CB Financial Services, Inc. 10-Q

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. This discussion should be read in conjunction with the unaudited consolidated financial statements, notes and tables included in this report. For further information, refer to the audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. Forward-Looking Statements This report contains certain “forward-looking statements” within the meaning of the federal securities laws. These statements are not historical facts, but rather statements based on the Company’s current expectations regarding its business strategies, intended results and future performance. Forward-looking statements are preceded by terms such as “expects,” “believes,” “anticipates,” “intends” and similar expressions. Management’s ability to predict results or the effect of future plans or strategies is inherently uncertain. Factors which could affect actual results include, but are not limited to, the following: • General and local economic conditions; • Our ability to realize the expected cost savings and other efficiencies related to our branch optimization and operational efficiency initiatives; • Changes in market interest rates, deposit flows, demand for loans, real estate values and competition; • Competitive products and pricing; • The ability of our customers to make scheduled loan payments; • Loan delinquency rates and trends; • Our ability to manage the risks involved in our business; • Our ability to integrate the operations of businesses we acquire; • Our ability to control costs and expenses; • Inflation, market and monetary fluctuations; • Changes in federal and state legislation and regulation applicable to our business; • Actions by our competitors; and • Other factors disclosed in the Company’s periodic reports as filed with the Securities and Exchange Commission. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company assumes no obligation to update any forward-looking statements except as may be required by applicable law or regulation. General CB Financial Services is a bank holding company established in 2006 and headquartered in Carmichaels, Pennsylvania. CB Financial’s business activity is conducted primarily through its wholly owned bank subsidiary, Community Bank. The Bank is a Pennsylvania-chartered commercial bank headquartered in Carmichaels, Pennsylvania. The Bank operates from 10 branches in Greene, Allegheny, Washington, Fayette and Westmoreland Counties in southwestern Pennsylvania and three offices in Marshall and Ohio Counties in West Virginia. The Bank also has a loan production office in Allegheny County, a corporate center in Washington County and an operations center in Greene County, all of which are in Pennsylvania. The Bank is a community-oriented institution offering residential and commercial real estate loans, commercial and industrial loans, and consumer loans as well as a variety of deposit products for individuals and businesses in its market area. Property and casualty, commercial liability, surety and other insurance products are offered through Exchange Underwriters, Inc., the Bank’s wholly owned subsidiary that is a full-service, independent insurance agency located in Washington County. Overview The following discussion and analysis is presented to assist in the understanding and evaluation of our consolidated financial condition and results of operations. It is intended to complement the unaudited consolidated financial statements and notes thereto appearing elsewhere in this Form 10-Q and should be read in conjunction therewith. The detailed discussion focuses on our consolidated financial condition as of March 31, 2023, compared to the consolidated financial condition as of December 31, 2022 and the consolidated results of operations for the three months ended March 31, 2023 compared to the three months ended March 31, 2022. 30 Table of Contents Our results of operations depend primarily on our net interest income. Net interest income is the difference between the interest income we earn on our interest-earning assets and the interest we pay on our interest-bearing liabilities. Our results of operations also are affected by our provisions for loan losses, noninterest income and noninterest expense. Noninterest income consists primarily of fees and service charges on deposit accounts, insurance commissions, income from bank-owned life insurance and other income. Noninterest expense consists primarily of expenses related to salaries and employee benefits, occupancy and equipment, data processing, contracted services, legal and professional fees, advertising, deposit and general insurance and other expenses. Financial institutions like us, in general, are significantly affected by economic conditions, competition, and the monetary and fiscal policies of the federal government. Lending activities are influenced by the demand for and supply of housing, competition among lenders, interest rate conditions, and funds availability. Our operations and lending are principally concentrated in southwestern Pennsylvania and Ohio Valley market areas. Explanation of Use of Non-GAAP Financial Measures In addition to financial measures presented in accordance with U.S. GAAP, we present certain non-GAAP financial measures. We believe these non-GAAP financial measures provide useful information in understanding our underlying results of operations or financial position and our business and performance trends as they facilitate comparisons with the performance of other companies in the financial services industry. Non-GAAP adjusted items impacting the Company's financial performance are identified to assist investors in providing a complete understanding of factors and trends affecting the Company’s business and in analyzing the Company’s operating results on the same basis as that applied by management. Although we believe that these non-GAAP financial measures enhance the understanding of our business and performance, they should not be considered an alternative to GAAP or considered to be more important than financial results determined in accordance with GAAP, nor are they necessarily comparable with non-GAAP measures which may be presented by other companies. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found herein. The interest income on interest-earning assets, net interest rate spread and net interest margin are presented on a fully tax-equivalent (“FTE”) basis. The FTE basis adjusts for the tax benefit of income on certain tax-exempt loans and securities using the federal statutory income tax rate of 21.0%. We believe the presentation of net interest income on a FTE basis ensures comparability of net interest income arising from both taxable and tax-exempt sources and is consistent with industry practice. The following table reconciles net interest income, net interest spread and net interest margin on a FTE basis for the periods indicated: Three Months Ended March 31, 2023 2022 (Dollars in thousands) Interest Income (GAAP) $ 14,244 $ 10,616 Adjustment to FTE Basis 31 40 Interest Income (FTE) (Non-GAAP) 14,275 10,656 Interest Expense (GAAP) 2,661 723 Net Interest Income (FTE) (Non-GAAP) $ 11,614 $ 9,933 Net Interest Rate Spread (GAAP) 3.12 % 2.98 % Adjustment to FTE Basis 0.01 0.01 Net Interest Rate Spread (FTE) (Non-GAAP) 3.13 2.99 Net Interest Margin (GAAP) 3.51 % 3.08 % Adjustment to FTE Basis 0.01 0.02 Net Interest Margin (FTE) (Non-GAAP) 3.52 3.10 31 Table of Contents Tangible book value per common share is a non-GAAP measure calculated based on tangible common equity divided by period-end common shares outstanding. We believe this non-GAAP measure serves as a useful tool to help evaluate the strength and discipline of the Company's capital management strategies and as an additional, conservative measure of the Company’s total value. March 31, 2023 December 31, 2022 (Dollars in thousands, except share and per share data) Stockholders' Equity (GAAP) $ 117,195 $ 110,155 Goodwill and Other Intangible Assets, Net (12,800) (13,245) Tangible Common Equity or Tangible Book Value (Non-GAAP) (Numerator) $ 104,395 $ 96,910 Common Shares Outstanding (Denominator) 5,116,830 5,100,189 Book Value per Common Share (GAAP) $ 22.90 $ 21.60 Tangible Book Value per Common Share (Non-GAAP) $ 20.40 $ 19.00 32 Table of Contents Consolidated Statements of Financial Condition Analysis Assets Total assets increased $21.8 million, or 1.5%, to $1.43 billion at March 31, 2023 compared to $1.41 billion at December 31, 2022. Cash and Securities • Cash and due from banks decreased $155,000, or 0.1%, to $103.5 million at March 31, 2023, compared to $103.7 million at December 31, 2022. • Securities decreased $1.0 million, or 0.5%, to $189.0 million at March 31, 2023, compared to $190.1 million at December 31, 2022. The securities balance was primarily impacted by $3.4 million of repayments on mortgage-backed and collateralized mortgage obligation securities and a $232,000 decrease in the market val ue in the equity securities portfolio, which is primarily comprised of bank stocks. These decreases were partially offset by a $2.6 million increase in the market value of the debt securities portfolio. Loans, Allowance for Credit Losses ("ACL") and Credit Quality • Total loans increased $22.0 million, or 2.1%, to $1.07 billion at March 31, 2023 compared to $1.05 billion at December 31, 2022. Loan growth was driven by increases in commercial real estate, commercial and industrial loans and residential mortgages of $16.0 million, $9.5 million, and $2.1 million, respectively, partially offset by decreases in construction real estate and consumer loans of $5.4 million and $846,000, respectively. Growth in commercial and industrial loans included the purchase of $8.9 million of syndicated loans. • The ACL - Loans was $10.3 million at March 31, 2023 and $12.8 million at December 31, 2022. As a result, the ACL - Loans to total loans was 0.96% at March 31, 2023 compared to 1.22% at December 31, 2022. The change in the ACL -Loans was primarily due to the Company's adoption of CECL. Contributing to the change in ACL - Loans was a prior year charge-off of $2.7 million and qualitative factors that significantly impacted the incurred loss model driven by historical activity compared to the newly adopted CECL methodology that is centered around using a forecast approach. At adoption, the Company decreased its ACL - Loans by $3.4 million. • Net recoveries for the three months ended March 31, 2023 were $756,000, or 0.29% of average loans on an annualized basis. This is due to recoveries totaling $750,000 related to the prior year commercial and industrial charged-off loan for $2.7 million. Net recoveries for the three months ended March 31, 2022 were $13,000, or 0.01% of average loans on an annualized basis. • Nonperforming loans, which includes nonaccrual loans and accruing loans past due 90 days or more, were $5.4 million at March 31, 2023 compared to $5.8 million at December 31, 2022. The decrease of $386,000 was due to the Company's adoption of CECL removing the trouble debt restructured (TDR) designation for loans previously identified as a TDR but performing for approximately $1.8 million, mainly offset by a $1.4 million commercial real estate loan relationship that moved to non-accrual in the current period. Current nonperforming loans to total loans ratio was 0.51% compared to 0.55% at December 31, 2022. Other • Intangible assets decreased $445,000, or 11.4%, to $3.1 million at March 31, 2023 compared to $3.5 million at December 31, 2022 primarily due to amortization expense recognized during the period. Liabilities Total liabilities increased $14.7 million, or 1.1%, to $1.31 billion at March 31, 2023 compared to $1.30 billion at December 31, 2022. Deposits • Total deposits increased $13.0 million to $1.28 billion as of March 31, 2023 compared to $1.27 billion at December 31, 2022, an annualized increase of 4.1% . Interest-bearing demand deposits increased $47.2 million and time deposits increased $21.3 million, while non interest-bearing demand deposits decreased $39.5 million and savings deposits decreased $13.1 million. The increase in interest-bearing demand deposits is primarily the result of higher interest rates attracting more customers and/or additional deposits from existing customers. FDIC insured deposits totaled approximately 62.9% of total deposits at March 31, 2023. 33 Table of Contents Borrowings • Short-term borrowings decreased $7.9 million, or 98.5%, to $121,000 at March 31, 2023, compared to $8.1 million at December 31, 2022. At March 31, 2023 and December 31, 2022, short-term borrowings were comprised entirely of securities sold under agreements to repurchase. This decrease is due to accounts that were transitioned into other deposit products and account for a portion of the interest-bearing demand deposit increase. Accrued Interest Payable and Other Liabilities • Accrued interest payable and other liabilities increased $9.6 million, or 127.2%, to $17.2 million at March 31, 2023, compared to $7.6 million at December 31, 2022 primarily due to the purchase of $8.9 million of syndicated loans which were unfunded at the end of the period. Stockholders’ Equity Stockholders’ equity increased $7.0 million, or 6.4%, to $117.2 million at March 31, 2023, compared to $110.2 million at December 31, 2022. • Net income was $4.2 million for the three months ended March 31, 2023. • Accumulated other comprehensive loss decreased $2.0 million primarily due to the effect of changes in market interest rates on the fair value of the Company’s debt securities. • On April 21, 2022, a $10.0 million repurchase program was authorized, with the Company repurchasing 67,864 shares at an average price of $22.45 per share since the inception of the plan. In total, the Company repurchased $130,000 of common stock since December 31, 2022. • The Company declared and paid $1.3 million in dividends to common stockholders in the current period. • Book value per share (GAAP) was $22.90 at March 31, 2023 compared to $21.60 at December 31, 2022, an increase of $1.30. Tangible book value per share (Non-GAAP) increased $1.40, or 7.4%, to $20.40 compared to $19.00 at December 31, 2022. Refer to Explanation of Use of Non-GAAP Financial Measures in this Report. Consolidated Results of Operations for the Three Months Ended March 31, 2023 and 2022 Overview. Net income was $4.2 million for the three months ended March 31, 2023, an increase of $1.1 million compared to net income of $3.0 million for the three months ended March 31, 2022. Net Interest and Dividend Income. Net interest and dividend income increased $1.7 million, or 17.1%, to $11.6 million for the three months ended March 31, 2023 compared to $9.9 million for the three months ended March 31, 2022. Net interest margin (GAAP) increased to 3.51% for the three months ended March 31, 2023 compared to 3.08% for the three months ended March 31, 2022. Fully Tax Equivalent (FTE) net interest margin (Non-GAAP) increased 42 basis points (bps) to 3.52% for the three months ended March 31, 2023 compared to 3.10% for the three months ended March 31, 2022. Interest and Dividend Income • Interest and dividend income increased $3.6 million, or 34.2%, to $14.2 million for the three months ended March 31, 2023 compared to $10.6 million the three months ended March 31, 2022. ◦ Interest income on loans increased $2.8 million, or 29.5%, to $12.4 million for the three months ended March 31, 2023 compared to $9.6 million for the three months ended March 31, 2022. The average balance of loans increased $31.4 million to $1.04 billion from $1.01 billion, generating $311,000 of additional interest income on loans, and the average yield increased 98 bps to 4.83% compared to 3.85% causing a $2.5 million increase in interest income on loans. ◦ Interest and fee income on PPP loans was $445,000 for the three months ended March 31, 2022, which contributed 13 bps to loan yield while the current year quarter was not materially impacted by PPP loan-related interest and fee income. ◦ The impact of the accretion of the credit mark on acquired loan portfolios was $61,000 for the three months ended March 31, 2023 compared to $56,000 for the three months ended March 31, 2022, or 2 bps in the current and prior period. ◦ Interest income on taxable investment securities increased $59,000, or 6.5%, to $964,000 for the three months ended March 31, 2023 compared to $905,000 for the three months ended March 31, 2022 as the average yield increased 13 bps, partially offset by a $2.7 million decrease in the average balance. 34 Table of Contents ◦ Interest income on interest bearing deposits at other banks increased $772,000, to $805,000 for the three months ended March 31, 2023 compared to $33,000 for the three months ended March 31, 2022 as average balances increased $15.3 million and the average yield increased 410 bps. Higher cash balances were maintained as a result of increased deposits while the increase in the average yield was the result of market interest rate increases. Interest Expense • Interest expense increased $1.9 million, or 268.0%, to $2.7 million for the three months ended March 31, 2023 compared to $723,000 for the three months ended March 31, 2022. ◦ Interest expense on deposits increased $2.0 million, or 372.5%, to $2.5 million for the three months ended March 31, 2023 compared to $530,000 for the three months ended March 31, 2022. Average interest-earning deposit balances increased $47.4 million, or 5.6%, to $892.2 million as of March 31, 2023 compared to $844.8 million as of March 31, 2022, and rising interest rates led to the repricing of demand and money market deposits and resulted in a 89 bps, or 349.8%, increase in average cost compared to the three months ended March 31, 2022. Partially offsetting this increase, the average balance of time deposits and the related average cost decreased $30.9 million and 5 bps, respectively. 35 Table of Contents Average Balances and Yields . The following table presents information regarding average balances of assets and liabilities, the total dollar amounts of interest income and dividends from average interest-earning assets, the total dollar amounts of interest expense on average interest-bearing liabilities, and the resulting average yields and costs. Average balances are derived from daily balances over the periods indicated. The yields set forth below include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense. FTE yield adjustments have been made for tax exempt loan and securities interest income utilizing a marginal federal income tax rate of 21.0% for the periods presented. As such, amounts will not agree to income as reported in the consolidated financial statements. The yields and costs for the periods indicated are derived by dividing annualized income or expense by the average balances of assets or liabilities, respectively, for the periods presented. Three Months Ended March 31, 2023 2022 Average Balance Interest and Dividends Yield/ Cost (1) Average Balance Interest and Dividends Yield/ Cost (1) (Dollars in thousands) (Unaudited) Assets: Interest-Earning Assets: Loans, Net (2) $ 1,040,570 $ 12,391 4.83 % $ 1,009,210 $ 9,573 3.85 % Debt Securities Taxable 213,158 964 1.81 215,906 905 1.68 Exempt From Federal Tax 6,270 52 3.32 10,195 84 3.30 Equity Securities 2,693 24 3.56 2,693 22 3.27 Interest Bearing Deposits at Banks 74,555 805 4.32 59,296 33 0.22 Other Interest-Earning Assets 2,633 39 6.01 3,483 39 4.54 Total Interest-Earning Assets 1,339,879 14,275 4.32 1,300,783 10,656 3.32 Noninterest-Earning Assets 48,369 122,288 Total Assets $ 1,388,248 $ 1,423,071 Liabilities and Stockholders' Equity: Interest-Bearing Liabilities: Interest-Bearing Demand Deposits $ 335,327 1,191 1.44 % $ 276,603 48 0.07 % Savings 242,298 37 0.06 243,786 19 0.03 Money Market 213,443 939 1.78 192,425 41 0.09 Time Deposits 101,147 337 1.35 132,015 422 1.30 Total Interest-Bearing Deposits 892,215 2,504 1.14 844,829 530 0.25 Short-Term Borrowings Securities Sold Under Agreements to Repurchase 1,344 2 0.60 37,884 19 0.20 Other Borrowings 14,641 155 4.29 17,604 174 4.01 Total Interest-Bearing Liabilities 908,200 2,661 1.19 900,317 723 0.33 Noninterest-Bearing Demand Deposits 362,343 384,188 Other Liabilities 2,953 8,554 Total Liabilities 1,273,496 1,293,059 Stockholders' Equity 114,752 130,012 Total Liabilities and Stockholders' Equity $ 1,388,248 $ 1,423,071 Net Interest Income (FTE) (Non-GAAP) (3) $ 11,614 $ 9,933 Net Interest Rate Spread (FTE) (Non-GAAP) (3)(5) 3.13 % 2.99 % Net Interest-Earning Assets (4) $ 431,679 $ 400,466 Net Interest Margin (GAAP) (6)) 3.51 3.08 Net Interest Margin (FTE) (Non-GAAP) (3)(6) 3.52 3.10 Return on Average Assets (1) 1.21 0.87 Return on Average Equity (1) 14.69 9.50 Average Equity to Average Assets 8.27 9.14 Average Interest-Earning Assets to Average Interest-Bearing Liabilities 147.53 144.48 PPP Loans $ 100 $ 3 12.17 $ 14,673 $ 445 12.30 (1) Annualized based on three months ended results. (2) Net of the allowance for credit losses and includes nonaccrual loans with a zero yield and Loans Held for Sale if applicable. (3) Refer to Explanation and Use of Non-GAAP Financial Measures in this filing for the calculation of the measure and reconciliation to the most comparable GAAP measure. (4) Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities. (5) Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities. (6) Net interest margin represents annualized net interest income divided by average total interest-earning assets. 36 Table of Contents Rate/Volume Analysis . The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated. FTE yield adjustments have been made for tax exempt loan and securities income utilizing a marginal federal income tax rate of 21.0%. The volume column shows the effects attributable to changes in volume (changes in volume multiplied by prior rate). The rate column shows the effects attributable to changes in rate (changes in rate multiplied by prior volume). For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately based on the changes due to rate and the changes due to volume. The total column represents the sum of the prior columns. Three Months Ended March 31, 2023 Compared to Three Months Ended March 31, 2022 Increase (Decrease) Due to Volume Rate Total (Dollars in thousands) (Unaudited) Interest and Dividend Income: Loans, net $ 311 $ 2,507 $ 2,818 Debt Securities: Taxable (10) 69 59 Exempt From Federal Tax (33) 1 (32) Equity Securities — 2 2 Cash at Other Banks 19 753 772 Other Interest-Earning Assets (11) 11 — Total Interest-Earning Assets 276 3,343 3,619 Interest Expense: Deposits 18 1,956 1,974 Short-Term Borrowings: Securities Sold Under Agreements to Repurchase (30) 13 (17) Other Borrowings (30) 11 (19) Total Interest-Bearing Liabilities (42) 1,980 1,938 Change in Net Interest and Dividend Income $ 318 $ 1,363 $ 1,681 Provision for Credit Losses. Effective January 1, 2023, the Company adopted ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (CECL) methodology. The provision for credit losses in the first quarter of 2023 was calculated using CECL and resulted in an $80,000 provision for credit losses recorded for the three months ended March 31, 2023 compared to no provision for credit losses recorded for the three months ended March 31, 2022. Noninterest Income . Noninterest income increased $197,000, or 7.5%, to $2.8 million for the three months ended March 31, 2023, compared to $2.6 million for the three months ended March 31, 2022. This increase was primarily related to a $302,000 increase in net gains on bank-owned life insurance claims resulting from two death claims and an increase of $124,000 in insurance commissions primarily driven by contingency income which resulted from the timing of lock-in amounts received and core business including commercial and personal insurance lines. These increases were partially offset by an increase in net losses on securities of $225,000. Noninterest Expense. Noninterest expense increased $372,000, or 4.3%, to $9.0 million for the three months ended March 31, 2023 compared to $8.7 million for the three months ended March 31, 2022. Salaries and benefits increased $514,000, or 11.3%, to $5.1 million primarily due to merit increases and staffing additions, while data processing expense increased $372,000, or 76.7%, to $857,000, due to increased ongoing costs related to the fourth quarter 2022 core conversion. Conversely, contracted services decreased $440,000 to $147,000 for the three months ended March 31, 2023 compared to $587,000 for the three months ended March 31, 2022 37 Table of Contents Income Taxes. Income tax expense was $1.1 million for the three months ended March 31, 2023 compared to $803,000 for the three months ended March 31, 2022. This change was primarily driven by an increase in pre-tax income to $5.3 million for the three months ended March 31, 2023 compared to $3.9 million for the three months ended March 31, 2022. Off-Balance Sheet Arrangements. Other than loan commitments and standby and performance letters of credit, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a significant current or future effect on our financial condition, revenues, expenses, results of operations, liquidity, capital expenditures, or capital resources that are material to investors. Refer to Note 7 in the Notes to Consolidated Financial Statements of this report for a summary of commitments outstanding as of March 31, 2023 and December 31, 2022. Liquidity and Capital Management Liquidity. Liquidity is the ability to meet current and future financial obligations of a short-term nature. The Company’s primary sources of funds consist of deposit inflows, loan repayments and maturities, calls and sales of securities. While maturities and scheduled amortization of loans and securities are typically predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition. The Company regularly adjusts its investments in liquid assets based upon its assessment of expected loan demand, expected deposit flows, yields available on interest-earning deposits and securities, and the objectives of its asset/liability management program. Excess liquid assets are invested generally in interest-earning deposits with other banks and short- and intermediate-term securities. The Company believes that it had sufficient liquidity at March 31, 2023 to satisfy its short- and long-term liquidity needs. The Company’s most liquid assets are cash and due from banks, which totaled $103.5 million at March 31, 2023. The levels of these assets depend on our operating, financing, lending and investing activities during any given period. Unpledged securities, which provide an additional source of liquidity, totaled $16.1 million at March 31, 2023. In addition, at March 31, 2023, the Company had the ability to borrow up to $449.7 million from the FHLB of Pittsburgh, of which $447.8 million is available. The Company also has the ability to borrow up to $120.7 million from the FRB through its Borrower-In-Custody line of credit agreement and the Company also maintains multiple line of credit arrangements with various unaffiliated banks totaling $50.0 million as of both March 31, 2023 and December 31, 2022, currently these credit arrangements have remained unused. At March 31, 2023, $70.7 million, or 54.2% of total time deposits mature within one year. If these time deposits do not remain with the Company, the Company will be required to seek other sources of funds. Depending on market conditions, the Company may be required to pay higher rates on such deposits or other borrowings than it currently pays on these time deposits. The Company believes, however, based on past experience that a significant portion of its time deposits will remain with it, either as time deposits or as other deposit products. The Company has the ability to attract and retain deposits by adjusting the interest rates offered. The Bank's current deposit portfolio is 62.9% uninsured by the FDIC, and with additional coverage of 12.7% from the Bank's investment securities; of the total deposits held at the Bank only 24.4% are uninsured. We are committed to maintaining a strong liquidity position; therefore, we monitor our liquidity position on a daily basis. We anticipate that we will have sufficient funds to meet our current funding commitments. The marginal cost of new funding, however, whether from deposits or borrowings from the FHLB, will be carefully considered as we monitor our liquidity needs. Therefore, in order to minimize our cost of funds, we may consider additional borrowings from the FHLB in the future. CB Financial is a separate legal entity from the Bank and must provide for its own liquidity to pay any dividends to its shareholders and for other corporate purposes. Its primary source of liquidity is dividend payments it receives from the Bank. The Bank’s ability to pay dividends to CB Financial is subject to regulatory limitations. At March 31, 2023, CB Financial (on an unconsolidated, stand-alone basis) had liquid assets of $16.6 million. The ability to pay future dividends or conduct stock repurchases may be limited under applicable banking regulations and regulatory policies due to expected losses for future periods and/or the inability to upstream funds from the Bank to the Company as a result of lower income or regulatory capital levels. Capital Management. The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can result in certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company's consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, each must meet specific capital guidelines that involve quantitative measures of their assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Under the Regulatory Capital Rules, in order to avoid limitations on capital distributions (including dividend payments and certain discretionary bonus payments to executive officers), a banking organization must hold a capital conservation buffer 38 Table of Contents comprised of common equity Tier I capital above its minimum risk-based capital requirements in an amount greater than 2.5% of total risk-weighted assets. At March 31, 2023 and December 31, 2022, the Bank was categorized as “well capitalized” under the regulatory framework for prompt corrective action. At March 31, 2023, the Bank's capital ratios were not affected by loans modified in accordance with Section 4013 of the CARES Act. The following table presents the Bank’s regulatory capital amounts and ratios, as well as the minimum amounts and ratios required to be well capitalized as of the dates indicated. March 31, 2023 December 31, 2022 Amount Ratio Amount Ratio (Dollars in thousands) Common Equity Tier 1 (to risk weighted assets) Actual $ 126,912 12.60 % $ 121,188 12.33 % For Capital Adequacy Purposes 45,339 4.50 44,221 4.50 To Be Well Capitalized 65,490 6.50 63,875 6.50 Tier 1 Capital (to risk weighted assets) Actual 126,912 12.60 121,188 12.33 For Capital Adequacy Purposes 60,452 6.00 58,961 6.00 To Be Well Capitalized 80,603 8.00 78,615 8.00 Total Capital (to risk weighted assets) Actual 137,900 13.69 133,478 13.58 For Capital Adequacy Purposes 80,603 8.00 78,615 8.00 To Be Well Capitalized 100,754 10.00 98,269 10.00 Tier 1 Leverage (to adjusted total assets) Actual 126,912 9.24 121,188 8.66 For Capital Adequacy Purposes 54,957 4.00 55,969 4.00 To Be Well Capitalized 68,697 5.00 69,962 5.00