8-K

SB FINANCIAL GROUP, INC. (SBFG)

8-K 2022-11-02 For: 2022-11-01
View Original
Added on April 08, 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

Date of Report (Date of earliest event reported) November 2, 2022 (November 1, 2022)

SB

FINANCIAL GROUP, INC

(Exact name of registrant as specified in its charter)

Ohio 0-13507 34-1395608
(State<br> or other jurisdiction<br><br> of incorporation) (Commission<br> File Number) (IRS<br> Employer<br><br> <br>Identification<br> No.)
401<br> Clinton Street, Defiance, OH 43512
--- ---
(Address<br> of principal executive offices) (Zip<br> Code)

Registrant’s

telephone number, including area code (419) 783-8950

Not

Applicable

(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 (see General Instruction A.2. below):

Written<br>communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br>material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
--- ---
Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
--- ---
Pre-commencement<br>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<br> of each class Trading<br> symbol(s) Name<br> of each exchange on which registererd
Common<br>Shares, No Par Value 7,001,339 Outstanding at November 2, 2022 SBFG The<br> NASDAQ Stock Market, LLC<br><br> <br>(NASDAQ<br> 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.

On November 1, 2022, SB Financial Group, Inc. (the “Company”) issued a news release reporting financial results for the third quarter 2022. A copy of the November 1, 2022 news release is furnished as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 2.02, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 or the Exchange Act, except as otherwise stated in such filing.

Item 9.01. Financial Statements and Exhibits.

(a) Not Applicable

(b) Not Applicable

(c) Not Applicable

(d) Exhibits

Exhibit<br> No. Description
99.1 News release issued by SB Financial Group, Inc. on November 1, 2022, reporting financial results for the third quarter 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
-1-

SIGNATURE

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.

SB FINANCIAL GROUP, INC.
Dated:  November 2, 2022 By: /s/ Anthony V. Cosentino
Anthony V. Cosentino
Chief Financial Officer
-2-

INDEX

TO EXHIBITS

Current

Report on Form 8-K

Dated

November 2, 2022

SB

Financial Group, Inc.


Exhibit<br> No. Description
99.1 News release issued by SB Financial Group, Inc. on November 1, 2022, reporting financial results for the third quarter 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

-3-

Exhibit 99.1

SB Financial Group Announces Third Quarter2022 Results

DEFIANCE, OH, November 1, 2022 -- SB FinancialGroup, Inc. (NASDAQ: SBFG) (“SB Financial” or the “Company”), a diversified financial services company providing full-service community banking, mortgage banking, wealth management, private client and title insurance services today reported earnings for the third quarter and nine months ended September 30, 2022.

Third quarter 2022 highlights:

Net<br>income of $3.3 million; diluted earnings per share (“EPS”) of $0.47 or a 19.0 percent decrease compared to the prior year<br>third quarter as increased Net Interest Income was offset by Noninterest Income headwinds
Noninterest<br>expense of $10.4 million declined 3.9 percent from the linked quarter
--- ---
Loan growth of $29.6 million from the linked quarter, or 13.2 percent annualized
--- ---
Deposit growth of $14.1 million from the linked quarter, or 5.3 percent annualized
--- ---
Margin expansion of 8.7 percent from the linked quarter
--- ---
Strong asset quality with Nonperforming assets at 40 basis points and net<br>recoveries in the quarter
--- ---

Nine months ended September 30, 2022, highlights over prior-year nine months include:

Net<br>income of $9.0 million and diluted EPS of $1.27, compared to $14.9 million, or $2.08 per share or a 38.9 percent decrease

Third quarter 2022 trailing twelve-month highlights include:

Loans<br>excluding Paycheck Protection Program (“PPP”) loans, increased $81.5 million, or 9.6 percent from the prior year
Deposits<br>decreased by $25.8 million, or 2.3 percent to $1.09 billion
--- ---
Mortgage<br>origination volume of $388.0 million; servicing portfolio of $1.36 billion up 1.6 percent
--- ---
Highlights Three Months Ended Nine Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
($ in thousands,except per share & ratios) Sep. 2022 Sep. 2021 % Change Sep. 2022 Sep. 2021 % Change
Operating revenue $ 14,473 $ 16,673 -13.2 % $ 43,017 $ 52,914 -18.7 %
Interest income 11,764 11,033 6.6 % 31,632 31,901 -0.8 %
Interest expense 1,334 1,009 32.2 % 3,133 3,095 1.2 %
Net interest income 10,430 10,024 4.1 % 28,499 28,806 -1.1 %
Provision for loan losses - 300 0.0 % - 1,050 -100.0 %
Noninterest income 4,043 6,649 -39.2 % 14,518 24,108 -39.8 %
Noninterest expense 10,384 11,256 -7.7 % 32,046 33,241 -3.6 %
Net income 3,342 4,103 -18.5 % 8,988 14,945 -39.9 %
Earnings per diluted share 0.47 0.58 -19.0 % 1.27 2.08 -38.9 %
Return on average assets 1.03 % 1.23 % -16.3 % 0.91 % 1.51 % -39.7 %
Return on average equity 10.89 % 11.35 % -4.1 % 9.21 % 13.84 % -33.5 %
Non-GAAP Measures
Adjusted net income $ 3,291 $ 3,565 -7.7 % $ 8,046 $ 12,690 -36.6 %
Adjusted diluted EPS 0.47 0.56 -16.1 % 1.13 1.77 -36.2 %
Adjusted return on average assets 1.01 % 1.17 % -13.7 % 0.84 % 1.34 % -37.3 %
Adjusted pre-tax, pre-provision income 4,023 4,869 -17.4 % 9,778 15,769 -38.0 %

“In the third quarter of 2022 we achieved another strong loan origination performance as loans grew $30 million, or 3.3 percent from the second quarter of 2022, or 13.2 percent annualized” said Mark A. Klein, Chairman, President, and CEO of SB Financial. “Compared to prior year, net of PPP, organic loan growth was up $81.5 million or 9.6 percent. Strong loan growth and the increase in loan yields led to net interest margin expansion which partially offset the decline in mortgage revenue. Deposit balances stabilized during the quarter, however as short-term rates continue to rapidly increase our funding costs are beginning to rise.”

2

RESULTS OF OPERATIONS

Consolidated Revenue

Total operating revenue, consisting of net interest income and noninterest income, up 1.5% from the linked quarter and down 13.2 percent from the third quarter of 2021. Operating revenue was negatively impacted by the expected decline in mortgage banking revenue.

Net<br>interest income was up 8.7 percent from the linked quarter and up 4.1 percent from the year ago quarter.
Net<br>interest margin on a fully taxable equivalent basis (FTE) was up from both the linked and year-ago quarters by 30 and 25 basis points,<br>respectively, primarily from the increase in loan balances of $29.6 million from the linked quarter. Net of PPP, net interest margin<br>is higher by 55 basis points compared to the prior year.
--- ---
Noninterest<br>income was down 13 and 39 percent from the linked and year ago quarters, respectively, due to lower mortgage volume and OMSR recapture.
--- ---

Mortgage Loan Business

Mortgage loan originations for the third quarter of 2022 were $68.6 million, down $84.1 million, or 55.1 percent, from the year-ago quarter; likewise, total sales of originated loans were $39.2 million, down $83.9 million, or 68.2 percent. For the first nine months of 2022, SB Financial had total volume of $261.4 million, of which $202.5 million (77.5 percent) was new purchase/construction lending, $39.0 million was external refinance (14.9 percent), and the remaining $19.9 million (7.6 percent) was internal refinance.

Net mortgage banking revenue, consisting of gains on the sale of mortgage loans and net loan servicing fees, was $1.4 million for the third quarter of 2022, compared to $4.1 million for the year-ago quarter. The mortgage servicing valuation adjustment for the third quarter of 2022 was a positive $0.1 million, compared to a positive adjustment of $0.2 million for the third quarter of 2021. For the first nine months of 2022, the recapture of servicing rights was $1.2 million compared to a recapture of $2.9 million for the prior year nine months. The aggregate servicing valuation impairment ended the quarter at $0.3 million. The servicing portfolio at September 30, 2022, was $1.36 billion, up $0.02 billion, or 1.6 percent, from $1.34 billion at September 30, 2021.

3

Mr. Klein noted, “Refinance activity declined to just 10.9 percent of mortgage originations in the quarter from 52.0 percent in the prior year as higher rates continue to significantly impact our Residential mortgage business line. We continue to believe that this business segment offers us the opportunity to drive new households as a number of our competitors have begun to abandon the residential market.”

Mortgage Banking Annual
($ in thousands) Sep. 2022 Jun. 2022 Mar. 2022 Dec. 2021 Sep. 2021 Growth
Mortgage originations $ 68,557 $ 95,454 $ 97,394 $ 126,611 $ 152,623 $ (84,066 )
Mortgage sales 39,176 49,915 72,154 110,543 123,083 (83,907 )
Mortgage servicing portfolio 1,362,666 1,369,732 1,375,554 1,362,962 1,341,439 21,227
Mortgage servicing rights 13,473 13,408 13,135 12,034 11,194 2,279
Mortgage servicing revenue
Loan servicing fees 858 863 861 850 850 8
OMSR amortization (396 ) (496 ) (547 ) (807 ) (943 ) 547
Net administrative fees 462 367 314 43 (93 ) 555
OMSR valuation adjustment 65 239 890 581 248 (183 )
Net loan servicing fees 527 606 1,204 624 155 372
Gain on sale of mortgages 876 1,196 1,676 3,194 3,947 (3,071 )
Mortgage banking revenue, net $ 1,403 $ 1,802 $ 2,880 $ 3,818 $ 4,102 $ (2,699 )

Noninterest Income and Noninterest Expense

SB Financial’s noninterest income for the quarter was down from the prior year and the linked quarter by 39 and 13 percent, respectively. Gain on sale yields on mortgage loans were down nearly 100 basis points from the prior year and the total dollars of sales were down nearly $84 million. Wealth management revenue was down slightly from the prior year as market declines have had an adverse effect on the market value of assets under management. SB Financial’s title agency, Peak Title, was down just 6 percent from the prior year, as commercial transaction volume increased despite the residential mortgage slowdown.

For the third quarter of 2022, noninterest expense of $10.4 million was down $0.9 million or 7.7 percent compared to the prior year.

Reduced expenses due to lower mortgage volume, has offset higher equipment expense related to technology improvements.

4

Mr. Klein stated, “We executed on a number of FTE reductions in our residential mortgage business line in the third quarter as we thoughtfully right sized resources to combat lower volume. We continue to believe that fee income across all of our other business lines remains strong and has reduced our reliance on mortgage sale gains.”

Noninterest Income / Noninterest Expense Annual
($ in thousands, except ratios) Sep. 2022 Jun. 2022 Mar. 2022 Dec. 2021 Sep. 2021 Growth
Noninterest Income (NII) $ 4,043 $ 4,673 $ 5,802 $ 6,589 $ 6,649 $ (2,606 )
NII / Total Revenue 27.9 % 32.8 % 40.6 % 42.1 % 39.9 % -12.0 %
NII / Average Assets 1.2 % 1.4 % 1.7 % 2.0 % 2.0 % -0.8 %
Total Revenue Growth -13.2 % -9.1 % -46.9 % -13.7 % -15.3 % 2.1 %
Noninterest Expense (NIE) $ 10,384 $ 10,802 $ 10,859 $ 11,567 $ 11,256 $ (872 )
Efficiency Ratio 71.6 % 75.6 % 75.9 % 73.7 % 67.4 % 4.2 %
NIE / Average Assets 3.2 % 3.3 % 3.2 % 3.5 % 3.4 % -0.2 %
Net Noninterest Expense/Avg. Assets -2.0 % -1.9 % -1.5 % -1.5 % -1.4 % -0.6 %
Total Expense Growth -7.7 % -2.5 % -0.5 % 8.3 % -0.7 % -7.0 %

Balance Sheet


Total assets as of September 30, 2022, were $1.3 billion, or down 2.0 percent from the year ago quarter primarily due to the decrease in the investment portfolio. Total shareholders’ equity as of September 30, 2022, was $114.6 million, down 20.6 percent from a year ago due to the valuation adjustment on the Company’s bond portfolio, which has increased $32.7 million. Absent that negative impact, equity increased $3.1 million or 2.1 percent. SB Financial bought back 77,326 shares of our stock in the quarter at an average price of $17.27 or 132.1 percent of tangible book value per share.

The investment portfolio of $248.5 million, including shares in the Federal Reserve Bank and Federal Home Loan Bank, represented 19.1 percent of assets at September 30, 2022, and was down 2.2 percent from the year-ago period. Compared to the linked quarter, the investment portfolio was down $23.0 million as the amortization cash flow was used to fund higher margin loan growth.

Total loans held for investment were $925.2 million at September 30, 2022, up $78.7 million, or 9.3 percent, from September 30, 2021. Excluding PPP activity from both years, loan balances were up $81.5 million, or 9.6 percent.

Deposit balances of $1.09 billion at September 30, 2022, decreased by $0.03 billion, or 2.3 percent, since September 30, 2021. Deposits grew $14.1 million from the linked quarter.

5

Mr. Klein continued, “The loan growth from closing deals from our strong pipelines improved the mix of our balance sheet as we also reduced the investment portfolio and funded additional growth with higher cost deposits. Our ability to grow interest bearing liabilities in the quarter was a positive while increasing those rates by just 19 bps from the linked quarter. We continue to see solid asset quality and are on pace to achieve zero net charge-offs for the full year of 2022.”

Loan Balances Annual
($ in thousands, except ratios) Sep. 2022 Jun. 2022 Mar. 2022 Dec. 2021 Sep. 2021 Growth
Commercial $ 128,565 $ 127,711 $ 124,857 $ 122,373 $ 138,085 $ (9,520 )
% of Total 13.9 % 14.3 % 14.7 % 14.9 % 16.3 % -6.9 %
Commercial RE 404,710 404,260 400,101 381,387 387,858 16,852
% of Total 43.7 % 45.1 % 47.0 % 46.4 % 45.8 % 4.3 %
Agriculture 60,522 60,586 55,741 57,473 57,374 3,148
% of Total 6.5 % 6.8 % 6.6 % 7.0 % 6.8 % 5.5 %
Residential RE 267,135 241,614 214,015 206,324 207,571 59,564
% of Total 28.9 % 27.0 % 25.2 % 25.1 % 24.5 % 28.7 %
Consumer & Other 64,317 61,440 55,957 55,157 55,660 8,657
% of Total 7.0 % 6.9 % 6.6 % 6.7 % 6.6 % 15.6 %
Total Loans $ 925,249 $ 895,611 $ 850,671 $ 822,714 $ 846,548 $ 78,701
Total Growth Percentage 9.3 %
Deposit Balances Annual
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
($ in thousands, except ratios) Sep. 2022 Jun. 2022 Mar. 2022 Dec. 2021 Sep. 2021 Growth
Non-Int DDA $ 250,791 $ 239,676 $ 252,273 $ 247,044 $ 258,857 $ (8,066 )
% of Total 23.1 % 22.4 % 22.2 % 22.2 % 23.3 % -3.1 %
Interest DDA 199,523 198,286 211,152 195,464 189,130 10,393
% of Total 18.4 % 18.5 % 18.6 % 17.6 % 17.0 % 5.5 %
Savings 201,402 215,285 236,394 237,571 246,414 (45,012 )
% of Total 18.5 % 20.1 % 20.8 % 21.3 % 22.2 % -18.3 %
Money Market 258,975 276,274 289,699 276,462 258,741 234
% of Total 23.8 % 25.8 % 25.5 % 24.8 % 23.3 % 0.1 %
Time Deposits 175,202 142,258 148,553 156,504 158,518 16,684
% of Total 16.1 % 13.3 % 13.1 % 14.1 % 14.3 % 10.5 %
Total Deposits $ 1,085,893 $ 1,071,779 $ 1,138,071 $ 1,113,045 $ 1,111,660 $ (25,767 )
Total Growth Percentage -2.3 %
6

Asset Quality

SB Financial reported nonperforming assets of $5.2 million as of September 30, 2022, down $0.4 million or 7.6 percent from the year-ago quarter. The Company had net recoveries in the quarter, and for the year-to-date, the Company had $19,000 in net recoveries. The coverage ratio of problem loans to the loan loss allowance was at 313.3 percent at September 30, 2022.

Nonperforming Assets Annual
($ in thousands, except ratios) Sep. 2022 Jun. 2022 Mar. 2022 Dec. 2021 Sep. 2021 Change
Commercial & Agriculture $ 114 $ 140 $ 142 $ 143 $ 144 $ (30 )
% of Total Com./Ag. loans 0.06 % 0.07 % 0.08 % 0.08 % 0.07 % -20.8 %
Commercial RE 223 359 544 554 566 (343 )
% of Total CRE loans 0.06 % 0.09 % 0.14 % 0.15 % 0.15 % -60.6 %
Residential RE 3,129 3,176 3,198 2,484 2,056 1,073
% of Total Res. RE loans 1.17 % 1.31 % 1.49 % 1.20 % 0.99 % 52.2 %
Consumer & Other 280 323 409 471 422 (142 )
% of Total Con./Oth. loans 0.44 % 0.53 % 0.73 % 0.85 % 0.76 % -33.6 %
Total Nonaccruing Loans 3,746 3,998 4,293 3,652 3,188 558
% of Total loans 0.40 % 0.45 % 0.50 % 0.44 % 0.38 % 17.5 %
Accruing Restructured Loans 668 683 762 725 805 (137 )
Total Change (%) -17.0 %
Total Nonaccruing & Restructured Loans 4,414 4,681 5,055 4,377 3,993 421
% of Total loans 0.48 % 0.52 % 0.59 % 0.53 % 0.47 % 10.5 %
Foreclosed Assets and Other Assets 756 730 527 2,104 1,601 (845 )
Total Change (%) -52.8 %
Total Nonperforming Assets $ 5,170 $ 5,411 $ 5,582 $ 6,481 $ 5,594 $ (424 )
% of Total assets 0.40 % 0.42 % 0.42 % 0.49 % 0.42 % -7.6 %

Webcast and Conference Call

The Company will hold the third quarter 2022 earnings conference call and webcast on November 2, 2022, at 11:00 a.m. EDT. Interested parties may access the conference call by dialing 1-888-338-9469. The webcast can be accessed at ir.yourstatebank.com. An audio replay of the call will be available on the Company’s website.


About SB Financial Group

Headquartered in Defiance, Ohio, SB Financial is a diversified financial services holding company for the State Bank & Trust Company (State Bank) and SBFG Title, LLC dba Peak Title (Peak Title). State Bank provides a full range of financial services for consumers and small businesses, including wealth management, private client services, mortgage banking and commercial and agricultural lending, operating through a total of 23 offices; 22 in nine Ohio counties and one in Fort Wayne, Indiana, and 24 full-service ATMs. State Bank has five loan production offices located throughout the Tri-State region of Ohio, Indiana and Michigan. Peak Title provides title insurance and title opinions throughout the Tri-State region. SB Financial’s common stock is listed on the NASDAQ Capital Market with the ticker symbol “SBFG”.

In April 2022, SB Financial was named to the Keefe, Bruyette & Woods, Inc. “Bank Honor Roll” of superior performers that consistently reported increases in earnings per share over the last decade. The honor roll review determined that just 17 banks in the U.S., including SB Financial, or five percent of all banks screened, qualified for inclusion.

7

Forward-Looking Statements

Certain statements within this document, which are not statements of historical fact, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties and actual results may differ materially from those predicted by the forward-looking statements. These risks and uncertainties include, but are not limited to, the duration and scope of the COVID-19 outbreak in the United States and the market areas in which SB Financial and its subsidiaries operate, including the impact to the state and local economies of prolonged shelter in place orders and the pandemic generally, risks and uncertainties inherent in the national and regional banking industry, changes in economic conditions in the market areas in which SB Financial and its subsidiaries operate, changes in policies by regulatory agencies, changes in accounting standards and policies, changes in tax laws, fluctuations in interest rates, demand for loans in the market areas in SB Financial and its subsidiaries operate, increases in FDIC insurance premiums, changes in the competitive environment, losses of significant customers, geopolitical events, the loss of key personnel and other risks identified in SB Financial’s Annual Report on Form 10-K and documents subsequently filed by SB Financial with the Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made, and SB Financial undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made, except as required by law. All subsequent written and oral forward-looking statements attributable to SB Financial or any person acting on its behalf are qualified by these cautionary statements.

Non-GAAP Financial Measures


This press release contains financial information determined by methods other than in accordance with U.S. generally accepted accounting principles (“GAAP”). Non-GAAP financial measures, specifically pre-tax, pre-provision income, tangible common equity, tangible assets, tangible book value per common share, tangible common equity to tangible assets, return on average tangible common equity, total interest income – FTE, net interest income – FTE and net interest margin – FTE are used by the Company’s management to measure the strength of its capital and analyze profitability, including its ability to generate earnings on tangible capital invested by its shareholders. In addition, the Company excludes the non-GAAP items of OMSR impairment and merger related costs from net income to report an adjusted net income level. Although management believes these non-GAAP measures are useful to investors by providing a greater understanding of its business, they should not be considered a substitute for financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

Investor Contact Information:


Mark A. Klein

Chairman, President and

Chief Executive Officer

Mark.Klein@YourStateBank.com

Anthony V. Cosentino

Executive Vice President and

Chief Financial Officer

Tony.Cosentino@YourStateBank.com

8

SB FINANCIAL GROUP, INC.

CONSOLIDATED BALANCE SHEETS - (Unaudited)

September June March December September
($ in thousands) 2022 2022 2022 2021 2021
ASSETS
Cash and due from banks $ 27,934 $ 29,567 $ 130,003 $ 149,511 $ 138,015
Interest bearing time deposits 2,134 1,691 1,894 2,643 2,651
Available-for-sale securities 243,233 266,162 265,311 263,259 248,815
Loans held for sale 2,979 4,242 4,737 7,472 10,335
Loans, net of unearned income 925,249 895,611 850,671 822,714 846,548
Allowance for loan losses (13,824 ) (13,801 ) (13,804 ) (13,805 ) (13,812 )
Premises and equipment, net 22,842 23,122 23,039 23,212 23,874
Federal Reserve and FHLB Stock, at cost 5,230 5,303 5,303 5,303 5,303
Foreclosed assets and other assets 756 730 527 2,104 1,601
Interest receivable 3,556 3,256 2,815 2,920 2,954
Goodwill 23,239 23,239 23,239 23,191 22,091
Cash value of life insurance 28,713 28,556 17,932 17,867 17,795
Mortgage servicing rights 13,473 13,408 13,135 12,034 11,194
Other assets 17,863 12,886 10,328 12,430 12,361
Total assets $ 1,303,377 $ 1,293,972 $ 1,335,130 $ 1,330,855 $ 1,329,725
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits
Non interest bearing demand $ 250,791 $ 239,676 $ 252,273 $ 247,044 $ 258,857
Interest bearing demand 199,523 198,286 211,152 195,464 189,130
Savings 201,402 215,285 236,394 237,571 246,414
Money market 258,975 276,274 289,699 276,462 258,741
Time deposits 175,202 142,258 148,553 156,504 158,518
Total deposits 1,085,893 1,071,779 1,138,071 1,113,045 1,111,660
Short-term borrowings 19,754 30,772 19,035 15,320 20,771
Federal Home Loan Bank advances 35,000 25,000 5,500 5,500 5,500
Trust preferred securities 10,310 10,310 10,310 10,310 10,310
Subordinated debt net of issuance costs 19,582 19,570 19,558 19,546 19,534
Interest payable 623 307 536 299 576
Other liabilities 17,587 11,678 9,483 21,906 17,082
Total liabilities 1,188,749 1,169,416 1,202,493 1,185,926 1,185,433
Shareholders’ Equity
Common stock 61,319 61,319 61,319 54,463 54,463
Additional paid-in capital 15,000 15,069 14,872 14,944 14,875
Retained earnings 99,309 96,809 94,833 99,716 97,183
Accumulated other comprehensive income (loss) (33,426 ) (22,210 ) (13,659 ) (1,845 ) (699 )
Treasury stock (27,574 ) (26,431 ) (24,728 ) (22,349 ) (21,530 )
Total shareholders’ equity 114,628 124,556 132,637 144,929 144,292
Total liabilities and shareholders’ equity $ 1,303,377 $ 1,293,972 $ 1,335,130 $ 1,330,855 $ 1,329,725
9

SB FINANCIAL GROUP, INC.

CONSOLIDATED STATEMENTSOF INCOME - (Unaudited)

At and for the Three Months Ended Nine<br> Months Ended
September June March December September September September
($ in thousands, except per share & ratios) 2022 2022 2022 2021 2021 2022 2021
Interest income
Loans
Taxable $ 10,084 $ 8,880 $ 8,052 $ 8,889 $ 9,948 $ 27,016 $ 29,070
Tax exempt 92 73 61 59 52 226 147
Securities
Taxable 1,536 1,469 1,235 969 939 4,239 2,417
Tax exempt 52 52 47 86 94 151 267
Total interest income 11,764 10,474 9,395 10,003 11,033 31,632 31,901
Interest expense
Deposits 852 567 618 640 709 2,037 2,489
Repurchase agreements & other 8 11 13 7 12 32 35
Federal Home Loan Bank advances 180 38 39 41 40 257 147
Trust preferred securities 99 71 53 49 49 223 150
Subordinated debt 195 194 195 188 199 584 274
Total interest expense 1,334 881 918 925 1,009 3,133 3,095
Net interest income 10,430 9,593 8,477 9,078 10,024 28,499 28,806
Provision for loan losses - - - - 300 - 1,050
Net interest income after provision for loan losses 10,430 9,593 8,477 9,078 9,724 28,499 27,756
Noninterest income
Wealth management fees 930 936 955 988 959 2,821 2,826
Customer service fees 844 860 794 827 812 2,498 2,390
Gain on sale of mtg. loans & OMSR 876 1,196 1,676 3,194 3,947 3,748 14,061
Mortgage loan servicing fees, net 527 606 1,204 624 155 2,337 2,316
Gain on sale of non-mortgage loans 125 167 169 44 52 461 114
Title insurance revenue 476 697 602 528 508 1,775 1,561
Gain (loss) on sale of assets (12 ) - 55 1 1 43 1
Other 277 211 347 383 215 835 839
Total noninterest income 4,043 4,673 5,802 6,589 6,649 14,518 24,108
Noninterest expense
Salaries and employee benefits 5,858 6,418 6,189 6,648 6,689 18,465 20,190
Net occupancy expense 769 719 742 846 714 2,230 2,202
Equipment expense 918 827 854 899 872 2,599 2,382
Data processing fees 664 643 576 721 671 1,883 1,858
Professional fees 766 760 950 872 817 2,476 2,155
Marketing expense 200 222 231 228 201 653 556
Telephone and communication expense 134 105 111 148 140 350 433
Postage and delivery expense 75 110 116 106 100 301 308
State, local and other taxes 250 277 278 288 286 805 887
Employee expense 145 175 136 163 186 456 500
Other expenses 605 546 676 648 580 1,828 1,770
Total noninterest expense 10,384 10,802 10,859 11,567 11,256 32,046 33,241
Income before income tax expense 4,088 3,464 3,420 4,100 5,117 10,971 18,623
Income tax expense 746 630 607 768 1,014 1,983 3,678
Net income $ 3,342 $ 2,834 $ 2,813 $ 3,332 $ 4,103 $ 8,988 $ 14,945
Common share data:
Basic earnings per common share $ 0.48 $ 0.40 $ 0.40 $ 0.49 $ 0.59 $ 1.28 $ 2.09
Diluted earnings per common share $ 0.47 $ 0.40 $ 0.40 $ 0.49 $ 0.58 $ 1.27 $ 2.08
Average shares outstanding (in thousands):
Basic: 6,968 7,075 7,035 6,906 6,966 7,026 7,142
Diluted: 7,033 7,149 7,100 6,970 7,017 7,098 7,167
10

SB FINANCIAL GROUP, INC.

CONSOLIDATED FINANCIAL HIGHLIGHTS - (Unaudited)

($ in thousands, except per share & ratios) At and for the Three Months Ended Nine Months Ended
September June March December September September September
SUMMARY OF OPERATIONS 2022 2022 2022 2021 2021 2022 2021
Net interest income $ 10,430 $ 9,593 $ 8,477 $ 9,078 $ 10,024 $ 28,499 $ 28,806
Tax-equivalent adjustment 38 33 29 39 39 100 110
Tax-equivalent net interest income 10,468 9,626 8,506 9,117 10,063 28,599 28,916
Provision for loan loss - - - - 300 - 1,050
Noninterest income 4,043 4,673 5,802 6,589 6,649 14,518 24,108
Total operating revenue 14,473 14,266 14,279 15,667 16,673 43,017 52,914
Noninterest expense 10,384 10,802 10,859 11,567 11,256 32,045 33,241
Pre-tax pre-provision income 4,089 3,464 3,420 4,100 5,417 10,972 19,673
Pretax income 4,089 3,464 3,420 4,100 5,117 10,972 18,623
Net income 3,342 2,834 2,813 3,332 4,103 8,988 14,945
PER SHARE INFORMATION:
Basic earnings per share (EPS) 0.48 0.40 0.40 0.49 0.59 1.28 2.09
Diluted earnings per share 0.47 0.40 0.40 0.49 0.58 1.27 2.08
Common dividends 0.120 0.120 0.115 0.115 0.110 0.355 0.325
Book value per common share 16.49 17.75 18.65 21.05 20.83 16.49 20.83
Tangible book value per common share (TBV) 13.07 14.36 15.31 17.60 17.55 13.07 17.55
Market price per common share 16.85 17.26 19.91 19.67 18.18 16.85 18.18
Market price to TBV 128.9 % 120.2 % 130.1 % 111.8 % 103.6 % 128.9 % 103.6 %
Market price to trailing 12 month EPS 9.6 9.3 10.0 7.7 6.5 9.6 6.5
PERFORMANCE RATIOS:
Return on average assets (ROAA) 1.03 % 0.87 % 0.83 % 0.99 % 1.23 % 0.91 % 1.51 %
Pre-tax pre-provision ROAA 1.26 % 1.06 % 1.01 % 1.22 % 1.63 % 1.19 % 2.12 %
Return on average equity 10.89 % 8.89 % 8.08 % 9.21 % 11.35 % 9.21 % 13.84 %
Return on average tangible equity 13.51 % 10.93 % 9.75 % 10.92 % 13.47 % 11.28 % 16.43 %
Efficiency ratio 71.63 % 75.60 % 75.93 % 73.72 % 67.40 % 74.38 % 62.72 %
Earning asset yield 3.89 % 3.45 % 2.96 % 3.17 % 3.25 % 3.42 % 3.44 %
Cost of interest bearing liabilities 0.58 % 0.39 % 0.39 % 0.40 % 0.44 % 0.45 % 0.46 %
Net interest margin 3.45 % 3.15 % 2.67 % 2.87 % 3.20 % 3.08 % 3.11 %
Tax equivalent effect 0.01 % 0.01 % 0.01 % 0.02 % 0.01 % 0.01 % 0.01 %
Net interest margin, tax equivalent 3.46 % 3.16 % 2.68 % 2.89 % 3.21 % 3.09 % 3.12 %
Non interest income/Average assets 1.24 % 1.43 % 1.72 % 1.96 % 1.99 % 1.47 % 2.44 %
Non interest expense/Average assets 3.19 % 3.31 % 3.22 % 3.45 % 3.38 % 3.24 % 3.37 %
Net noninterest expense/Average assets -1.95 % -1.88 % -1.50 % -1.48 % -1.38 % -1.77 % -0.93 %
ASSET QUALITY RATIOS:
Gross charge-offs 9 9 9 34 24 27 102
Recoveries 32 6 8 27 230 46 290
Net charge-offs (23 ) 3 1 7 (206 ) (19 ) (188 )
Nonaccruing loans/Total loans 0.40 % 0.45 % 0.50 % 0.44 % 0.38 % 0.40 % 0.38 %
Nonperforming loans/Total loans 0.48 % 0.52 % 0.59 % 0.53 % 0.47 % 0.48 % 0.47 %
Nonperforming assets/Loans & OREO 0.56 % 0.60 % 0.66 % 0.79 % 0.66 % 0.56 % 0.66 %
Nonperforming assets/Total assets 0.40 % 0.42 % 0.42 % 0.49 % 0.42 % 0.40 % 0.42 %
Allowance for loan loss/Nonperforming loans 313.26 % 294.83 % 273.08 % 315.40 % 345.91 % 313.26 % 345.91 %
Allowance for loan loss/Total loans 1.49 % 1.54 % 1.62 % 1.68 % 1.63 % 1.49 % 1.63 %
Net loan charge-offs/Average loans (ann.) (0.01 )% 0.00 % 0.00 % 0.00 % (0.10 %) (0.00 %) (0.03 %)
CAPITAL & LIQUIDITY RATIOS:
Loans/ Deposits 85.21 % 83.56 % 74.75 % 73.92 % 76.15 % 85.21 % 76.15 %
Equity/ Assets 8.79 % 9.63 % 9.93 % 10.89 % 10.85 % 8.79 % 10.85 %
Tangible equity/Tangible assets 7.10 % 7.93 % 8.30 % 9.27 % 9.30 % 7.10 % 9.30 %
Common equity tier 1 ratio (Bank) 13.23 % 13.21 % 13.71 % 13.94 % 13.23 % 13.21 % 13.23 %
END OF PERIOD BALANCES
Total assets 1,303,377 1,293,972 1,335,130 1,330,855 1,329,725 1,303,377 1,329,725
Total loans 925,249 895,611 850,671 822,714 846,548 925,249 846,548
Deposits 1,085,893 1,071,779 1,138,071 1,113,045 1,111,660 1,085,893 1,111,660
Stockholders equity 114,628 124,556 132,637 144,929 144,292 114,628 144,292
Goodwill and intangibles 23,770 23,787 23,804 23,774 22,692 23,770 22,692
Tangible equity 90,858 100,769 108,833 121,155 121,600 90,858 121,600
Mortgage servicing portfolio 1,362,666 1,369,732 1,375,554 1,362,962 1,341,439 1,362,666 1,341,439
Wealth/Brokerage assets under care 480,947 500,487 560,698 618,279 588,319 480,947 588,319
Total assets under care 3,146,990 3,164,191 3,271,382 3,312,096 3,259,483 3,146,990 3,259,483
Full-time equivalent employees 271 267 256 269 264 271 264
Period end common shares outstanding 6,950 7,017 7,111 6,884 6,927 6,950 6,927
Market capitalization (all) 117,113 121,105 141,575 135,415 125,935 117,113 125,935
AVERAGE BALANCES
Total assets 1,302,297 1,305,815 1,350,982 1,342,202 1,333,369 1,319,668 1,315,521
Total earning assets 1,209,958 1,216,124 1,270,218 1,263,431 1,253,722 1,231,865 1,236,227
Total loans 909,909 870,439 832,825 845,078 856,486 871,340 857,703
Deposits 1,085,821 1,108,890 1,134,234 1,123,843 1,109,491 1,109,345 1,099,892
Stockholders equity 122,738 127,519 139,214 144,749 144,565 130,069 144,020
Goodwill and intangibles 23,778 23,796 23,801 22,701 22,701 23,791 22,718
Tangible equity 98,960 103,723 115,413 122,048 121,864 106,278 121,302
Average basic shares outstanding 6,968 7,075 7,035 6,906 6,966 7,026 7,142
Average diluted shares outstanding 7,033 7,149 7,100 6,970 7,017 7,098 7,167
11

SB FINANCIAL GROUP, INC.

Rate Volume Analysis - (Unaudited)

For the Three and Nine Months Ended Sep. 30,2022 and 2021

Three Months Ended <br><br>Sep. 30, 2022 Three Months Ended<br><br>Sep. 30, 2021
**** Average **** **** Average **** Average **** **** Average ****
($ in thousands) Balance **** Interest Rate **** Balance **** Interest Rate ****
Assets
Taxable securities/cash $ 291,712 $ 1,536 2.11 % $ 388,800 $ 939 0.97 %
Nontaxable securities 8,337 52 2.49 % 8,436 94 4.46 %
Loans, net 909,909 10,176 4.47 % 856,486 10,000 4.67 %
Total earning assets 1,209,958 11,764 3.89 % 1,253,722 11,033 3.52 %
Cash and due from banks 6,782 6,975
Allowance for loan losses (13,802 ) (13,475 )
Premises and equipment 23,762 25,820
Other assets 75,597 60,327
Total assets $ 1,302,297 $ 1,333,369
Liabilities
Savings, MMDA and interest bearing demand $ 681,209 $ 542 0.32 % $ 695,801 $ 441 0.25 %
Time deposits 155,979 310 0.79 % 164,432 268 0.65 %
Repurchase agreements & other 20,160 8 0.16 % 24,672 12 0.19 %
Advances from Federal Home Loan Bank 26,739 180 2.69 % 5,500 40 2.91 %
Trust preferred securities 10,310 99 3.84 % 10,310 49 1.90 %
Subordinated debt 19,576 195 3.98 % 19,528 199 4.08 %
Total interest bearing liabilities 913,973 1,334 0.58 % 920,243 1,009 0.44 %
Non interest bearing demand 248,633 - 249,258 -
Total funding 1,162,606 0.46 % 1,169,501 0.35 %
Other liabilities 16,952 19,303
Total liabilities 1,179,558 1,188,804
Equity 122,738 144,565
Total liabilities and equity $ 1,302,296 $ 1,333,369
Net interest income $ 10,430 $ 10,024
Net interest income as a percent of average interest-earning assets - GAAP measure 3.45 % 3.20 %
Net interest income as a percent of average interest-earning assets - non GAAP 3.46 % 3.21 %
- Computed on a fully tax equivalent (FTE) basis
Nine Months Ended<br><br>Sep. 30, 2022 Nine Months Ended<br><br>Sep. 30, 2021
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
**** Average **** **** Average **** Average **** **** Average ****
**** Balance **** Interest Rate **** Balance **** Interest Rate ****
Assets
Taxable securities/cash $ 352,405 $ 4,239 1.60 % $ 370,743 $ 2,417 0.87 %
Nontaxable securities 8,120 151 2.48 % 7,781 267 4.58 %
Loans, net 871,340 27,242 4.17 % 857,703 29,217 4.54 %
Total earning assets 1,231,865 31,632 3.42 % 1,236,227 31,901 3.44 %
Cash and due from banks 7,331 7,554
Allowance for loan losses (13,804 ) (13,297 )
Premises and equipment 24,265 24,442
Other assets 70,011 60,595
Total assets $ 1,319,668 $ 1,315,521
Liabilities
Savings, MMDA and interest bearing demand $ 709,033 $ 1,293 0.24 % $ 661,433 $ 1,413 0.28 %
Time deposits 152,230 744 0.65 % 184,668 1,076 0.78 %
Repurchase agreements & Other 21,298 32 0.20 % 24,139 35 0.19 %
Advances from Federal Home Loan Bank 12,154 257 2.82 % 6,846 147 2.86 %
Trust preferred securities 10,310 223 2.88 % 10,310 150 1.94 %
Subordinated debt 19,564 584 3.98 % 9,811 274 3.72 %
Total interest bearing liabilities 924,589 3,133 0.45 % 897,207 3,095 0.46 %
Non interest bearing demand 248,082 0.36 % 253,791 0.36 %
Total funding 1,172,671 1,150,998
Other liabilities 16,928 20,503
Total liabilities 1,189,599 1,171,501
Equity 130,069 144,020
Total liabilities and equity $ 1,319,668 $ 1,315,521
Net interest income $ 28,499 $ 28,806
Net interest income as a percent of average interest-earning assets - GAAP measure 3.08 % 3.11 %
Net interest income as a percent of average interest-earning assets - non GAAP 3.09 % 3.12 %
- Computed on a fully tax equivalent (FTE) basis
12
Non-GAAP reconciliation Three Months Ended Nine Months Ended
($ in thousands, except per share & ratios) Sep. 30, 2022 **** Sep. 30, 2021 **** Sep. 30, 2022 **** Sep. 30, 2021 ****
Total Operating Revenue $ 14,473 $ 16,673 $ 43,017 $ 52,914
Adjustment to (deduct)/add OMSR recapture/impairment* (65 ) (248 ) (1,193 ) (2,854 )
Adjusted Total Operating Revenue 14,408 16,425 41,824 50,060
Income before Income Taxes 4,088 5,117 10,971 18,623
Adjustment for OMSR (65 ) (248 ) (1,193 ) (2,854 )
Adjusted Income before Income Taxes 4,023 4,869 9,778 15,769
Provision for Income Taxes 746 1,014 1,983 3,678
Adjustment for OMSR ** (14 ) (52 ) (251 ) (599 )
Adjusted Provision for Income Taxes 732 962 1,732 3,080
Net Income 3,342 3,761 8,988 14,945
Adjustment for OMSR (51 ) (196 ) (942 ) (2,255 )
Adjusted Net Income 3,291 3,565 8,046 12,690
Diluted Earnings per Share 0.47 0.58 1.27 2.08
Adjustment for OMSR (0.01 ) (0.03 ) (0.13 ) (0.31 )
Adjusted Diluted Earnings per Share $ 0.47 $ 0.55 $ 1.13 $ 1.77
Return on Average Assets 1.03 % 1.23 % 0.91 % 1.51 %
Adjustment for OMSR -0.02 % -0.06 % -0.07 % -0.17 %
Adjusted Return on Average Assets 1.01 % 1.17 % 0.84 % 1.34 %
* valuation<br>adjustment to the Company’s mortgage servicing rights
--- ---
** tax<br>effect is calculated using a 21% statutory federal corporate income tax rate
13