common shares outstanding, gross14,136,85513,196,895
Less average participating securities85,54584,593
Adjusted weighted average number of shares outstanding used in the calculation of basic and diluted earnings per common share14,051,31013,112,302
Earnings per common share:
Basic$0.330.15
Diluted0.330.15

34

NOTE16 - FAIR VALUE MEASUREMENTS

LCNB measures certain assets at fair value using various valuation techniques and assumptions, depending on the nature of the asset. Fair value is defined as the price that would be received from the sale of an asset in an orderly transaction between market participants at the measurement date.

The inputs to the valuation techniques used to measure fair value are assigned toone ofthree broad levels:

•Level 1 – quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the reporting date.
•Level 2 – inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly or indirectly. Level 2 inputs may include quoted prices for similar assets in active markets, quoted prices for identical assets or liabilities in markets that are not active, inputs other than quoted prices (such as interest rates or yield curves) that are observable for the asset or liability, and inputs that are derived from or corroborated by observable market data.
•Level 3 – inputs that are unobservable for the asset or liability.

EQUITY SECURITIES WITH A READILY DETERMINABLE FAIR VALUE

Equity securities with a readily determinable fair value are reported at fair value with changes in fair value reported in other operating income in the consolidated condensed statements of income. Fair values for equity securities are determined based on market quotations (level1). LCNB has an investment in a mutual fund that is measured at fair value using net asset values, which are considered level1 because the net asset values are determined and published and are the basis for current transactions.

DEBT SECURITIES, AVAILABLE-FOR-SALE

The majority of LCNB's financial debt securities are classified as available-for-sale. The securities are reported at fair value with unrealized holding gains and losses reported net of income taxes in accumulated other comprehensive loss. LCNB utilizes a pricing service for determining the fair values of its debt securities. Methods and significant assumptions used to estimate fair value were as follows:

•Fair values for U.S. Treasury notes are determined based on market quotations (level 1).
•Fair values for the other debt securities are calculated using the discounted cash flow method for each security. The discount rates for these cash flows are estimated by the pricing service using rates observed in the market (level 2). Cash flow streams are dependent on estimated prepayment speeds and the overall structure of the securities given existing market conditions.

ASSETS RECORDED AT FAIR VALUE ON A NONRECURRING BASIS

Assets that* maybe recorded at fair value on a nonrecurring basis include individually evaluated collateral dependent loans (or impaired loans prior to the adoption of ASC326*), other real estate owned, and other repossessed assets.

LCNB doesnot record loans at fair value on a recurring basis, except for loans held-for-sale. However, from time to time, nonrecurring fair value adjustments to collateral dependent loans are recorded to reflect partial write-downs or specific reserves that are based on the observable market price or current estimated value of the collateral. These loans are reported in the nonrecurring table below at initial recognition of significant borrower distress and on an ongoing basis until recovery or charge-off. The fair values of distressed loans are determined using either the sales comparison approach or income approach. Respective unobservable inputs for the approaches consist of adjustments for differences between comparable sales and the utilization of appropriate capitalization rates.

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NOTE16 - FAIR VALUE MEASUREMENTS** (continued)**

The following table summarizes the valuation of LCNB's assets recorded at fair value by input levels as of* March 31, 2025* and* December 31, 2024* (in thousands):

Fair Value Measurements at the End of
the Reporting Period Using
Quoted Prices · Significant
in Active · Other · Significant
Markets for · Observable · Unobservable
Fair ValueIdentical AssetsInputsInputs
Measurements(Level 1)(Level 2)(Level 3)
Recurring fair value measurements:
Equity securities with a readily determinable fair value:
Equity securities$9494——
Mutual funds measured at net asset value1,2931,293——
Debt securities, available-for-sale:
U.S. Treasury notes63,92463,924——
U.S. Agency notes78,384—78,384—
Corporate bonds7,793—7,793—
U.S. Agency mortgage-backed securities67,850—67,850—
Municipal securities:
Non-taxable3,996—3,996—
Taxable33,944—33,944—
Total recurring fair value measurements$257,27865,311191,967—
Nonrecurring fair value measurements:
Individually evaluated collateral dependent loans$1,915——1,915
Total nonrecurring fair value measurements$1,915——1,915
Recurring fair value measurements:
Equity securities with a readily determinable fair value:
Equity securities$9898——
Mutual funds measured at net asset value1,2651,265——
Debt securities, available-for-sale:
U.S. Treasury notes66,18066,180——
U.S. Agency notes77,517—77,517—
Corporate bonds7,756—7,756—
U.S. Agency mortgage-backed securities69,546—69,546—
Municipal securities:
Non-taxable3,982—3,982—
Taxable33,346—33,346—
Total recurring fair value measurements$259,69067,543192,147—
Nonrecurring fair value measurements:
Individually evaluated collateral dependent loans$1,816——1,816
Total nonrecurring fair value measurements$1,816——1,816

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NOTE16 - FAIR VALUE MEASUREMENTS** (continued)**

The following table presents quantitative information about unobservable inputs used in nonrecurring level3 fair value measurements at* March 31, 2025* and* December 31, 2024* (dollars in thousands):

Range
Valuation · Unobservable · Weighted
Fair Value · Technique · Inputs · High · Low · Average
Individually evaluated collateral dependent loans$1,915Estimated sales priceAdjustments for comparable properties, discounts to reflect current market conditionsNot applicable
Individually evaluated collateral dependent loans$1,816Estimated sales priceAdjustments for comparable properties, discounts to reflect current market conditionsNot applicable

Carrying amounts and estimated fair values of financial instruments as of* March 31, 2025* and* December 31, 2024* were as follows (in thousands):

Fair Value Measurements at the End of
the Reporting Period Using
Quoted
Prices · Significant
in Active · Other · Significant
Markets for · Observable · Unobservable
CarryingFairIdentical AssetsInputsInputs
AmountValue(Level 1)(Level 2)(Level 3)
FINANCIAL ASSETS:
Cash and cash equivalents$37,67037,67037,670——
Debt securities, held-to-maturity, net17,58516,202—16,202—
Loans held-for-sale6,0986,098—6,098—
Loans, net1,705,5061,625,293——1,625,293
Accrued interest receivable9,0139,013—9,013—
Lender risk account6,2146,214——6,214
FINANCIAL LIABILITIES:
Deposits1,921,6491,927,6731,439,276488,397—
Long-term debt104,637106,866—106,866—
Accrued interest payable1,8251,825—1,825—
FINANCIAL ASSETS:
Cash and cash equivalents$35,74435,74435,744——
Debt securities, held-to-maturity, net16,32414,929—14,929—
Loans held-for-sale5,5565,556—5,556
Loans, net1,709,8111,659,244——1,659,244
Accrued interest receivable8,7018,701—8,701—
Lender risk account6,0336,033——6,033
FINANCIAL LIABILITIES:
Deposits1,878,2921,887,3311,367,709519,622—
Long-term debt155,153156,523—156,523—
Accrued interest payable2,4822,482—2,482—

The methodology to derive the fair value of loans at* March 31, 2025* is consistent with the methodology utilized to determine the fair value of loans acquired in the Company’s recent acquisitions of CNNB and EFBI.

The fair values of off-balance-sheet financial instruments such as loan commitments and letters of credit are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements. The fair values of such instruments werenot material at* March 31, 2025* or* December 31, 2024*.

Fair values of financial instruments are based on various assumptions, including the discount rate and estimates of future cash flows. Therefore, the fair values presented* may**not* represent amounts that could be realized in actual transactions. In addition, because the required disclosures exclude certain financial instruments and all nonfinancial instruments, any aggregation of the fair value amounts presented wouldnot represent the underlying value of LCNB.

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NOTE17 - SEGMENT INFORMATION

LCNB hasone reportable segment, which is determined by the members of the executive team who, as a group, act as the designated chief operating decision makers. Based upon information provided about LCNB's products and services offered, the reportable segment is primarily banking operations. The segment is also distinguished by the level of information provided to the chief operating decision makers, who use such information to review performance of various components of the business, such as branches, which are then aggregated if operating performance, products and services, and customers are similar. The chief operating decision makers will evaluate the financial performance of LCNB's business components by evaluating revenue streams, significant expenses, and budget to actual results in assessing LCNB's segment and in determining the allocation of resources. The chief operating decision makers use revenue streams to evaluate product pricing and significant expenses to assess performance and evaluate return on assets. The chief operating decision makers use consolidated net income to benchmark LCNB against its competitors. The benchmarking analysis coupled with monitoring of budget to actual results are used in assessing performance and in establishing compensation. Loans, investments, and deposits provide the revenues in the banking operation. Interest expense, provisions for credit losses, and payroll provide the significant expenses in the banking operation. All operations are domestic.

Accounting policies for the reportable segment are the same as those described in Note1. Segment performance is evaluated using consolidated net income.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.