8-K

CITIZENS & NORTHERN CORP (CZNC)

8-K 2022-10-20 For: 2022-10-20
View Original
Added on April 11, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

October 20, 2022

Date of Report (Date of earliest event reported)

Citizens & Northern Corporation

(Exact name of registrant as specified in its charter)

Pennsylvania **** 0-16084 **** 23-2451943
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Ident. No.)
90-92 Main Street , Wellsboro , Pennsylvania 16901
(Address of principal executive offices) (Zip Code)

( 570 ) 724-3411

Registrant’s telephone number, including area code

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, par value $1.00 per share CZNC Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.02. Results of Operations and Financial Condition

Citizens & Northern Corporation (the “Company”) announced unaudited, consolidated financial results for the three-month and nine-month periods ended September 30, 2022. On October 20, 2022, the Company issued a press release titled “C&N Declares Dividend and Announces Third Quarter 2022 Unaudited Financial Results,” a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Supplemental, unaudited financial information is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01. Financial Statements and Exhibits

(a)    Not applicable.

(b)    Not applicable.

(c)    Not applicable.

(d)    Exhibits.

Exhibit 99.1: Press Release issued by Citizens & Northern Corporation dated October 20, 2022, titled “C&N Declares Dividend and Announces Third Quarter 2022 Unaudited Financial Results.”
Exhibit 99.2: Supplemental, unaudited financial information.
Exhibit 104: Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CITIZENS & NORTHERN CORPORATION
Dated:  October 20, 2022 By: /s/ Mark A. Hughes
Mark A. Hughes
Treasurer and Chief Financial Officer

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Exhibit 99.1

Graphic

Contact:  Charity Frantz
October 20, 2022 570-724-0225
charityf@cnbankpa.com

C&N DECLARES DIVIDEND AND ANNOUNCES THIRD QUARTER 2022 UNAUDITED FINANCIAL RESULTS

For Immediate Release:

Wellsboro, PA – Citizens & Northern Corporation (“C&N”) (NASDAQ: CZNC) announced its most recent dividend declaration and its unaudited, consolidated financial results for the three-month and nine-month periods ended September 30, 2022.

Dividend Declared and Unaudited Financial Information

On October 20, 2022, C&N’s Board of Directors declared a regular quarterly cash dividend of $0.28 per share. The dividend is payable on November 11, 2022 to shareholders of record as of October 31, 2022.

Highlights related to C&N’s third quarter and September 30, 2022 year-to-date unaudited U.S. GAAP earnings results as compared to the second quarter 2022 and third quarter of 2021 are presented below.

Third Quarter 2022 as Compared to Second Quarter 2022

Net income was $4,455,000, or $0.29 per diluted share, for the third quarter 2022 as compared to $7,489,000, or $0.48 per diluted share, in the second quarter 2022.

Net interest income totaled $20,879,000 in the third quarter 2022, up $1,254,000 from the second quarter 2022. The increase in net interest income reflected the benefits of an increase of $67,370,000 in average earning assets, funded mainly by increases in average deposits of $35,592,000 (1.8% or 7.3% annualized) and borrowed funds of $27,340,000. Average loans outstanding increased $85,386,000 (5.4% or 21.5% annualized) from the second quarter, while average total interest-bearing due from banks and available-for-sale debt securities decreased $19,620,000. The net interest rate spread decreased 0.01%, as the average yield on earning assets increased 0.26% to 4.18%, while the average rate on interest-bearing liabilities increased 0.27% to 0.72%. The net interest margin was 3.69% in the third quarter 2022, up from 3.62% in the second quarter 2022.

The provision for loan losses was $3,794,000 in the third quarter 2022, up $3,486,000 from the second quarter 2022 provision of $308,000. The third quarter 2022 provision included net charge-offs of $2,171,000 and an increase of $1,623,000 in the collectively determined portion of the allowance. In the third quarter 2022, C&N recorded a partial charge-off of $2,160,000 on a commercial real estate secured loan with a principal balance of $6,920,000 at the time of charge-off. The charge-off resulted from the borrower’s default due to deterioration in financial performance accompanied by a significant decrease in the appraised value of property at a recently closed facility that had been one of the primary sources of collateral on the loan.

Noninterest income of $5,651,000 in the third quarter 2022 decreased $1,179,000 from the second quarter 2022 amount. Significant variances included the following:

Ø Other noninterest income of $622,000 decreased $834,000 from the second quarter 2022 total, including a decrease in income from tax credits of $795,000. In the second quarter, income from tax credits included credits of $720,000 on the PA Educational Improvement Tax Credit Program donations noted below.

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Ø Service charges on deposit accounts of $1,105,000 decreased $217,000 from the second quarter 2022, including the impact of accrued refunds of consumer overdraft fees totaling $290,000 as the result of updated regulatory guidance on certain overdraft fees.

Ø Loan Servicing fees, net of $189,000 decreased $169,000 from the second quarter 2022. The fair value of servicing rights decreased $23,000 in the third quarter 2022 as compared to an increase of $149,000 in the second quarter 2022 mainly due to changes in assumptions related to prepayments of mortgage loans.

Ø Net gains from sales of loans of $131,000 decreased $89,000 from the second quarter 2022, reflecting a reduction in volume of residential mortgage loans sold.

Ø Brokerage and insurance revenue of $696,000 increased $130,000 from the second quarter 2022, due to commissions on higher transaction volume.

Noninterest expense of $17,443,000 in the third quarter 2022 increased $404,000 from the second quarter 2022 amount. Significant variances included the following:

Ø Salaries and employee benefits expense of $10,826,000 increased $561,000 from the second quarter 2022 total, including an increase in base salaries expense of $203,000 reflecting staffing increases for treasury management services (commercial depository), lending, and administrative functions, and payments made to all non-executive employees totaling $192,000 to help offset significant inflation in 2022.

Ø Net occupancy and equipment expense of $1,498,000 increased $190,000 from the second quarter 2022 total, including accelerated depreciation expense of $205,000 related to planned closures of two branches in November 2022.

Ø Other noninterest expense of $1,995,000 decreased $436,000 from the second quarter 2022 total. Within this category, significant variances included the following:

Donations expense was down $839,000, as the second quarter 2022 total included donations of $800,000 relating to the PA Educational Improvement Tax Credit Program.
Other operational losses were $23,000 in the third quarter 2022, compared to a net reduction in expense of $272,000 in the second quarter 2022. Trust Department tax compliance penalties that had been assessed in previous years and accrued in 2020 were abated in the second quarter 2022, resulting in a reduction in expense of $301,000.
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The income tax provision was $858,000, or 16.1% of pre-tax income for the third quarter 2022, down from $1,618,000, or 17.8% of pre-tax income for the second quarter 2022. The decrease in income tax provision reflected the decrease in pre-tax income of $3,794,000 for the quarter.

Third Quarter 2022 as Compared to Third Quarter 2021

Third quarter 2022 net income was $4,455,000, or $0.29 per diluted share, as compared to $7,399,000, or $0.47 per diluted share, in the third quarter 2021. Significant variances were as follows:

Third quarter 2022 net interest income of $20,879,000 was $1,420,000 higher than the third quarter 2021 total. The net interest rate spread remained unchanged at 3.46%, as the average yield on earning assets increased 0.29% to 4.18%, and the average rate on interest-bearing liabilities increased 0.29% to 0.72%. The net interest margin was 3.69% in the third quarter 2022, up from 3.59% in the third quarter 2021. Total interest and fees from loans excluding loans originated under the U.S. Small Business Administration (SBA) Paycheck Protection Program (PPP) were $20,602,000 in the third quarter 2022, an increase of

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$3,144,000 from the third quarter 2021 total of $17,458,000. Total interest and fees from SBA PPP loans were $118,000 in the third quarter 2022, a decrease of $1,521,000 from the third quarter 2021 total of $1,639,000. Interest income from available-for-sale debt securities, on a fully taxable-equivalent basis, increased $939,000 in the third quarter 2022 as compared to the third quarter 2021, as the average balance (at amortized cost) of available-for-sale debt securities increased $173.8 million. Accretion and amortization of purchase accounting adjustments had a net positive impact on net interest income of $400,000 in the third quarter 2022 as compared to a net positive impact of $563,000 in the third quarter 2021. Average outstanding loans increased $82.4 million, despite a reduction in average PPP loans of $83.0 million. Average loans, excluding PPP loans, were up $165.5 million in the third quarter 2022 over the third quarter 2021, an increase of 11.0%. Average total deposits increased $61.8 million (3.2%).

The provision for loan losses was $3,794,000 in the third quarter 2022, up $2,264,000 from $1,530,000 in the third quarter 2021. As noted above, the provision in the third quarter 2022 included the impact of recognizing a partial charge-off of $2,160,000 on a commercial real estate secured loan. In comparison, the third quarter 2021 provision included a net charge of $611,000 related to specific loans (net charge-offs of $1,205,000 offset by a net decrease in specific allowances on loans of $594,000), and an increase of $919,000 in the collectively determined portion of the allowance. In the third quarter 2021, C&N recorded a partial charge-off of $1,194,000 on a commercial loan with an outstanding balance of $3,496,000 at the time of the charge-off.

Noninterest income of $5,651,000 in the third quarter 2022 decreased $708,000 from the third quarter 2021 amount. Significant variances included the following:

Ø Net gains from sales of loans of $131,000 decreased $666,000 from the third quarter 2021, reflecting a reduction in volume of residential mortgage loans sold.

Ø Service charges on deposit accounts of $1,105,000 decreased $144,000 from the third quarter 2021. In the third quarter 2022, C&N recorded accrued refunds of consumer overdraft fees totaling $290,000 as the result of updated regulatory guidance on certain overdraft fees.

Ø Brokerage and insurance revenue of $696,000 increased $136,000 from the third quarter 2021, due to commissions on higher transaction volume.

Noninterest expense of $17,443,000 in the third quarter 2022 increased $2,097,000 from the third quarter 2021 amount. Significant variances included the following:

Ø Salaries and employee benefits of $10,826,000 increased $1,399,000 from the third quarter 2021 total, including an increase in base salaries expense of $992,000. In addition to the impact of merit-based salary increases, the number of employees increased, reflecting expansion of the Southcentral PA market with the opening of an office in Lancaster as well as additions to staffing for information technology (IT), human resources and other functions. In total, the number of full-time equivalent employees (FTEs) increased by 21 (5.4%) to 412 in the third quarter 2022 as compared to the third quarter 2021. Also within this category, there was an increase in health care expense of $220,000 due to higher claims on C&N’s partially self-insured plan.

Ø Net occupancy and equipment expense of $1,498,000 increased $281,000 from the third quarter 2021 total, including accelerated depreciation expense of $205,000 related to planned closures of two branches in November 2022.

Ø Data processing and telecommunications of $1,719,000 increased $244,000 from the third quarter 2021 total, including the impact of increases in software licensing and maintenance costs as well as costs related to enhancements of data management capabilities.

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The income tax provision was $858,000, or 16.1% of pre-tax income for the third quarter 2022, down from $1,566,000, or 17.5% of pre-tax income for the third quarter 2021. The decrease in income tax provision reflected the decrease in pre-tax income of $3,652,000.

Nine Months Ended September 30, 2022 as Compared to Nine Months Ended September 30, 2021

Net income for the nine-month period ended September 30, 2022 was $18,839,000, or $1.21 per diluted share, while net income for the first nine months of 2021 was $23,246,000 or $1.46 per diluted share. Significant variances were as follows:

For the nine-month period ended September 30, 2022, net interest income of $60,836,000 was $2,613,000 higher than in the same period in 2021. Interest income from available-for-sale debt securities, on a fully taxable-equivalent basis, increased $2,883,000 in 2022 as compared to 2021, as the average balance (at amortized cost) of available-for-sale debt securities increased $192.7 million. Total interest and fees on loans increased $623,000 in 2022 as compared to 2021. Interest and fees on loans included $1,585,000 in 2022 and $35,000 in 2021 from repayments received on purchased credit impaired loans in excess of previous carrying amounts. Total interest and fees from PPP loans were $899,000 in 2022, a decrease of $3,987,000 from the 2021 total of $4,886,000. Accretion and amortization of purchase accounting adjustments had a net positive impact on net interest income of $1,347,000 in 2022 as compared to a net positive impact of $2,228,000 in 2021. Average outstanding loans decreased $6.9 million, including a reduction in average PPP loans of $106.2 million. Average loans, excluding PPP loans, were up $99.3 million (6.6%) in the first nine months of 2022 as compared to the first nine months of 2021. Average total deposits increased $68.6 million (3.6%) in comparing the first nine months of 2022 over the total for the first nine months of 2021.

For the first nine months of 2022, the provision for loan losses was $4,993,000, an increase in expense of $2,460,000 as compared to $2,533,000 recorded in the first nine months of 2021. The provision for the first nine months of 2022 includes $2,047,000 related to specific loans (net decrease in specific allowances on loans of $313,000 and net charge-offs of $2,360,000), an increase of $2,617,000 in the collectively determined portion of the allowance and a $329,000 increase in the unallocated portion. In comparison, the provision for loan losses in the first nine months of 2021 includes $1,176,000 related to specific loans (net charge-offs of $1,218,000 and a decrease in specific allowances on loans of $42,000), an increase of $1,271,000 in the collectively determined portion of the allowance and an $86,000 increase in the unallocated portion.

Noninterest income of $18,302,000 for the first nine months of 2022 decreased $1,139,000 from the total for the first nine months of 2021. Significant variances included the following:

Ø Net gains from sales of loans of $733,000 decreased $2,053,000 reflecting a reduction in volume of residential mortgage loans sold.

Ø Brokerage and insurance revenue of $1,784,000 increased $392,000, due to commissions on higher transaction volumes.

Ø Service charges on deposit accounts of $3,662,000 increased $325,000 as the volume of consumer and business overdraft and other activity increased partially offset by the impact of accrued refunds of $290,000 related to consumer overdraft fees.

Ø Loan servicing fees, net of $757,000 increased $210,000, reflecting growth in volume of residential mortgage loans sold with servicing retained. Further, the fair value of servicing rights increased $128,000 in 2022 as compared to a decrease of $9,000 in 2021 mainly due to changes in assumptions related to prepayments of mortgage loans.

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Ø Other noninterest income totaled $2,666,000, a decrease of $171,000. Within this category, the fair value of a marketable equity security decreased $114,000 in 2022 as compared to a decrease of $19,000 in 2021.

Noninterest expense of $51,368,000 for the first nine months of 2022 increased $4,914,000 from the total for the first nine months of 2021. Significant variances included the following:

Ø Salaries and employee benefits of $31,698,000 increased $3,877,000, including an increase in base salaries expense of $2.8 million reflecting merit-based salary increases and an increase in number of personnel related to expansion of the Southcentral PA market with the opening of an office in Lancaster. Additional increases include an increase in health care expense of $665,000 due to higher claims on C&N’s partially self-insured plan, $227,000 due to a lower portion of payroll costs capitalized (added to the carrying value of loans) due to the high volume of PPP loans originated in 2021, and $204,000 related to payroll taxes. Decreases include a reduction in estimated cash and stock-based incentive compensation expense of $126,000 and severance expense of $248,000 in 2021 with no comparable amount in 2022.

Ø Data processing and telecommunications of $5,062,000 increased $720,000, including the impact of increases in software licensing and maintenance costs as well as costs related to enhancements of data management capabilities.

Ø Net occupancy and equipment expense of $4,217,000 increased $477,000, including computer supplies and repairs and maintenance related to IT and Digital departments and increases related to a new branch location in Lancaster, PA as well as accelerated depreciation expense of $205,000 related to planned closures of two branches in November 2022.

Ø Professional fees of $1,490,000 decreased $193,000, mainly due to decreases in recruiting services and PPP loan processing-related professional fees.

The income tax provision of $3,959,000, or 17.4% of pre-tax income for the nine months ended September 30, 2022 decreased $1,497,000 from $5,456,000, or 19.0% of pre-tax income for the nine months ended September 30, 2021. The lower provision in 2022 includes the impact of a reduction in pre-tax income. The lower effective tax rate in 2022 includes the impact of the $301,000 reduction in expense from the reversal of tax penalties being non-taxable.

Other Information:

Changes in other unaudited financial information are as follows:

Total assets amounted to $2,400,180,000 at September 30, 2022, down from $2,410,718,000 at June 30, 2022 and up from $2,354,896,000 at September 30, 2021.

Cash & due from banks totaled $64,044,000 at September 30, 2022, down from $69,187,000 at June 30, 2022 and $198,995,000 at September 30, 2021. The decrease in cash reflects the deployment of otherwise excess cash to available-for-sale securities and loans to enhance net interest income.

The amortized cost of available-for-sale debt securities decreased to $559,837,000 at September 30, 2022 from $572,794,000 at June 30, 2022 and increased from $429,883,000 at September 30, 2021. The fair value of available-for-sale debt securities at September 30, 2022 was lower than the amortized cost basis by $71,857,000, or 12.8%. In comparison, the aggregate unrealized loss position was $45,957,000 (8.0%) at June 30, 2022 and there was an unrealized gain of $7,974,000 (1.9%) at September 30, 2021. The unrealized decrease in fair value of the portfolio in 2022 has resulted from an increase in interest rates. Management reviewed the available-for-sale debt securities as of September 30, 2022 and concluded there were no credit-related declines in fair value and that the unrealized losses on all of the securities in an unrealized loss position are considered temporary.

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Deferred tax asset, net totaled $22,327,000 at September 30, 2022, up from $16,331,000 at June 30, 2022 and $5,128,000 at September 30, 2021. The increase in the deferred tax asset, net included the impact of deferred tax on the unrealized loss on available-for-sale debt securities referred to above.

Net loans outstanding (excluding mortgage loans held for sale) were $1,674,076,000 at September 30, 2022, up 1.9% or 7.6% annualized from $1,643,057,000 at June 30, 2022 and up 7.1% from $1,563,008,000 at September 30, 2021. Loans outstanding, excluding PPP loans, totaled $1,688,211,000 at September 30, 2022, an increase of $36,859,000 (2.2%) from total loans excluding PPP loans at June 30, 2022 and an increase of $175,231,000 (11.6%) from total loans excluding PPP loans at September 30, 2021. In comparing outstanding balances at September 30, 2022 and 2021, total commercial loans were up $103.0 million (10.5%), reflecting a reduction in PPP loans of $60.7 million and an increase in other commercial loans of $163.7 million, total residential mortgage loans were higher by $11.1 million (1.9%) and total consumer loans were up $0.4 million (2.1%). The outstanding balance of residential mortgage loans originated and serviced by C&N that have been sold to third parties was $331.7 million at September 30, 2022, up $0.3 million (0.9%) from September 30, 2021.

Total nonperforming assets as a percentage of total assets was 0.87% at September 30, 2022, up from 0.62% at June 30, 2022 and down from 1.05% at September 30, 2021. Total nonperforming assets were $20.9 million at September 30, 2022, up from $14.8 million at June 30, 2022 and down from $24.6 million at September 30, 2021. Similarly, total impaired loans increased to $13.3 million at September 30, 2022 from $8.6 million at June 30, 2022 and decreased from $18.0 million at September 30, 2021. The increase in impaired loans and nonperforming assets at September 30, 2022 as compared to June 30, 2022 included the impact of classifying the commercial real estate secured loan referred to above with a carrying balance of $4.8 million net of charge-off at September 30, 2022 as impaired and nonperforming.

The allowance for loan losses was $16.2 million at September 30, 2022, or 0.96% of total loans as compared to $14.5 million or 0.88% of total loans at June 30, 2022 and $12.7 million or 0.81% of total loans at September 30, 2021. The increase in the allowance for loan losses at September 30, 2022 includes the impact of an increase in the collectively determined portion of the allowance due to several factors, including an increase in the net charge-off experience factor reflecting the $2,160,000 partial charge-off referred to above. In 2020 and 2019, C&N recorded performing loans purchased from other financial institutions at fair value. The calculations of fair value included discounts for credit losses, reflecting an estimate of the present value of credit losses based on market expectations. The total allowance for loan losses and the credit adjustment on purchased performing loans at September 30, 2022 was $18.3 million, or 1.08% of total loans receivable and the credit adjustment. The comparative ratios were 1.02% at June 30, 2022, and 1.05% at September 30, 2021.

Deposits totaled $2,039,595,000 at September 30, 2022, up 3.8% from $1,964,270,000 at June 30, 2022 and up 5.1% from $1,940,141,000 at September 30, 2021.

Borrowed funds, including Federal Home Loan Bank advances, repurchase agreements, senior notes and subordinated debt, totaled $97,249,000 at September 30, 2022, down from $166,119,000 at June 30, 2022 and up from $88,228,000 at September 30, 2021. Overnight Federal Home Loan Bank borrowings decreased to $0 at September 30, 2022 from $88.5 million at June 30, 2022.

Total stockholders’ equity was $238,789,000 at September 30, 2022, down from $258,619,000 at June 30, 2022 and $299,402,000 at September 30, 2021. Within stockholders’ equity, the portion of accumulated other comprehensive (loss) related to available-for-sale debt securities was ($56,766,000) at September 30, 2022 and ($36,307,000) at June 30, 2022, as compared to accumulated other comprehensive income of $6,300,000 at September 30, 2021. The decrease in stockholders’ equity at September 30, 2022 related to accumulated other comprehensive (loss) income from available-for-sale debt securities has been caused by recent, significant increases in interest rates. Accumulated other comprehensive income (loss) is excluded from C&N’s regulatory capital ratios.

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In February 2021, C&N amended its existing treasury stock repurchase program. Under the amended program, C&N is authorized to repurchase up to 1,000,000 shares of the Corporation’s common stock, or 6.25% of the Corporation’s issued and outstanding shares at February 18, 2021. In the third quarter 2022, 10,269 shares were repurchased for a total cost of $246,000, at an average price of $23.97 per share. Cumulatively through September 30, 2022, 674,700 shares have been repurchased for a total cost of $16,586,000, at an average price of $24.58 per share.

Citizens & Northern Bank is subject to various regulatory capital requirements. At September 30, 2022, Citizens & Northern Bank maintains regulatory capital ratios that exceed all capital adequacy requirements. Management expects the Bank to remain well-capitalized for the foreseeable future.

Trust assets under management by C&N’s Wealth Management Group amounted to $1,003,785,000 at September 30, 2022, down 4.9% from $1,055,290,000 at June 30, 2022 and 15.2% from $1,183,900,000 at September 30, 2021. Fluctuations in values of assets under management reflect the impact of recent high market volatility.

Under U.S. GAAP, interest income on tax-exempt securities and loans are reported at their nominal amounts, with the tax benefit accounted for as a reduction in the income tax provision. The Corporation presents certain analyses and ratios with net interest income determined on a fully taxable-equivalent basis, which are non-GAAP financial measures as presented. The Corporation believes presentation of net interest income on a fully taxable-equivalent basis provides investors with meaningful information for purposes of comparing the returns on tax-exempt securities and loans with returns on taxable securities and loans. The excess of net interest income on a fully taxable-equivalent basis over the amounts reported under U.S. GAAP were $309,000, $312,000, and $292,000 for the third quarter 2022, second quarter 2022 and third quarter 2021, respectively. The excess of net interest income over the amounts reported under U.S. GAAP were $923,000 for the nine months ended September 30, 2022 and $833,000 for the nine months ended September 30, 2021.

Citizens & Northern Corporation is the bank holding company for Citizens & Northern Bank, headquartered in Wellsboro, Pennsylvania which operates 31 banking offices located in Bradford, Bucks, Cameron, Chester, Lycoming, McKean, Potter, Sullivan, Tioga, York and Lancaster Counties in Pennsylvania and Steuben County in New York, as well as a loan production office in Elmira, New York. Citizens & Northern Corporation trades on NASDAQ under the symbol “CZNC.” For more information about Citizens & Northern Bank and Citizens & Northern Corporation, visit www.cnbankpa.com.

Safe Harbor Statement: Except for historical information contained herein, the matters discussed in this release are forward-looking statements. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including without limitation, the following: changes in monetary and fiscal policies of the Federal Reserve Board and the U.S. Government, particularly related to changes in interest rates; changes in general economic conditions; C&N’s credit standards and its on-going credit assessment processes might not protect it from significant credit losses; the effect of the novel coronavirus (COVID-19) and related events; legislative or regulatory changes; downturn in demand for loan, deposit and other financial services in C&N’s market area; increased competition from other banks and non-bank providers of financial services; technological changes and increased technology-related costs; information security breach or other technology difficulties or failures; changes in accounting principles, or the application of generally accepted accounting principles; and failure to achieve merger-related synergies and difficulties in integrating the business and operations of acquired institutions. Citizens & Northern disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. 7

EXHIBIT 99.2 – Supplemental, Unaudited Financial Information

Graphic

CONDENSED, CONSOLIDATED EARNINGS INFORMATION

(Dollars In Thousands, Except Per Share Data)

(Unaudited)

**** 3RD **** 3RD
QUARTER QUARTER
2022 2021
(Current) (Prior Year) Incr. (Decr.) % Incr. (Decr.) ****
Interest and Dividend Income $ 23,710 $ 21,073 12.51 %
Interest Expense 2,831 1,614 75.40 %
Net Interest Income 20,879 19,459 7.30 %
Provision for Loan Losses 3,794 1,530 147.97 %
Net Interest Income After Provision for Loan Losses 17,085 17,929 (4.71) %
Noninterest Income 5,651 6,359 (11.13) %
Net Gains on Available-for-sale Debt Securities 20 23 (13.04) %
Noninterest Expense 17,443 15,346 13.66 %
Income Before Income Tax Provision 5,313 8,965 (40.74) %
Income Tax Provision 858 1,566 (45.21) %
Net Income $ 4,455 $ 7,399 **** (39.79) %
Net Income Attributable to Common Shares (1) $ 4,416 $ 7,336 **** (39.80) %
PER COMMON SHARE DATA:
Net Income - Basic $ 0.29 $ 0.47 (38.30) %
Net Income - Diluted $ 0.29 $ 0.47 (38.30) %
Dividends Per Share $ 0.28 $ 0.28 0.00 %
Number of Shares Used in Computation - Basic 15,364,075 15,703,932
Number of Shares Used in Computation - Diluted 15,367,189 15,710,345

All values are in US Dollars.

NINE MONTHS ENDED
September 30,
2022 2021
(Current) (Prior Year) Incr. (Decr.) % Incr. (Decr.)
Interest and Dividend Income $ 66,792 $ 63,255 5.59 %
Interest Expense 5,956 5,032 18.36 %
Net Interest Income 60,836 58,223 4.49 %
Provision for Loan Losses 4,993 2,533 97.12 %
Net Interest Income After Provision for Loan Losses 55,843 55,690 0.27 %
Noninterest Income 18,302 19,441 (5.86) %
Net Gains on Available-for-sale Debt Securities 21 25 (16.00) %
Noninterest Expense 51,368 46,454 10.58 %
Income Before Income Tax Provision 22,798 28,702 (20.57) %
Income Tax Provision 3,959 5,456 (27.44) %
Net Income $ 18,839 $ 23,246 **** (18.96) %
Net Income Attributable to Common Shares (1) $ 18,670 $ 23,057 **** (19.03) %
PER COMMON SHARE DATA:
Net Income - Basic $ 1.21 $ 1.46 (17.12) %
Net Income - Diluted $ 1.21 $ 1.46 (17.12) %
Dividends Per Share $ 0.84 $ 0.83 1.20 %
Number of Shares Used in Computation - Basic 15,482,672 15,806,897
Number of Shares Used in Computation - Diluted 15,485,948 15,813,129

All values are in US Dollars.

(1) Basic and diluted net income per common share are determined based on net income less earnings allocated to nonvested restricted shares with nonforfeitable dividends.

1

CONDENSED, CONSOLIDATED BALANCE SHEET DATA

(Dollars In Thousands)

(Unaudited)

September 30, September 30,
2022 2021 Incr. (Decr.) % Incr. (Decr.)
ASSETS
Cash & Due from Banks $ 64,044 $ 198,995 (67.82) %
Available-for-sale Debt Securities 487,980 437,857 11.45 %
Loans, Net 1,674,076 1,563,008 7.11 %
Bank-Owned Life Insurance 31,075 30,530 1.79 %
Bank Premises and Equipment, Net 21,881 20,526 6.60 %
Deferred Tax Asset, Net 22,327 5,128 335.39 %
Intangible Assets 55,492 55,955 (0.83) %
Other Assets 43,305 42,897 0.95 %
TOTAL ASSETS $ 2,400,180 $ 2,354,896 **** 1.92 %
LIABILITIES
Deposits $ 2,039,595 $ 1,940,141 5.13 %
Borrowed Funds - Federal Home Loan Bank and Repurchase Agreements 57,920 40,555 42.82 %
Senior Notes, Net 14,749 14,685 0.44 %
Subordinated Debt, Net 24,580 32,988 (25.49) %
Other Liabilities 24,547 27,125 (9.50) %
TOTAL LIABILITIES **** 2,161,391 **** 2,055,494 **** 5.15 %
STOCKHOLDERS' EQUITY
Common Stockholders' Equity, Excluding Accumulated
Other Comprehensive (Loss) Income 295,258 292,997 0.77 %
Accumulated Other Comprehensive (Loss) Income:
Net Unrealized (Losses) Gains on Available-for-sale Debt Securities (56,766) 6,300 (1,001.05) %
Defined Benefit Plans 297 105 182.86 %
TOTAL STOCKHOLDERS' EQUITY **** 238,789 **** 299,402 **** (20.24) %
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 2,400,180 $ 2,354,896 **** 1.92 %

All values are in US Dollars.

​ 2

CONDENSED, CONSOLIDATED FINANCIAL HIGHLIGHTS

(Dollars In Thousands, Except Per Share Data)

(Unaudited)

**** FOR THE
THREE MONTHS ENDED %
September 30, INCREASE
**** 2022 **** 2021 **** (DECREASE) ****
EARNINGS PERFORMANCE
Net Income $ 4,455 $ 7,399 (39.79) %
Return on Average Assets (Annualized) 0.74 % 1.26 % (41.27) %
Return on Average Equity (Annualized) 6.85 % 9.77 % (29.89) %

**** AS OF OR FOR THE
NINE MONTHS ENDED %
September 30, INCREASE
**** 2022 **** 2021 **** (DECREASE) ****
EARNINGS PERFORMANCE
Net Income $ 18,839 $ 23,246 (18.96) %
Return on Average Assets (Annualized) 1.06 % 1.34 % (20.90) %
Return on Average Equity (Annualized) 9.20 % 10.28 % (10.51) %
BALANCE SHEET HIGHLIGHTS
Total Assets $ 2,400,180 $ 2,354,896 1.92 %
Available-for-Sale Debt Securities 487,980 437,857 11.45 %
Loans, Net 1,674,076 1,563,008 7.11 %
Allowance for Loan Losses 16,170 12,700 27.32 %
Deposits 2,039,595 1,940,141 5.13 %
OFF-BALANCE SHEET
Outstanding Balance of Mortgage Loans Sold with Servicing Retained $ 331,675 $ 328,659 0.92 %
Trust Assets Under Management 1,003,785 1,183,900 (15.21) %
STOCKHOLDERS' VALUE (PER COMMON SHARE)
Net Income - Basic $ 1.21 $ 1.46 (17.12) %
Net Income - Diluted $ 1.21 $ 1.46 (17.12) %
Dividends $ 0.84 $ 0.83 1.20 %
Common Book Value $ 15.41 $ 19.01 (18.94) %
Tangible Common Book Value (a) $ 11.83 $ 15.46 (23.48) %
Market Value (Last Trade) $ 24.18 $ 25.26 (4.28) %
Market Value / Common Book Value 156.91 % 132.88 % 18.08 %
Market Value / Tangible Common Book Value 204.40 % 163.39 % 25.10 %
Price Earnings Multiple (Annualized) 15.02 12.95 15.98 %
Dividend Yield (Annualized) 4.63 % 4.39 % 5.47 %
Common Shares Outstanding, End of Period 15,500,416 15,750,250 (1.59) %

​ 3

CONDENSED, CONSOLIDATED FINANCIAL HIGHLIGHTS (Continued)

(Dollars In Thousands, Except Per Share Data)

(Unaudited)

AS OF OR FOR THE
NINE MONTHS ENDED % ****
September 30, INCREASE ****
**** 2022 **** 2021 **** (DECREASE) ****
SAFETY AND SOUNDNESS
Tangible Common Equity / Tangible Assets (a) 7.82 % 10.59 % (26.16) %
Nonperforming Assets / Total Assets 0.87 % 1.05 % (17.14) %
Allowance for Loan Losses / Total Loans 0.96 % 0.81 % 18.52 %
Total Risk Based Capital Ratio (b) 15.86 % 18.57 % (14.59) %
Tier 1 Risk Based Capital Ratio (b) 13.53 % 15.53 % (12.88) %
Common Equity Tier 1 Risk Based Capital Ratio (b) 13.53 % 15.53 % (12.88) %
Leverage Ratio (b) 10.04 % 10.34 % (2.90) %
AVERAGE BALANCES
Average Assets $ 2,359,863 $ 2,310,531 2.14 %
Average Equity $ 273,129 $ 301,474 (9.40) %
EFFICIENCY RATIO (c)
Net Interest Income on a Fully Taxable-Equivalent
Basis (c) $ 61,759 $ 59,056 4.58 %
Noninterest Income 18,302 19,441 (5.86) %
Total (1) $ 80,061 $ 78,497 1.99 %
Noninterest Expense (2) $ 51,368 $ 46,454 10.58 %
Efficiency Ratio = (2)/(1) 64.16 % 59.18 % 8.42 %

(a)Tangible common book value per share and tangible common equity as a percentage of tangible assets are non-U.S. GAAP ratios.  Management believes this non-GAAP information is helpful in evaluating the strength of the Corporation's capital and in providing an alternative, conservative valuation of the Corporation's net worth.  The ratios shown above are based on the following calculations of tangible assets and tangible common equity:

Total Assets $ 2,400,180 $ 2,354,896
Less: Intangible Assets, Primarily Goodwill (55,492) (55,955)
Tangible Assets $ 2,344,688 $ 2,298,941
Total Stockholders' Equity $ 238,789 $ 299,402
Less: Intangible Assets, Primarily Goodwill (55,492) (55,955)
Tangible Common Equity (3) $ 183,297 $ 243,447
Common Shares Outstanding, End of Period (4) 15,500,416 15,750,250
Tangible Common Book Value per Share = (3)/(4) $ 11.83 $ 15.46

(b)Capital ratios for the most recent period are estimated.

(c)The efficiency ratio is a non-GAAP ratio that is calculated as shown above.  For purposes of calculating the efficiency ratio, net interest income on a fully taxable-equivalent basis includes amounts of interest income on tax-exempt securities and loans that have been increased to a fully taxable-equivalent basis, using the Corporation's marginal federal income tax rate of 21%. A reconciliation of net interest income under U.S. GAAP as compared to net interest income as adjusted to a fully taxable-equivalent basis is provided in Exhibit 99.2 under the table “COMPARISON OF INTEREST INCOME AND EXPENSE”.

​ 4

QUARTERLY CONDENSED, CONSOLIDATED

INCOME STATEMENT INFORMATION

(Dollars In Thousands, Except Per Share Data)

(Unaudited)

**** For the Three Months Ended :
September 30, June 30, March 31, December 31, September 30, June 30, March 31,
2022 2022 2022 2021 2021 2021 2021
Interest income $ 23,710 $ 21,309 $ 21,773 $ 21,246 $ 21,073 $ 20,428 $ 21,754
Interest expense 2,831 1,684 1,441 1,530 1,614 1,747 1,671
Net interest income 20,879 19,625 20,332 19,716 19,459 18,681 20,083
Provision for loan losses 3,794 308 891 1,128 1,530 744 259
Net interest income after provision for loan losses 17,085 19,317 19,441 18,588 17,929 17,937 19,824
Noninterest income 5,651 6,830 5,821 6,416 6,359 6,300 6,782
Net gains (losses) on securities 20 (1) 2 (1) 23 2 0
Noninterest expense 17,443 17,039 16,886 16,018 15,346 15,399 15,709
Income before income tax provision 5,313 9,107 8,378 8,985 8,965 8,840 10,897
Income tax provision 858 1,618 1,483 1,677 1,566 1,780 2,110
Net income $ 4,455 $ 7,489 $ 6,895 $ 7,308 $ 7,399 $ 7,060 $ 8,787
Net income attributable to common shares $ 4,416 $ 7,419 $ 6,835 $ 7,256 $ 7,336 $ 6,999 $ 8,722
Basic earnings per common share $ 0.29 $ 0.48 $ 0.44 $ 0.46 $ 0.47 $ 0.44 $ 0.55
Diluted earnings per common share $ 0.29 $ 0.48 $ 0.44 $ 0.46 $ 0.47 $ 0.44 $ 0.55

​ 5

QUARTERLY CONDENSED, CONSOLIDATED

BALANCE SHEET INFORMATION

(In Thousands) (Unaudited)

**** As of:
September 30, June 30, March 31, December 31, September 30, June 30, March 31,
2022 2022 2022 2021 2021 2021 2021
ASSETS
Cash & Due from Banks $ 64,044 $ 69,187 $ 114,346 $ 104,948 $ 198,995 $ 208,860 $ 207,145
Available-for-Sale Debt Securities 487,980 526,837 532,913 517,679 437,857 391,881 366,376
Loans, Net 1,674,076 1,643,057 1,523,919 1,551,312 1,563,008 1,585,481 1,602,926
Bank-Owned Life Insurance 31,075 30,941 30,805 30,670 30,530 30,391 30,247
Bank Premises and Equipment, Net 21,881 21,829 21,169 20,683 20,526 20,620 20,740
Deferred Tax Asset, Net 22,327 16,331 11,818 5,887 5,128 3,408 3,530
Intangible Assets 55,492 55,602 55,711 55,821 55,955 56,088 56,222
Other Assets 43,305 46,934 39,690 40,648 42,897 42,334 46,409
TOTAL ASSETS $ 2,400,180 $ 2,410,718 $ 2,330,371 $ 2,327,648 $ 2,354,896 $ 2,339,063 $ 2,333,595
LIABILITIES
Deposits $ 2,039,595 $ 1,964,270 $ 1,960,952 $ 1,925,060 $ 1,940,141 $ 1,916,809 $ 1,923,925
Borrowed Funds - Federal Home Loan Bank and Repurchase Agreements 57,920 126,833 22,938 29,845 40,555 46,450 60,230
Senior Notes, Net 14,749 14,733 14,717 14,701 14,685 14,670 0
Subordinated Debt, Net 24,580 24,553 33,031 33,009 32,988 32,967 16,534
Other Liabilities 24,547 21,710 22,525 23,628 27,125 24,034 32,850
TOTAL LIABILITIES **** 2,161,391 **** 2,152,099 **** 2,054,163 **** 2,026,243 **** 2,055,494 **** 2,034,930 **** 2,033,539
STOCKHOLDERS' EQUITY
Common Stockholders' Equity, Excluding Accumulated Other Comprehensive (Loss) Income 295,258 294,621 296,386 296,379 292,997 294,857 293,097
Accumulated Other Comprehensive (Loss) Income:
Net Unrealized (Losses) Gains on Available-for-sale Securities (56,766) (36,307) (20,492) 4,809 6,300 9,167 6,847
Defined Benefit Plans 297 305 314 217 105 109 112
TOTAL STOCKHOLDERS' EQUITY **** 238,789 **** 258,619 **** 276,208 **** 301,405 **** 299,402 **** 304,133 **** 300,056
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 2,400,180 $ 2,410,718 $ 2,330,371 $ 2,327,648 $ 2,354,896 $ 2,339,063 $ 2,333,595

​ 6

AVAILABLE-FOR-SALE DEBT SECURITIES

(In Thousands)

**** September 30, 2022 June 30, 2022 December 31, 2021 September 30, 2021
Amortized Fair Amortized Fair Amortized Fair Amortized Fair
Cost Value Cost Value Cost Value Cost Value
Obligations of the U.S. Treasury $ 35,155 $ 31,599 $ 38,151 $ 35,774 $ 25,058 $ 24,912 $ 25,088 $ 25,068
Obligations of U.S. Government agencies 23,939 21,389 24,454 22,785 23,936 24,091 23,935 24,312
Bank holding company debt securities 28,944 25,432 28,942 27,415 18,000 17,987 0 0
Obligations of states and political subdivisions:
Tax-exempt 146,847 126,710 152,063 139,400 143,427 148,028 135,362 139,244
Taxable 69,902 58,317 72,204 63,898 72,182 72,765 69,426 70,493
Mortgage-backed securities issued or guaranteed by U.S. Government agencies or sponsored agencies:
Residential pass-through securities 116,833 102,739 114,367 106,043 98,048 98,181 59,920 60,629
Residential collateralized mortgage obligations 44,075 39,632 47,295 44,761 44,015 44,247 43,811 44,593
Commercial mortgage-backed securities 89,349 77,383 95,318 86,761 86,926 87,468 72,341 73,518
Private label commercial mortgage-backed securities 4,793 4,779 0 0 0 0 0 0
Total Available-for-Sale Debt Securities $ 559,837 $ 487,980 $ 572,794 $ 526,837 $ 511,592 $ 517,679 $ 429,883 $ 437,857

SUMMARY OF LOANS BY TYPE

(Excludes Loans Held for Sale)

(In Thousands)

**** September 30, **** June 30, **** December 31, **** September 30,
2022 2022 2021 2021
Commercial:
Commercial loans secured by real estate $ 658,861 $ 656,892 $ 569,840 $ 553,389
Commercial and industrial 172,258 171,999 159,073 152,244
Paycheck Protection Program - 1st Draw 24 44 1,356 5,747
Paycheck Protection Program - 2nd Draw 2,011 6,208 25,508 56,981
Political subdivisions 83,725 87,512 81,301 73,503
Commercial construction and land 76,194 58,786 60,579 53,267
Loans secured by farmland 12,839 12,967 11,121 10,812
Multi-family (5 or more) residential 59,315 53,753 50,089 52,962
Agricultural loans 2,492 2,628 2,351 3,092
Other commercial loans 14,636 15,767 17,153 17,312
Total commercial 1,082,355 1,066,556 978,371 979,309
Residential mortgage:
Residential mortgage loans - first liens 492,854 482,505 483,629 494,376
Residential mortgage loans - junior liens 24,208 23,036 23,314 24,303
Home equity lines of credit 42,972 40,887 39,252 38,465
1-4 Family residential construction 29,950 26,071 23,151 21,719
Total residential mortgage 589,984 572,499 569,346 578,863
Consumer 17,907 18,549 17,132 17,536
Total 1,690,246 1,657,604 1,564,849 1,575,708
Less: allowance for loan losses (16,170) (14,547) (13,537) (12,700)
Loans, net $ 1,674,076 $ 1,643,057 $ 1,551,312 $ 1,563,008

​ 7

ANALYSIS OF THE ALLOWANCE FOR LOAN LOSSES

(In Thousands)

**** 3 Months **** 3 Months **** 9 Months **** 9 Months
Ended Ended Ended Ended
September 30, June 30, September 30, September 30,
2022 2022 2022 2021
Balance, beginning of period $ 14,547 $ 14,271 $ 13,537 $ 11,385
Charge-offs (2,196) (41) (2,417) (1,278)
Recoveries 25 9 57 60
Net charge-offs (2,171) (32) (2,360) (1,218)
Provision for loan losses 3,794 308 4,993 2,533
Balance, end of period $ 16,170 $ 14,547 $ 16,170 $ 12,700

PAST DUE AND IMPAIRED LOANS, NONPERFORMING ASSETS

AND TROUBLED DEBT RESTRUCTURINGS (TDRs)

(Dollars In Thousands)

**** September 30, **** June 30, **** December 31, **** September 30, ****
2022 2022 2021 2021 ****
Impaired loans with a valuation allowance $ 8,156 $ 3,392 $ 6,540 $ 7,225
Impaired loans without a valuation allowance 1,370 1,376 2,636 4,165
Purchased credit impaired loans 3,783 3,879 6,558 6,624
Total impaired loans $ 13,309 $ 8,647 $ 15,734 $ 18,014
Total loans past due 30-89 days and still accruing $ 3,041 $ 5,082 $ 5,106 $ 2,139
Nonperforming assets:
Purchased credit impaired loans $ 3,783 $ 3,879 $ 6,558 $ 6,624
Other nonaccrual loans 13,176 7,763 12,441 14,717
Total nonaccrual loans 16,959 11,642 18,999 21,341
Total loans past due 90 days or more and still accruing 3,499 2,694 2,219 1,924
Total nonperforming loans 20,458 14,336 21,218 23,265
Foreclosed assets held for sale (real estate) 454 505 684 1,374
Total nonperforming assets $ 20,912 $ 14,841 $ 21,902 $ 24,639
Loans subject to troubled debt restructurings (TDRs):
Performing $ 231 $ 239 $ 288 $ 232
Nonperforming 3,960 3,965 5,517 5,591
Total TDRs $ 4,191 $ 4,204 $ 5,805 $ 5,823
Total nonperforming loans as a % of total loans 1.21 % 0.86 % 1.36 % 1.48 %
Total nonperforming assets as a % of assets 0.87 % 0.62 % 0.94 % 1.05 %
Allowance for loan losses as a % of total loans 0.96 % 0.88 % 0.87 % 0.81 %
Credit adjustment on purchased non-impaired loans and allowance for loan losses as a % of total loans and the credit adjustment (a) 1.08 % 1.02 % 1.08 % 1.05 %
Allowance for loan losses as a % of nonperforming loans 79.04 % 101.47 % 63.80 % 54.59 %
(a) Credit adjustment on purchased non-impaired loans at end of period $ 2,095 $ 2,403 $ 3,335 $ 3,836
Allowance for loan losses 16,170 14,547 13,537 12,700
Total credit adjustment on purchased non-impaired loans at end of period and allowance for loan losses (1) $ 18,265 $ 16,950 $ 16,872 $ 16,536
Total loans receivable $ 1,690,246 $ 1,657,604 $ 1,564,849 $ 1,575,708
Credit adjustment on purchased non-impaired loans at end of period 2,095 2,403 3,335 3,836
Total (2) $ 1,692,341 $ 1,660,007 $ 1,568,184 $ 1,579,544
Credit adjustment on purchased non-impaired loans and allowance for loan losses as a % of total loans and the credit adjustment (1)/(2) 1.08 % 1.02 % 1.08 % 1.05 %

​ 8

ADJUSTMENTS TO GROSS AMORTIZED COST OF LOANS

(In Thousands)

Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30, September 30,
2022 2022 2021 2022 2021
Market Rate Adjustment
Adjustments to gross amortized cost of loans at beginning of period $ (866) $ (885) $ (5) $ (637) $ 718
Accretion (amortization) recognized in interest income 5 19 (368) (224) (1,091)
Adjustments to gross amortized cost of loans at end of period $ (861) $ (866) $ (373) $ (861) $ (373)
Credit Adjustment on Non-impaired Loans
Adjustments to gross amortized cost of loans at beginning of period $ (2,403) $ (2,782) $ (4,502) $ (3,335) $ (5,979)
Accretion recognized in interest income 308 379 666 1,240 2,143
Adjustments to gross amortized cost of loans at end of period $ (2,095) $ (2,403) $ (3,836) $ (2,095) $ (3,836)

PURCHASED CREDIT IMPAIRED (PCI) LOANS

(In Thousands)

September 30, June 30, September 30,
2022 2022 2021
Outstanding balance $ 5,564 $ 5,766 $ 10,064
Carrying amount 3,783 3,879 6,624

​ 9

COMPARISON OF INTEREST INCOME AND EXPENSE

(In Thousands)

**** Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30, September 30,
2022 2022 2021 2022 2021
INTEREST INCOME
Interest-bearing due from banks $ 176 $ 92 $ 106 $ 335 $ 230
Available-for-sale debt securities:
Taxable 2,138 2,036 1,304 6,143 3,604
Tax-exempt 947 959 842 2,811 2,467
Total available-for-sale debt securities 3,085 2,995 2,146 8,954 6,071
Loans receivable:
Taxable 19,967 17,721 16,890 55,662 51,209
Paycheck Protection Program -1st Draw 4 11 618 53 3,289
Paycheck Protection Program - 2nd Draw 114 195 1,021 846 1,597
Tax-exempt 635 588 568 1,796 1,639
Total loans receivable 20,720 18,515 19,097 58,357 57,734
Other earning assets 38 19 16 69 53
Total Interest Income 24,019 21,621 21,365 67,715 64,088
INTEREST EXPENSE
Interest-bearing deposits:
Interest checking 487 308 230 989 686
Money market 639 369 269 1,270 895
Savings 66 64 58 191 170
Time deposits 780 389 506 1,562 1,807
Total interest-bearing deposits 1,972 1,130 1,063 4,012 3,558
Borrowed funds:
Short-term 179 122 0 302 22
Long-term - FHLB advances 332 55 87 436 330
Senior notes, net 119 120 118 357 175
Subordinated debt, net 229 257 346 849 947
Total borrowed funds 859 554 551 1,944 1,474
Total Interest Expense 2,831 1,684 1,614 5,956 5,032
Net Interest Income $ 21,188 $ 19,937 $ 19,751 $ 61,759 $ 59,056

Note: Interest income from tax-exempt securities and loans has been adjusted to a fully taxable-equivalent basis, using the Corporation’s marginal federal income tax rate of 21%. The following table is a reconciliation of net interest income under U.S. GAAP as compared to net interest income as adjusted to a fully taxable-equivalent basis.

(In Thousands) Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30, September 30,
2022 2022 2021 2022 2021
Net Interest Income Under U.S. GAAP $ 20,879 $ 19,625 $ 19,459 $ 60,836 $ 58,223
Add: fully taxable-equivalent interest income adjustment from tax-exempt securities 179 191 173 553 494
Add: fully taxable-equivalent interest income adjustment from tax-exempt loans 130 121 119 370 339
Net Interest Income as adjusted to a fully taxable-equivalent basis $ 21,188 $ 19,937 $ 19,751 $ 61,759 $ 59,056

​ 10

ANALYSIS OF AVERAGE DAILY BALANCES AND RATES

(Dollars in Thousands)

**** 3 Months **** **** 3 Months 3 Months
Ended Rate of Ended Rate of Ended Rate of ****
9/30/2022 Return/ 6/30/2022 Return/ 9/30/2021 Return/ ****
Average Cost of Average Cost of Average Cost of ****
Balance Funds % Balance Funds % Balance Funds %
EARNING ASSETS
Interest-bearing due from banks $ 34,465 2.03 % $ 47,428 0.78 % $ 195,359 0.22 %
Available-for-sale debt securities, at amortized cost:
Taxable 414,147 2.05 % 419,824 1.95 % 263,682 1.96 %
Tax-exempt 150,773 2.49 % 151,753 2.53 % 127,466 2.62 %
Total available-for-sale debt securities 564,920 2.17 % 571,577 2.10 % 391,148 2.18 %
Loans receivable:
Taxable 1,582,245 5.01 % 1,494,165 4.76 % 1,426,503 4.70 %
Paycheck Protection Program - 1st Draw 34 46.68 % 707 6.24 % 19,625 12.49 %
Paycheck Protection Program - 2nd Draw 4,661 9.70 % 8,565 9.13 % 68,108 5.95 %
Tax-exempt 87,330 2.88 % 85,447 2.76 % 77,621 2.90 %
Total loans receivable 1,674,270 4.91 % 1,588,884 4.67 % 1,591,857 4.76 %
Other earning assets 3,925 3.84 % 2,321 3.28 % 2,355 2.70 %
Total Earning Assets 2,277,580 4.18 % 2,210,210 3.92 % 2,180,719 3.89 %
Cash 23,731 23,114 24,436
Unrealized (loss) gain on securities (44,559) (36,675) 12,411
Allowance for loan losses (14,914) (14,509) (12,688)
Bank-owned life insurance 30,991 30,857 30,445
Bank premises and equipment 21,874 21,556 20,620
Intangible assets 55,547 55,656 56,021
Other assets 57,012 55,735 43,947
Total Assets $ 2,407,262 $ 2,345,944 $ 2,355,911
INTEREST-BEARING LIABILITIES
Interest-bearing deposits:
Interest checking $ 442,647 0.44 % $ 431,997 0.29 % $ 423,371 0.22 %
Money market 438,770 0.58 % 449,656 0.33 % 446,385 0.24 %
Savings 261,422 0.10 % 255,578 0.10 % 231,093 0.10 %
Time deposits 298,628 1.04 % 268,753 0.58 % 312,979 0.64 %
Total interest-bearing deposits 1,441,467 0.54 % 1,405,984 0.32 % 1,413,828 0.30 %
Borrowed funds:
Short-term 33,970 2.09 % 36,848 1.33 % 2,185 0.00 %
Long-term - FHLB advances 51,628 2.55 % 19,516 1.13 % 41,083 0.84 %
Senior notes, net 14,741 3.20 % 14,725 3.27 % 14,674 3.19 %
Subordinated debt, net 24,566 3.70 % 26,476 3.89 % 32,978 4.16 %
Total borrowed funds 124,905 2.73 % 97,565 2.28 % 90,920 2.40 %
Total Interest-bearing Liabilities 1,566,372 0.72 % 1,503,549 0.45 % 1,504,748 0.43 %
Demand deposits 557,116 557,007 522,930
Other liabilities 23,588 20,066 25,386
Total Liabilities 2,147,076 2,080,622 2,053,064
Stockholders' equity, excluding accumulated other comprehensive (loss) income 295,086 293,985 292,936
Accumulated other comprehensive (loss) income (34,900) (28,663) 9,911
Total Stockholders' Equity 260,186 265,322 302,847
Total Liabilities and Stockholders' Equity $ 2,407,262 $ 2,345,944 $ 2,355,911
Interest Rate Spread 3.46 % 3.47 % 3.46 %
Net Interest Income/Earning Assets 3.69 % 3.62 % 3.59 %
Total Deposits (Interest-bearing and Demand) $ 1,998,583 $ 1,962,991 $ 1,936,758

(1)Annualized rates of return on tax-exempt securities and loans are presented on a fully taxable-equivalent basis, using the Corporation’s marginal federal income tax rate of 21%.

(2) Nonaccrual loans have been included with loans for the purpose of analyzing net interest earnings.
(3) Rates of return on earning assets and costs of funds have been presented on an annualized basis.
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11

ANALYSIS OF AVERAGE DAILY BALANCES AND RATES

(Dollars in Thousands)

**** 9 Months **** 9 Months
Ended Rate of Ended Rate of ****
9/30/2022 Return/ 9/30/2021 Return/ ****
Average Cost of Average Cost of ****
Balance Funds % **** Balance Funds% ****
EARNING ASSETS
Interest-bearing due from banks $ 55,154 0.81 % $ 157,231 0.20 %
Available-for-sale debt securities, at amortized cost:
Taxable 408,178 2.01 % 241,716 1.99 %
Tax-exempt 148,977 2.52 % 122,736 2.69 %
Total available-for-sale debt securities 557,155 2.15 % 364,452 2.23 %
Loans receivable:
Taxable 1,507,756 4.94 % 1,424,457 4.81 %
Paycheck Protection Program - 1st Draw 593 11.95 % 58,900 7.47 %
Paycheck Protection Program - 2nd Draw 10,294 10.99 % 58,173 3.67 %
Tax-exempt 85,492 2.81 % 69,502 3.15 %
Total loans receivable 1,604,135 4.86 % 1,611,032 4.79 %
Other earning assets 2,750 3.35 % 2,556 2.77 %
Total Earning Assets 2,219,194 4.08 % 2,135,271 4.01 %
Cash 22,527 24,564
Unrealized (loss) gain on securities (28,068) 11,831
Allowance for loan losses (14,406) (12,143)
Bank-owned life insurance 30,857 30,301
Bank premises and equipment 21,494 20,860
Intangible assets 55,655 56,153
Other assets 52,610 43,694
Total Assets $ 2,359,863 $ 2,310,531
INTEREST-BEARING LIABILITIES
Interest-bearing deposits:
Interest checking $ 431,344 0.31 % $ 389,349 0.24 %
Money market 448,377 0.38 % 428,985 0.28 %
Savings 255,433 0.10 % 224,050 0.10 %
Time deposits 281,673 0.74 % 339,558 0.71 %
Total interest-bearing deposits 1,416,827 0.38 % 1,381,942 0.34 %
Borrowed funds:
Short-term 24,306 1.66 % 7,648 0.38 %
Long-term - FHLB advances 32,509 1.79 % 46,863 0.94 %
Senior notes, net 14,725 3.24 % 7,255 3.23 %
Subordinated debt, net 27,966 4.06 % 25,539 4.96 %
Total borrowed funds 99,506 2.61 % 87,305 2.26 %
Total Interest-bearing Liabilities 1,516,333 0.53 % 1,469,247 0.46 %
Demand deposits 547,836 514,081
Other liabilities 22,565 25,729
Total Liabilities 2,086,734 2,009,057
Stockholders' equity, excluding accumulated other comprehensive (loss) income 295,019 292,017
Accumulated other comprehensive (loss) income (21,890) 9,457
Total Stockholders' Equity 273,129 301,474
Total Liabilities and Stockholders' Equity $ 2,359,863 $ 2,310,531
Interest Rate Spread 3.55 % 3.55 %
Net Interest Income/Earning Assets 3.72 % 3.70 %
Total Deposits (Interest-bearing and Demand) $ 1,964,663 $ 1,896,023

(1)Annualized rates of return on tax-exempt securities and loans are presented on a fully taxable-equivalent basis, using the Corporation’s marginal federal income tax rate of 21%.

(2) Nonaccrual loans have been included with loans for the purpose of analyzing net interest earnings.
(3) Rates of return on earning assets and costs of funds have been presented on an annualized basis.
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12

COMPARISON OF NONINTEREST INCOME

(In Thousands)

**** Three Months Ended Nine Months Ended
September 30, June 30, September 30, September 30, September 30,
2022 2022 2021 2022 2021
Trust revenue $ 1,744 $ 1,715 $ 1,821 $ 5,245 $ 5,254
Brokerage and insurance revenue 696 566 560 1,784 1,392
Service charges on deposit accounts 1,105 1,322 1,249 3,662 3,337
Interchange revenue from debit card transactions 1,031 1,056 975 3,050 2,854
Net gains from sales of loans 131 220 797 733 2,786
Loan servicing fees, net 189 358 153 757 547
Increase in cash surrender value of life insurance 133 137 139 405 434
Other noninterest income 622 1,456 665 2,666 2,837
Total noninterest income, excluding realized gains<br>on securities, net $ 5,651 $ 6,830 $ 6,359 $ 18,302 $ 19,441

COMPARISON OF NONINTEREST EXPENSE

(In Thousands)

**** Three Months Ended Nine Months Ended
**** September 30, June 30, September 30, September 30, September 30,
2022 2022 2021 2022 2021
Salaries and employee benefits $ 10,826 $ 10,265 $ 9,427 $ 31,698 $ 27,821
Net occupancy and equipment expense 1,498 1,308 1,217 4,217 3,740
Data processing and telecommunications expenses 1,719 1,720 1,475 5,062 4,342
Automated teller machine and interchange expense 397 347 357 1,128 1,049
Pennsylvania shares tax 487 488 482 1,463 1,463
Professional fees 521 480 538 1,490 1,683
Other noninterest expense 1,995 2,431 1,850 6,310 6,356
Total noninterest expense $ 17,443 $ 17,039 $ 15,346 $ 51,368 $ 46,454

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