What changed in this filing

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Item 1. Business

2023-03-15 compared with 2022-03-14 · 13 added, 23 removed, 265 unchanged (12% of the section changed)

3 unchanged sentences

Since commencing operations, the Corporation’s business has consisted primarily of managing and supervising the Bank, and its principal source of income has been dividends paid by the Bank.

Greater than 97% of the Corporation’s revenue and profit came from the commercial bank subsidiary for the years ended December 31, 2021 and 2020, and was the only reportable segment.

At December 31, 2021, the Corporation had total consolidated assets, deposits and stockholders’ equity of approximately $1.3 billion, $1.1 billion and $149 million, respectively.

Greater than 97% of the Corporation’s revenue and profit came from the commercial bank subsidiary for the years ended December 31, 2022 and 2021, and community banking was the only reportable segment.

At December 31, 2022, the Corporation had total consolidated assets, deposits and stockholders’ equity of approximately $1.3 billion, $993 million and $120 million, respectively.

The Bank was originally organized in 1864 as a national banking association.

5 unchanged sentences

These locations consist of five branches within Columbia County, eight branches within Luzerne County, one branch in Montour County, four branches within Monroe County, and one loan production office within Northampton County, Pennsylvania.

A new, full-service branch is expected to open around the end of the first quarter of 2023 in Northampton County, Pennsylvania.

For further information, please refer to Item 2 – Properties, and Note 11 – Commitments and Contingencies in the notes to the consolidated financial statements.

14 unchanged sentences

The Bank’s primary market area reaches west from Montour County spanning east into Monroe and Northampton Counties, encompassing Columbia and Luzerne Counties.

The bank’s market extends north through Luzerne County and south to Northampton County.

The bank’s market extends north through Luzerne County and south into Northampton County.

Numerous other counties are also served;

3 unchanged sentences

The current population of the Bank’s primary five-county footprint has increased 2.9% since 2018 to 893,000 and is estimated to increase 0.7% to 899,000 by 2028.

As of June 30, 2021, the FDIC Summary of Deposits report market share data ranked the Bank 3 rd in the deposit market share out of the top 26 banks in the principal four-county deposit market, with 8.1% of deposits.

As of June 30, 2022, the FDIC Summary of Deposits report market share data ranked the Bank 4th in the deposit market share out of the top 25 banks in the principal four-county deposit market, with 7.3% of deposits.

The Bank’s headquarters, main office, and three of its branch offices are located in Berwick, Pennsylvania.

17 unchanged sentences

· First Northern Bank & Trust

· Peoples Security Bank

· Citizens Bank

· Service 1 st Federal Credit Union

· Citizens Bank

· Susquehanna Community Bank

· Community Bank, N.A.

· Fulton Bank

· Susquehanna Community Bank

· Honesdale National Bank

2 unchanged sentences

· ESSA Bank & Trust

· Landmark Community Bank

· Fidelity Deposit and Discount Bank

· Luzerne Bank

· Fidelity Deposit and Discount Bank

· First Columbia Bank & Trust Co.

· First National Bank of PA (FNB of PA)

· NBT Bank, N.A

· First National Bank of PA (FNB of PA)

· Peoples Security Bank

Concentration

16 unchanged sentences

Federal and state banking laws and regulations govern, among other things, the scope of a bank’s business, the investments a bank may make, the reserves against deposits a bank must maintain, loans a bank makes and collateral it takes, and the activities of a bank with respect to mergers and consolidations and the establishment of branches.

As a subsidiary of a bank holding company, the Bank is subject to certain restrictions imposed by the Federal Reserve Act on any extensions of credit to the bank holding company or its subsidiaries, on investments in the stock or other securities of the bank holding company or its subsidiaries and on taking such stock or securities as collateral for loans.

other securities of the bank holding company or its subsidiaries and on taking such stock or securities as collateral for loans.

The Federal Reserve Act and Federal Reserve Board regulations also place certain limitations and reporting requirements on extensions of credit by a bank to principal shareholders of its parent holding company, among others, and to related interests of such principal shareholders.

102 unchanged sentences

For these reasons, the Corporation does not expect the addition of IRR evaluation to the agencies’ capital guidelines to result in significant changes in capital requirements for the Bank.

In 2012, the Jumpstart Our Business Startups Act (the “JOBS Act”) became law.

The JOBS Act is aimed at facilitating capital raising by smaller companies, banks and bank holding companies by implementing the following changes:

● Raising the threshold requiring registration under the Exchange Act for banks and bank holding companies from 500 to 2,000 holders of record;

● Raising the threshold for triggering deregistration under the Exchange Act for banks and bank holding companies from 300 to 1,200 holders of record;

● Raising the limit for Regulation A offerings from $5 million to $50 million per year and exempting some Regulation A offerings from state blue sky laws;

● Permitting advertising and general solicitation in Rule 506 and Rule 144A offerings;

● Allowing private companies to use "crowdfunding"

to raise up to $1 million in any 12-month period, subject to certain conditions;

● Creating a new category of issuer, called an "Emerging Growth Company,"

for companies with less than $1 billion in annual gross revenue, which will benefit from certain changes that reduce the cost and burden of carrying out an equity initial public offering and complying with public company reporting obligations for up to five years.

The JOBS Act has not had any application to the Corporation, and management will continue to monitor the implementation rules for potential effects that might benefit the Corporation.

The Gramm-Leach-Bliley Act of 1999

In 1999, the Gramm-Leach-Bliley Act became law, which is also known as the Financial Services Modernization Act.

The act repealed some Depression-era banking laws and will permit banks, insurance companies and securities firms to engage in each others’ businesses after complying with certain conditions and regulations.

The act repealed some Depression-era banking laws and permits banks, insurance companies and securities firms to engage in each others’ businesses after complying with certain conditions and regulations.

The act grants to community banks the power to enter new financial markets as a matter of right that larger institutions have managed to do on an ad hoc basis.

79 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business