What changed in this filing

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Item 1A. Risk Factors

2023-05-15 compared with 2023-02-14 · 66 added, 7 removed, 0 unchanged (100% of the section changed)

There have been no material changes in the risk

factors disclosed in Part I, “Item 1A- Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended

June 30, 2022, which risk factors could materially affect our business, financial condition or future results.

The risks described

therein are not the only risks that we face.

Additional risks and uncertainties not currently known to us or that we currently deem to

be immaterial also may materially adversely affect our business, financial condition and/or operating results.

In addition to the other information set forth

in this report, you should carefully consider the risk factors disclosed in Part I, “Item 1A- Risk Factors” in the Form 10-K

for the year ended June 30, 2022 that the Company filed with the SEC on September 28, 2022.

The most significant risk factors affecting our

business include the factors discussed in our Annual Report on Form 10-K for the year ended June 30, 2022 under the Item 1A, “Risk

Factors” and the following additional factors:

Financial challenges at other banking institutions

could lead to depositor concerns that spread within the banking industry causing disruptive and destabilizing deposit outflows.

In March 2023, Silicon Valley Bank and Signature

Bank experienced large deposit outflows coupled with insufficient liquidity to meet withdrawal demands, resulting in the institutions

being placed into FDIC receivership.

In May 2023, First Republic Bank was also placed into FDIC receivership.

In the aftermath of these

events, there has been substantial market disruption and concerns that diminished depositor confidence could spread across the banking

industry, leading to deposit outflows that could destabilize other institutions.

To strengthen public confidence in the banking system,

the FDIC took action to protect funds held in uninsured deposit accounts at Silicon Valley Bank, Signature Bank and First Republic Bank.

However, the FDIC has not committed to protecting uninsured deposits in other institutions that experience outsized withdrawal demands.

To further bolster the banking system, the Federal Reserve Board created a new Bank Term Funding Program to provide an additional source

of liquidity.

At March 31, 2023, we had $20.9 million in available liquidity, including $8.1 million in cash and cash equivalents.

uninsured deposits are estimated to be approximately $27.8 million or 13.2% of total deposits.

At March 31, 2023, we had off-balance sheet

liquidity sources totaling $80.7 million, including $59.7 million in additional borrowing capacity at the Federal Home Loan Bank of Cincinnati.

Notwithstanding our significant liquidity, large deposit outflows could adversely affect our financial condition and results of operations

and could result in the closure of the Bank.

Furthermore, the recent bank failures may result in strengthening of capital and liquidity

rules which, if the revised rules apply to us, could adversely affect our financial condition and results of operations.

Insufficient liquidity or liquidity related

concerns could impair our ability to fund operations, pay dividends on outstanding shares of stock, and jeopardize our financial condition,

growth and prospects.

We require sufficient liquidity to fund loan commitments,

satisfy depositor withdrawal requests, make payments on our debt obligations as they become due, and meet other cash commitments.

risk is the potential that we will be unable to meet our obligations as they become due because of an inability to liquidate assets or

obtain adequate funding at a reasonable cost, in a timely manner and without adverse conditions or consequences.

Our sources of liquidity

consist primarily of cash, assets readily convertible to cash (such as investment securities), increases in deposits, advances, as needed,

from the FHLB, borrowings, as needed, from the Federal Reserve Bank of Cleveland and other borrowings.

Our access to funding sources in

amounts adequate to finance our activities or on acceptable terms could be impaired by factors that affect our organization specifically

or the financial services industry or economy in general.

Any substantial, unexpected, and/or prolonged change in the level or cost of

liquidity, or any liquidity related requirements imposed by our regulators, could impair our ability to fund operations, pay dividends

on outstanding shares of stock, enact stock repurchases, and meet our obligations as they become due and could have a material adverse

effect on our business, financial condition and results of operations.

These risk factors could materially affect our

business, financial condition or future results.

The risks described are not the only risks that the Company face.

Additional risks and

uncertainties not currently known or that the Company currently deem to be immaterial also may materially adversely affect its business,

financial condition and/or operating results.

Our FDIC deposit insurance premiums and

assessments may increase, which would reduce our profitability.

On March 12, 2023, the Department of the Treasury,

the Federal Reserve and the FDIC issued a joint statement relating to the resolution of Silicon Valley Bank and Signature Bank that stated

that losses to support uninsured deposits of those banks would be recovered via a special assessment on banks.

On May 11, 2023 the FDIC

Board of Directors approved a notice of proposed rulemaking, which would implement a special assessment to recover the cost associated

with protecting uninsured depositors following the closures of Silicon Valley Bank and Signature Bank.

In general, large banks with large

amounts of uninsured deposits benefitted most from the protection of uninsured depositors.

Banking organizations with total assets over

$50 billion would pay more than 95 percent of the special assessment and banking organizations with total assets under $5 billion would

not be subject to the special assessment.

Under the current provisions of this notice of proposed rulemaking, we believe that we would

not be impacted by the special assessment associated with the most recent banking organization closures.

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-Q

Item 1A. Risk Factors