UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒       QUARTERLY REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended                           June 30, 2023                          

OR

☐       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT

For the transition period from ___________ to___________

Commission File Number:                   0-16540              

UNITED BANCORP, INC.

(Exact name of registrant as specified in its charter)

Ohio	34-1405357
(State or other jurisdiction of	(IRS Employer Identification No.)
incorporation or organization)

201 South Fourth Street, Martins Ferry, Ohio  43935-0010

(Address of principal executive offices)

(740) 633-0445

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, Par Value $1.00	UBCP	NASDQ Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒       No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒       No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer         ☐	Accelerated filer                  ☐
Non-accelerated filer           ☒
Smaller Reporting Company ☒	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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)

Yes ☐   No ☒

Indicate the number of shares outstanding of the issuer’s classes of common stock as of the latest practicable date: As of August 9, 2023, 5,690,251 shares of the Company’s common stock, $1.00 par value, were issued and outstanding.

PART I - FINANCIAL INFORMATION
Item 1	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Income	4
	Condensed Consolidated Statements of Comprehensive Income (Loss)	5
	Condensed Consolidated Statements of Stockholders’ Equity	6
	Condensed Consolidated Statements of Cash Flows	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Item 3	Quantitative and Qualitative Disclosures About Market Risk	36
Item 4	Controls and Procedures	36
PART II - OTHER INFORMATION
Item 1	Legal Proceedings	37
Item 1A	Risk Factors	37
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 3	Defaults Upon Senior Securities	37
Item 4	Mine Safety Disclosures	37
Item 5	Other Information	37
Item 6	Exhibits	38
SIGNATURES		39

2

ITEM 1. Financial Statements

United Bancorp, Inc.

Condensed Consolidated Balance Sheets

(In thousands, except share data)

	June 30,		December 31,
	2023		2022
	(Unaudited)
Assets
Cash and due from banks	$	7,355	$	8,279
Interest-bearing demand deposits		74,408		21,801
Cash and cash equivalents		81,763		30,080
Available-for-sale securities, amortized cost of $247,525 net of allowance for credit losses of $0 at June 30, 2023		236,053		217,624
Loans, net of allowance for credit losses of $4,281 and $2,052 at June 30, 2023 and December 31, 2022, respectively		458,590		458,823
Premises and equipment		12,161		12,144
Federal Home Loan Bank stock		3,979		2,499
Foreclosed assets held for sale, net		3,475		3,519
Core deposit other intangible asset		335		410
Goodwill		682		682
Accrued interest receivable		3,547		3,403
Deferred federal income tax		3,267		2,423
Bank-owned life insurance		19,215		19,000
Other assets		7,217		6,793
Total assets	$	830,284	$	757,400
Liabilities and Stockholders’ Equity
Liabilities
Deposits
Demand	$	361,385	$	402,341
Savings		138,393		145,836
Time		143,838		101,736
Total deposits		643,616		649,913
Securities sold under repurchase agreements		23,690		18,106
Subordinated debentures		23,756		23,726
Advances Federal Home Loan Bank		75,000		—
Interest payable and other liabilities		5,813		5,918
Total liabilities		771,875		697,663
Stockholders’ Equity
Preferred stock, no par value, authorized 2,000,000 shares; no shares issued		—		—
Common stock, $1 par value; authorized 10,000,000 shares; issued 6,043,851 shares at June 30, 2023, and 6,043,851 shares at December 31, 2022; outstanding - 5,696,495 and 5,740,251 shares at June 30, 2023 and December 31, 2022, respectively		6,044		6,044
Additional paid-in capital		25,328		24,814
Retained earnings		41,223		41,945
Stock held by deferred compensation plan; 167,993 and 174,237 shares at June 30, 2023 and December 31, 2022		(1,903)		(1,902)
Accumulated other comprehensive loss		(9,722)		(9,336)
Treasury stock, at cost 179,363 and 129,363 shares at June 30, 2023 and December 31, 2022, respectively		(2,561)		(1,828)
Total stockholders’ equity		58,409		59,737
Total liabilities and stockholders’ equity	$	830,284	$	757,400

See Notes to Condensed Consolidated Financial Statements

3

United Bancorp, Inc.

Condensed Consolidated Statements of Income

(In thousands, except per share data)

(Unaudited)

	Three months ended June 30,				Six months ended June 30,
	2023		2022		2023		2022
Interest and dividend income
Loans, including fees	$	6,126	$	4,914	$	11,935	$	9,705
Taxable securities		685		402		1,361		670
Non-taxable securities		1,501		1,035		2,857		1,926
Federal funds sold		936		66		1,262		94
Dividends on Federal Home Loan Bank stock and other		38		28		79		47
Total interest and dividend income		9,286		6,445		17,494		12,442
Interest expense
Deposits
Demand		532		106		952		179
Savings		34		3		68		7
Time		921		23		1,524		96
Borrowings		1,454		345		2,182		682
Total interest expense		2,941		477		4,726		964
Net interest income		6,345		5,968		12,768		11,478
Provision for (reversal of) credit loss expense - loans		(146)		(485)		(146)		(985)
Net interest income after credit for loan losses		6,491		6,453		12,914		12,463
Noninterest income
Service charges on deposit accounts		777		746		1,498		1,427
Realized gains on sales of loans		7		15		7		27
Other income		262		227		557		521
Total noninterest income		1,046		988		2,062		1,975
Noninterest expense
Salaries and employee benefits		2,470		2,384		5,334		5,389
Net occupancy and equipment expense		507		579		1,004		1,162
Professional services		343		360		729		623
Insurance		154		139		304		278
Deposit insurance premiums		85		50		171		99
Franchise and other taxes		138		137		278		272
Advertising		100		123		200		153
Stationery and office supplies		29		21		59		46
Amortization of core deposit premium		38		38		75		75
Other expenses		1,225		1,018		2,373		1,862
Total noninterest expense		5,089		4,849		10,527		9,959
Income before federal income taxes		2,448		2,592		4,449		4,479
Federal income taxes		168		295		281		431
Net income	$	2,280	$	2,297	$	4,168	$	4,048
EARNINGS PER COMMON SHARE
Basic	$	0.40	$	0.40	$	0.73	$	0.70
Diluted	$	0.40	$	0.40	$	0.73	$	0.70
DIVIDENDS PER COMMON SHARE	$	0.1650	$	0.1550	$	0.4775	$	0.4575

See Notes to Condensed Consolidated Financial Statements

4

United Bancorp, Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss)

Three and Six Months Ended June 30, 2023 and 2022

(In thousands, except per share data)

(Unaudited)

	Three months ended				Six months ended
	June 30,				June 30,
	2023		2022		2023		2022
Net income	$	2,280	$	2,297	$	4,168	$	4,048
Unrealized holding losses on securities during the period, net of tax (benefit) of ($530), ($1,868), ($101) and ($3,927) for each respective period		(1,992)		(7,026)		(386)		(14,774)
Comprehensive income (loss)	$	288	$	(4,729)	$	3,782	$	(10,726)

See Notes to Condensed Consolidated Financial Statements

5

United Bancorp, Inc.

Consolidated Statements of Stockholders’ Equity

Three Months Ended June 30, 2023 and 2022

(In thousands except per share data)

(Unaudited)

					Treasury				Accumulated
			Additional		Stock and				Other
	Common		Paid-in		Deferred		Retained		Comprehensive
	Stock		Capital		Compensation		Earnings		Income (Loss)		Total
Balance April 1, 2022	$	6,054	$	24,457	$	(3,641)	$	37,815	$	(784)	$	63,901
Net income		—		—		—		2,297		—		2,297
Other comprehensive loss		—		—		—		—		(7,026)		(7,026)
Cash dividends - $0.1550 per share		—		—		—		(943)		—		(943)
Deferred compensation plan activity		—		(23)		23		—		—		—
Expense/shares repurchase related to share-based compensation plans		(10)		94		—		—		—		84
Balance, June 30, 2022	$	6,044	$	24,528	$	(3,618)	$	39,169	$	(7,810)	$	58,313
Balance April 1, 2023		6,044		25,172		(4,376)		39,895		(7,730)		59,005
Net income		—		—		—		2,280		—		2,280
Other comprehensive loss		—		—		—		—		(1,992)		(1,992)
Cash dividends - $0.1650 per share		—		—		—		(952)		—		(952)
Cumulative effect of adoption of ASU 2016-13		—		—		—		—		—		—
Deferred compensation plan activity		—		88		(88)		—		—		—
Expense/shares repurchase related to share-based compensation plans		—		68		—		—		—		68
Balance, June 30, 2023	$	6,044	$	25,328	$	(4,464)	$	41,223	$	(9,722)	$	58,409

					Treasury				Accumulated
			Additional		Stock and				Other
	Common		Paid-in		Deferred		Retained		Comprehensive
	Stock		Capital		Compensation		Earnings		Income (Loss)		Total
Balance January 1, 2022	$	6,054	$	23,635	$	(2,799)	$	37,847	$	6,964	$	71,701
Net income		—		—		—		4,048		—		4,048
Other comprehensive loss		—		—		—		—		(14,774)		(14,774)
Cash dividends - $0.4575 per share		—		—		—		(2,726)		—		(2,726)
Deferred compensation plan activity		—		51		(51)		—		—		—
Repurchase of common stock		—		—		(768)		—		—		(768)
Expense/shares repurchase related to share-based compensation plans		(10)		842		—		—		—		832
Balance, June 30, 2022	$	6,044	$	24,528	$	(3,618)	$	39,169	$	(7,810)	$	58,313
Balance January 1, 2023		6,044		24,814		(3,730)		41,945		(9,336)		59,737
Net income		—		—		—		4,168		—		4,168
Other comprehensive loss		—		—		—		—		(386)		(386)
Cash dividends - $0.4775 per share		—		—		—		(2,800)		—		(2,800)
Cumulative effect of adoption of ASU 2016-13		—		—		—		(2,090)		—		(2,090)
Deferred compensation plan activity		—		1		(1)		—		—		—
Repurchase of common stock		—		—		(733)		—		—		(733)
Expense/shares repurchase related to share-based compensation plans		—		513		—		—		—		513
Balance, June 30, 2023	$	6,044	$	25,328	$	(4,464)	$	41,223	$	(9,722)	$	58,409

See Notes to Condensed Consolidated Financial Statements

6

United Bancorp, Inc.

Condensed Consolidated Statements of Cash Flows

Six Months Ended June 30, 2023 and 2022

(In thousands except per share data)

(Unaudited)

	Six months ended
	June 30,
	2023		2022
Operating Activities
Net income	$	4,168	$	4,048
Items not requiring (providing) cash
Accretion of premiums and discounts on securities, net		267		255
Amortization of intangible asset		75		75
Depreciation and amortization		493		523
Expense related to share based compensation plans		513		832
Provision for (reversal of) credit loss expense		(146)		(985)
Increase in value of bank-owned life insurance		(215)		(84)
Gain on sale of loans		(7)		(27)
Proceeds from sale of loans held for sale		361		1,017
Originations of loans held for sale		(354)		(990)
Loss on sale or write down of foreclosed assets		44		24
Amortization of debt instrument costs		30		30
Net change in accrued interest receivable and other assets		(1,317)		(1,467)
Net change in accrued expenses and other liabilities		(282)		(882)
Net cash provided by operating activities		3,630		2,369
Investing Activities
Securities available for sale:
Maturities, prepayments and calls		260		4,540
Purchases		(19,446)		(67,360)
Net change in loans		(1,525)		(13,012)
Purchase of FHLB stock		(3,149)		—
Redemption of Federal Home Loan Bank Stock		1,669		—
Purchases of premises and equipment		(526)		(360)
Proceeds from sale of foreclosed and fixed assets		16		162
Net cash used in investing activities		(22,701)		(76,030)
Financing Activities
Net change in deposits	$	(6,297)	$	2,172
Net change in securities sold under repurchase agreements		5,584		8,775
Peoceeds from Federal Home Loan Bank advances		75,000		—
Repurchase of common stock		(733)		(768)
Cash dividends paid on common stock		(2,800)		(2,726)
Net cash provided by financing activities		70,754		7,453
Increase (Decrease) in Cash and Cash Equivalents		51,683		(66,208)
Cash and Cash Equivalents, Beginning of Period		30,080		82,999
Cash and Cash Equivalents, End of Period	$	81,763	$	16,791
Supplemental Cash Flows Information
Interest paid on deposits and borrowings	$	4,924	$	990
Federal income taxes paid	$	—	$	300
Supplemental Disclosure of Non-Cash Investing and Financing Activities
Transfers from loans to foreclosed assets held for sale	$	—	$	—

See Notes to Condensed Consolidated Financial Statements

7

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Note 1:         Summary of Significant Accounting Policies

These interim financial statements are prepared without audit and reflect all adjustments which, in the opinion of management, are necessary to present fairly the financial position of United Bancorp, Inc. (“Company”) at June 30, 2023, and its results of operations and cash flows for the interim periods presented. All such adjustments are normal and recurring in nature. The accompanying condensed consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and, therefore, do not purport to contain all the necessary financial disclosures required by accounting principles generally accepted in the United States of America that might otherwise be necessary in the circumstances and should be read in conjunction with the Company’s consolidated financial statements and related notes for the year ended December 31, 2022 included in its Annual Report on Form 10-K. Reference is made to the accounting policies of the Company described in the Notes to the Consolidated Financial Statements contained in its Annual Report on Form 10-K. The results of operations for the three and six months ended June 30,2023, are not necessarily indicative of the results to be expected for the full year. The condensed consolidated balance sheet of the Company as of December 31, 2022 has been derived from the audited consolidated balance sheet of the Company as of that date.

Principles of Consolidation

The consolidated financial statements include the accounts of United Bancorp, Inc. (“United” or “the Company”) and its wholly-owned subsidiary, Unified Bank of Martins Ferry, Ohio (“the Bank”). All intercompany transactions and balances have been eliminated in consolidation.

Nature of Operations

The Company’s revenues, operating income and assets are almost exclusively derived from banking. Accordingly, all of the Company’s banking operations are considered by management to be aggregated in one reportable operating segment. Customers are mainly located in Athens, Belmont, Carroll, Fairfield, Harrison, Jefferson and Tuscarawas Counties in Ohio and Marshall and Ohio Counties in West Virginia and the surrounding localities in northeastern, east-central and southeastern Ohio and include a wide range of individuals, businesses and other organizations. Unified Bank conducts its business through its main office in Martins Ferry, Ohio and branches in Bridgeport, Colerain, Dellroy, Dover, Glouster, Jewett, Lancaster Downtown, Lancaster East, Nelsonville, New Philadelphia, Powhatan Point, St. Clairsville East, St. Clairsville West, Sherrodsville, Strasburg, Tiltonsville, Ohio and Moundsville West Virginia.

The Company’s primary deposit products are checking, savings and term certificate accounts and its primary lending products are residential mortgage, commercial and installment loans. Substantially all loans are secured by specific items of collateral including business assets, consumer assets and real estate. Commercial loans are expected to be repaid from cash flow from operations of businesses. Real estate loans are secured by both residential and commercial real estate. Net interest income is affected by the relative amount of interest-earning assets and interest-bearing liabilities and the interest received or paid on these balances. The level of interest rates paid or received by the Company can be significantly influenced by a number of environmental factors, such as governmental monetary and fiscal policies, that are outside of management’s control.

Revenue Recognition

Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”), establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts to provide goods or services to customers. The core principle requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration that it expects to be entitled to receive in exchange for those goods or services recognized as performance obligations are satisfied.

The majority of the Company’s revenue-generating transactions are not subject to ASC 606, including revenue generated from financial instruments, such as loans, investment securities, as well as revenue related to mortgage banking activities, as these activities are subject to other GAAP discussed elsewhere within the Company’s disclosures.

Descriptions of the Company’s revenue-generating activities that are within the scope of ASC 606, which are presented in the income statements as components of non-interest income are as follows:

8

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Service charges on deposit accounts - these represent general service fees for monthly account maintenance and activity- or transaction-based fees and consist of transaction-based revenue, time-based revenue (service period), item-based revenue or some other individual attribute-based revenue. Revenue is recognized when the performance obligation is completed which is generally monthly for account maintenance services or when a transaction has been completed (such as a wire transfer). Payment for such performance obligations are generally received at the time the performance obligations are satisfied.

Use of Estimates

To prepare financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions based on available information. These estimates and assumptions affect the amounts reported in the financial statements and the disclosures provided and future results could differ. The allowance for credit losses and fair values of financial instruments are particularly subject to change.

Investment Securities

Management determines the appropriate classification of debt securities at the time of purchase and re-evaluates such designation as of each balance sheet date.

Investment securities classified as available for sale are those securities that the Company intends to hold for an indefinite period of time but not necessarily to maturity. Securities available for sale are carried at fair value. Any decision to sell a security classified as available for sale would be based on various factors, including significant movements in interest rates, changes in the maturity mix of the Company’s assets and liabilities, liquidity needs, regulatory capital considerations, and other similar factors. Unrealized gains or losses are reported as increases or decreases in other comprehensive income (loss), net of the deferred tax effect. Realized gains or losses, determined on the basis of the cost of the specific securities sold, are included in earnings. Premiums and discounts are recognized in interest income using the interest method over the terms of the securities.

Allowance for Credit Losses – Available for Sale Securities

The Company measures expected credit losses on available-for-sale debt securities when the Company does not intend to sell, or when it is not more likely than not that it will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For available-for-sale debt securities that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this evaluation indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, equal to the amount that the fair value is less than the amortized cost basis. Economic forecast data is utilized to calculate the present value of expected cash flows. The Company utilizes independent firms to evaluate the Company’s State and Municipal Obligations and Subordinated Notes to measure any expected credit losses. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income.

The allowance for credit losses on available-for-sale debt securities is included within investment securities available-for-sale on the consolidated balance sheet. Changes in the allowance for credit losses are recorded within provision for credit losses on the consolidated statement of income. Losses are charged against the allowance when the Company believes the collectability of an available-for-sale security is in jeopardy or when either of the criteria regarding intent or requirement to sell is met.

9

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Accrued interest receivable on available-for-sale debt securities totaled $2.4 million at June 30, 2023 and is included within the line item accrued interest receivable on the balance sheet on the consolidated balance sheet. This amount is excluded from the estimate of expected credit losses. Available-for-sale debt securities are typically classified as nonaccrual when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about the further collectability of principal or interest. When available-for-sale debt securities are placed on nonaccrual status, unpaid interest credited to income is reversed.

Loans

Loans receivable that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are stated at their outstanding unpaid principal balances, net of an allowance for credit losses and any deferred fees or costs. Accrued interest receivable totaled $1.2 million at June 30, 2023 and was reported in the line item accrued interest receivable on the Consolidated Balance Sheets and is excluded from the estimate of credit losses. Interest income is accrued on the unpaid principal balance. Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment of the yield (interest income) of the related loans. The Company is amortizing these amounts over the contractual life of the loan. Premiums and discounts on purchased loans are amortized as adjustments to interest income using the effective yield method.

The loans receivable portfolio is segmented into commercial and industrial, which are typically utilized for general business purposes and commercial real estate, which are collaterized by real estate. Homogenouse loans consisting similar products that are smaller in amount and distributed over a large number of individual borrowers include residential real estate and consumer loans.

For all classes of loans receivable, the accrual of interest is discontinued when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about further collectability of principal or interest, even though the loan is currently performing. A loan may remain on accrual status if it is in the process of collection and is either guaranteed or well secured. When a loan is placed on nonaccrual status, unpaid interest credited to income in the current year is reversed and unpaid interest accrued in prior years is charged against the allowance for loan losses. Interest generally is either applied against principal or reported as interest income on a cash basis, according to management’s judgment as to the collectability of principal. Generally, loans are restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a reasonable period of time (generally six months), and the ultimate collectability of the total contractual principal and interest is no longer in doubt. The past-due status of all classes of loans receivable is determined based on contractual due dates for loan payments.

Allowance for Credit Losses - Loans

The allowance for credit losses (“ACL”) is a valuation reserve established and maintained by charges against income and is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loans. Loans, or portions thereof, are charged off against the ACL when they are deemed uncollectible. Expected recoveries do not exceed the aggregate of amounts previously charged-off and expected to be charged-off.

The ACL is an estimate of expected credit losses, measured over the contractual life of a loan, that considers our historical loss experience, current conditions and forecasts of future economic conditions. Determination of an appropriate ACL is inherently subjective and may have significant changes from period to period.

The methodology for determining the ACL has two main components: evaluation of expected credit losses for certain groups of homogeneous loans that share similar risk characteristics and evaluation of loans that do not share risk characteristics with other loans.

The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. The Company uses the call report classification as its segment breakout and measures the allowance for credit losses using the Weighted Average Remaining Maturity method for all loan segments.

10

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Historical credit loss experience is the basis for the estimation of expected credit losses. We apply historical loss rates to pools of loans with similar risk characteristics. After consideration of the historic loss calculation, management applies qualitative adjustments to reflect the current conditions and reasonable and supportable forecasts not already reflected in the historical loss information at the balance sheet date. Our reasonable and supportable forecast adjustment is based on a 2 year unemployment forecast provided by Bloomberg and management judgment. For periods beyond our reasonable and supportable forecast, we revert back to historical annual loss rates for the remainder of the life of each pool after the forecast period. The qualitative adjustments for current conditions are based upon current level of inflation, changes in lending policies and practices, experience and ability of lending staff, quality of the Company’s loan review system, value of underlying collateral, the existence of and changes in concentrations and other external factors. These modified historical loss rates are multiplied by the outstanding principal balance of each loan to calculate a required reserve.

The Company has elected to exclude accrued interest receivable from the measurement of its ACL. When a loan is placed on non-accrual status, any outstanding accrued interest is reversed against interest income.

The ACL for individual loans begins with the use of normal credit review procedures to identify whether a loan no longer shares similar risk characteristics with other pooled loans and therefore, should be individually assessed. We evaluate all commercial and industrial loans and residential and installment loans greater than $100,000 that meet the following criteria: 1) when it is determined that foreclosure is probable, 2) substandard, doubtful and nonperforming loans when repayment is expected to be provided substantially through the operation or sale of the collateral, 3) when it is determined by management that a loan does not share similar risk characteristics with other loans. Specific reserves are established based on the following three acceptable methods for measuring the ACL: 1) the present value of expected future cash flows discounted at the loan’s original effective interest rate; 2) the loan’s observable market price; or 3) the fair value of the collateral when the loan is collateral dependent. Our individual loan evaluations consist primarily of the fair value of collateral method because most of our loans are collateral dependent. Collateral values are discounted to consider disposition costs when appropriate. A specific reserve is established or a charge-off is taken if the fair value of the loan is less than the loan balance.

			January 1, 2023
Loan Categories (in thousands)	Pre-adoption		Adoption Impact		As Reported
Commercial and Industrial	$	215	$	755	$	970
Commercial Real Estate		815		388		1,203
Residential Real Estate		816		1,379		2,195
Consumer		206		(103)		103
	$	2,052	$	2,419	$	4,471

Allowance for Credit Losses on Off-Balance Sheet Credit Exposures

The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit, unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses on off-balance sheet credit exposures is adjusted through credit loss expense. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life.

11

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Earnings Per Share

Earnings per share (EPS) were computed as follows:

	Three Months Ended June 30, 2023
			Weighted-	Per
	Net		Average	Share
	Income		Shares	Amount
	(In thousands)
Net income	$	2,280
Less allocated earnings on non-vested restricted stock		(16)
Less allocated dividends on non-vested restricted stock		(34)
Net income allocated to common stockholders		2,230
			5,496,049
Basic and diluted earnings per share				$	0.40

	Three Months Ended June 30, 2022
			Weighted-
	Net		Average	Per Share
	Income		Shares	Amount
	(In thousands)
Net income	$	2,297
Less allocated earnings on non-vested restricted stock		(40)
Less allocated dividends on non-vested restricted stock		(23)
Net income allocated to common stockholders		2,234
			5,484,701
Basic and diluted earnings per share				$	0.40

	Six Months Ended June 30, 2023
			Weighted-	Per
	Net		Average	Share
	Income		Shares	Amount
	(In thousands)
Net income	$	4,168
Less allocated earnings on non-vested restricted stock		(115)
Less allocated dividends on non-vested restricted stock		(94)
Net income allocated to common stockholders		3,959
			5,490,620
Basic and diluted earnings per share				$	0.73

	Six Months Ended June 30, 2022
			Weighted-
			Average	Per Share
	Net Income		Shares	Amount
	(In thousands)
Net income	$	4,048
Less allocated earnings on non-vested restricted stock		(121)
Less dividends on non-vested restricted stock		(107)
Net income allocated to common stockholders		3,820
			5,483,282
Basic and diluted earnings per share				$	0.70

12

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Income Taxes

The Company is subject to income taxes in the U.S. federal jurisdiction, as well as various state jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for the years before 2019.

Accounting Pronouncements Adopted in 2023

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” and subsequent related updates. This ASU replaces the incurred loss methodology for recognizing credit losses and requires businesses and other organizations to measure the current expected credit losses (CECL) on financial assets measured at amortized cost, including loans and held-to-maturity securities, net investments in leases, off-balance sheet credit exposures such as unfunded commitments, and other financial instruments. In addition, ASC 326 requires credit losses on available-for-sale debt securities to be presented as an allowance rather than as a write-down when management does not intend to sell or believes that it is not more likely than not they will be required to sell. This guidance became effective on January 1, 2023 for the Company. The results reported for periods beginning after January 1, 2023 are presented under ASC 326 while prior period amounts continue to be reported in accordance with previously applicable accounting standards.

The Company adopted this guidance, and subsequent related updates, using the modified retrospective approach for all financial assets measured at amortized cost, including loans and available-for-sale debt securities and unfunded commitments. On January 1, 2023, the Company recorded a cumulative effect decrease to retained earnings of $2,088,000, net of tax, of which $1,911,000 related to loans, $177,000 related to unfunded commitments.

The Company adopted the provisions of ASC 326 related to presenting other-than-temporary impairment on available-for-sale debt securities prior to January 1, 2023 using the prospective transition approach, though no such charges had been recorded on the securities held by the Company as of the date of adoption. The Company did not change the segmentation from the incurred loss method upon adoption of ASC 326.

In January 2023, the Company adopted ASU 2022-02, “Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”), which eliminated the accounting guidance for troubled debt restructurings (“TDRs”) while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors when a borrower is experiencing financial difficulty. This guidance was applied on a prospective basis. Upon adoption of this guidance, the Company no longer establishes a specific reserve for modifications to borrowers experiencing financial difficulty. Instead, these modifications are included in their historical loss rate which is applied to the current loan balance to arrive at the quantitative baseline portion of the Allowance for Credit Losses.

Note 2:         Securities

The amortized cost and fair values, together with gross unrealized gains and losses of securities are as follows:

			Gross		Gross		Allowance
			Unrealized		Unrealized		for Credit
	Amortized Cost		Gains		Losses		Losses		Fair Value
	(In thousands)
Available-for-sale Securities:
June 30, 2023:
U.S. government agencies	$	45,000	$	—	$	(1,350)	$	—	$	43,650
State and municipal obligations		171,452		669		(6,561)		—		165,560
Subordinated notesState and municipal obligations		31,073		—		(4,230)		—		26,843
Total debt securities	$	247,525	$	669	$	(12,141)	$	—	$	236,053

13

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

			Gross		Gross
			Unrealized		Unrealized
	Amortized Cost		Gains		Losses		Fair Value
	(In thousands)
Available-for-sale Securities:
December 31, 2022:
U.S. government agencies	$	45,000	$	—	$	(968)	$	44,032
State and municipal obligations		152,447		459		(7,408)		145,498
Subordinated obligations		31,160		—		(3,066)		28,094
Total debt securities	$	228,607	$	459	$	(11,442)	$	217,624

The amortized cost and fair value of available-for-sale securities at June 30, 2023, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

	Amortized		Fair
	Cost		Value
	(In thousands)
Under 1 year	$	5,000	$	4,890
One to five years		42,624		41,111
Five to ten years		31,376		27,325
Over ten years		168,525		162,727
Totals	$	247,525	$	236,053

The carrying value of securities pledged as collateral, to secure public deposits and for other purposes, was $71.0 million and $68.7 million at June 30, 2023 and December 31, 2022, respectively.

Certain investments in debt securities are reported in the consolidated financial statements at an amount less than their historical cost. The total fair value of these investments at June 30, 2023 was $159.8 million, which represented 68% of the Company’s available-for-sale investment portfolio. The total fair value of these investments at December 31, 2022 was $166.1 million, which represented less than 76% of the Company’s available-for-sale.

Based on evaluation of available evidence, including recent changes in market interest rates, credit rating information and information obtained from regulatory filings, management believes the declines in fair value for these securities are temporary and are a result of an increase in longer term interest rates.

The following tables show the Company’s investments’ gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at June 30, 2023:

	June 30, 2023
	Less than 12 Months				12 Months or More				Total
Description of			Unrealized				Unrealized				Unrealized
Securities	Fair Value		Losses		Fair Value		Losses		Fair Value		Losses
	(In thousands)
U.S. Government agencies	$	14,667	$	(333)	$	28,983	$	(1,017)	$	43,650	$	(1,350)
State and municipal obligations		49,406		(356)		46,415		(6,205)		95,821		(6,561)
Subordinated notes		2,108		(392)		18,186		(3,838)		20,294		(4,230)
Total temporarily impaired securities	$	66,181	$	(1,081)	$	93,584	$	(11,060)	$	159,765	$	(12,141)

14

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

	December 31, 2022
	Less than 12 Months				12 Months or More				Total
Description of			Unrealized				Unrealized				Unrealized
Securities	Fair Value		Losses		Fair Value		Losses		Fair Value		Losses
	(In thousands)
US government agencies	$	44,032	$	(968)	$	—	$	—	$	44,032	$	(968)
Subordinated notes		11,185		(1,565)		10,300		(1,501)		21,485		(3,066)
State and municipal obligations		100,599		(7,408)		—		—		100,599		(7,408)
Total temporarily impaired securities	$	155,816	$	(9,941)	$	10,300	$	(1,501)	$	166,116	$	(11,442)

The unrealized losses on the Company’s 125 investments in available for sale securities were caused primarily by interest rate changes. The contractual terms of those investments do not permit the issuer to settle the securities at a price less than the amortized cost bases of the investments. Because the Company does not intend to sell the investments and it is not more likely than not the Company will be required to sell the investments before recovery of their amortized cost basis, which may be maturity, the Company does not consider those investments to be other-than-temporarily impaired at June 30, 2023.

There were no sales of investment securities for the three and six months ended June 30, 2023 and 2022.

Note 3:      Loans and Allowance for Credit Losses

Categories of loans include:

	June 30,		December 31,
	2023		2022
	(In thousands)
Commercial and Industrial	$	89,961	$	90,548
Commercial real estate		274,291		270,312
Residential real estate		92,072		94,012
Consumer loans		6,547		6,003
Total gross loans		462,871		460,875
Less allowance for credit losses		(4,281)		(2,052)
Total loans	$	458,590	$	458,823

The risk characteristics of each loan portfolio segment are as follows:

Commercial and Industrial, and Commercial Real Estate

Commercial loans are primarily based on the identified cash flows of the borrower and secondarily on the underlying collateral provided by the borrower. The cash flows of borrowers, however, may not be as expected and the collateral securing these loans may fluctuate in value. Most commercial loans are secured by the assets being financed or other business assets, such as accounts receivable or inventory, and may include a personal guarantee. Short-term loans may be made on an unsecured basis. In the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers. Commercial real estate loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Commercial real estate lending typically involves higher loan principal amounts and the repayment of these loans is generally dependent on the successful operation of the property securing the loan or the business conducted on the property securing the loan. Commercial real estate loans may be more adversely affected by conditions in the real estate markets or in the general economy. The characteristics of properties securing the Company’s commercial real estate portfolio are diverse, but with geographic location almost entirely in the Company’s market area. Management monitors and evaluates commercial real estate loans based on collateral, geography and risk grade criteria. In general,

15

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

the Company avoids financing single purpose projects unless other underwriting factors are present to help mitigate risk. In addition, management tracks the level of owner-occupied commercial real estate versus nonowner-occupied loans.

Residential Real Estate and Consumer

Residential real estate and consumer loans consist of two segments - residential mortgage loans and personal loans. For residential mortgage loans that are secured by 1-4 family residences and are generally owner-occupied, the Company generally establishes a maximum loan-to-value ratio and requires private mortgage insurance if that ratio is exceeded. Home equity loans are typically secured by a subordinate interest in 1-4 family residences, and consumer personal loans are secured by consumer personal assets, such as automobiles or recreational vehicles. Some consumer personal loans are unsecured, such as small installment loans and certain lines of credit. Repayment of these loans is primarily dependent on the personal income of the borrowers, which can be impacted by economic conditions in their market areas, such as unemployment levels. Repayment can also be impacted by changes in property values on residential properties. Risk is mitigated by the fact that the loans are of smaller individual amounts and spread over a large number of borrowers.

Allowance for Credit Losses and Recorded Investment in Loans

As of and for the three and six month periods ended June 30, 2023

			Commercial
	Commercial		Real Estate		Residential		Consumer		Total
Allowance for credit losses:
Balance, April 1, 2023	$	990	$	1,202	$	2,156	$	104	$	4,452
Provision (credit) for credit loss exposure		(93)		(123)		(64)		134		(146)
Losses charged off		—		—		—		(33)		(33)
Recoveries		5		—		—		3		8
Balance, June 30, 2023	$	902	$	1,079	$	2,092	$	208	$	4,281
Balance, January 1, 2023	$	215	$	815	$	816	$	206	$	2,052
Impact of adopting ASC 326		755		388		1,379		(103)		2,419
Provision (credit) for credit loss exposure		(78)		(124)		(103)		159		(146)
Losses charged off		—		—		—		(62)		(62)
Recoveries		10		—		—		8		18
Balance, June 30, 2023	$	902	$	1,079	$	2,092	$	208	$	4,281
Allocation:
Ending balance: individually evaluated for credit losses	$	99	$	—	$	—	$	—	$	99
Ending balance: collectively evaluated for credit losses	$	803	$	1,079	$	2,092	$	208	$	4,182
Loans:
Ending balance: individually evaluated for credit losses	$	99	$	—	$	—	$	—	$	99
Ending balance: collectively evaluated for credit losses	$	89,861	$	274,291	$	92,072	$	6,547	$	462,871

16

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Allowance for Loan Losses and Recorded Investment in Loans

As of and for the three and six month periods ended June 30, 2022

			Commercial
	Commercial		Real Estate		Residential		Consumer		Total
Allowance for loan losses:
Balance, April 1, 2022	$	648	$	1,289	$	959	$	278	$	3,174
Provision (credit) charged to expense		(151)		(70)		(145)		(119)		(485)
Losses charged off		—		—		—		(39)		(39)
Recoveries		—		—		—		3		3
Balance, June 30, 2022	$	497	$	1,219	$	814	$	123	$	2,653
Balance, January 1, 2022	$	1,046	$	1,235	$	1,121	$	271	$	3,673
Provision (credit) charged to expense		(571)		(16)		(307)		(91)		(985)
Losses charged off		—		—		—		(74)		(74)
Recoveries		22		—		—		17		39
Balance, June 30, 2022	$	497	$	1,219	$	814	$	123	$	2,653
Allocation:
Ending balance: individually evaluated for impairment	$	—	$	415	$	—	$	—	$	415
Ending balance: collectively evaluated for impairment	$	497	$	804	$	814	$	123	$	2,238
Loans:
Ending balance: individually evaluated for impairment	$	—	$	3,803	$	—	$	—	$	3,803
Ending balance: collectively evaluated for impairment	$	90,891	$	270,825	$	95,591	$	6,279	$	463,586

Allowance for Loan Losses and Recorded Investment in Loans

As of December 31, 2022

			Commercial
	Commercial		Real Estate		Residential		Consumer		Total
	(In thousands)
Allowance for loan losses:
Ending balance: individually evaluated for impairment	$	—	$	—	$	––	$	––	$	—
Ending balance: collectively evaluated for impairment	$	215	$	815	$	816	$	206	$	2,052
Loans:
Ending balance: individually evaluated for impairment	$	—	$	57	$	—	$	—	$	57
Ending balance: collectively evaluated for impairment	$	90,548	$	270,255	$	94,012	$	6,003	$	460,875

17

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

The following tables show the portfolio quality indicators.

Based on the most recent analysis performed, the following table presents the recorded investment in non-homogeneous loans by internal risk rating system as of June 30, 2023 (in thousands):

													Revolving		Revolving
													Loans		Loans
													Amortized		Converted
June 30, 2023	2023		2022		2021		2020		2019		Prior		Cost Basis		to Term		Total
Commercial and industrial
Risk Rating
Pass	$	10,469	$	17,617	$	15,589	$	16,075	$	7,235	$	6,790	$	15,935	$	—	$	89,710
Special Mention		—		26		—		—		—		126		—		—		152
Substandard		—		—		—		—		—		—		99		—		99
Doubtful		—		—		—		—		—		—		—		—		—
Total	$	10,469	$	17,643	$	15,589	$	16,075	$	7,235	$	6,916	$	16,034	$	—	$	89,961
Commercial and industrial
Current period gross charge-offs	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Commercial real estate
Risk Rating
Pass	$	5,005	$	32,710	$	49,603	$	25,633	$	27,749	$	63,721	$	65,536	$	—	$	269,957
Special Mention		—		—		—		2,083		—		1,940		245		—		4,268
Substandard		—		—		—		—		—		66		—		—		66
Doubtful		—		—		—		—		—		—		—		—		—
Total	$	5,005	$	32,710	$	49,603	$	27,716	$	27,749	$	65,727	$	65,781	$	—	$	274,291
Commercial real estate
Current period gross charge-offs	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—

18

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

The Company monitors the credit risk profile by payment activity for residential and consumer loan classes. Loans past due 90 days or more and loans on nonaccrual status are considered nonperforming. Nonperforming loans are reviewed quarterly. The following table presents the amortized cost in residential and consumer loans based on payment activity:

													Revolving		Revolving
													Loans		Loans
													Amortized		Converted
June 30, 2023	2023		2022		2021		2020		2019		Prior		Cost Basis		to Term		Total
Residential Real Estate
Payment Performance
Performing	$	5,723	$	19,036	$	16,863	$	20,349	$	6,080	$	23,828	$	—	$	—	$	91,879
Nonperforming		—		—		—		—		24		169		—		—		193
Total	$	5,723	$	19,036	$	16,863	$	20,349	$	6,104	$	23,997	$	—	$	—	$	92,072
Residential real estate
Current period gross charge-offs	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Consumer
Payment Performance
Performing	$	1,529	$	1,715	$	852	$	551	$	403	$	1,125	$	372	$	—	$	6,547
Nonperforming		—		—		—		—		—		—		—		—		—
Total	$	1,529	$	1,715	$	852	$	551	$	403	$	1,125	$	372	$	—	$	6,547
Consumer
Current period gross charge-offs	$	62	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	62
Total
Payment Performance
Performing	$	7,252	$	20,751	$	17,715	$	20,900	$	6,483	$	24,953	$	372	$	—	$	98,426
Nonperforming		—		—		—		—		24		169		—		—		193
Total	$	7,252	$	20,751	$	17,715	$	20,900	$	6,507	$	25,122	$	372	$	—	$	98,619

	December 31, 2022
			Commercial
Loan Class	Commercial		Real Estate		Residential		Consumer		Total
	(In thousands)
Pass Grade	$	90,548	$	262,472	$	94,012	$	6,003	$	453,035
Special Mention		—		4,066		—		—		4,066
Substandard		—		3,774		—		—		3,774
Doubtful		—		—		—		—		—
	$	90,548	$	270,312	$	94,012	$	6,003	$	460,875

19

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

To facilitate the monitoring of credit quality within the loan portfolio, and for purposes of analyzing historical loss rates used in the determination of the allowance for credit losses, the Company utilizes the following categories of credit grades: pass, special mention, substandard, and doubtful. The four categories, which are derived from standard regulatory rating definitions, are assigned upon initial approval of credit to borrowers and updated periodically thereafter. Pass ratings, which are assigned to those borrowers that do not have identified potential or well defined weaknesses and for which there is a high likelihood of orderly repayment, are updated periodically based on the size and credit characteristics of the borrower. All other categories are updated on at least a quarterly basis.

The Company assigns a special mention rating to loans that have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may, at some future date, result in the deterioration of the repayment prospects for the loan or the Company’s credit position.

The Company assigns a substandard rating to loans that are inadequately protected by the current sound worth and paying capacity of the borrower or of the collateral pledged. Substandard loans have well defined weaknesses or weaknesses that could jeopardize the orderly repayment of the debt. Loans and leases in this grade also are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies noted are not addressed and corrected.

The Company assigns a doubtful rating to loans that have all the attributes of a substandard rating with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. The possibility of loss is extremely high, but because of certain important and reasonable specific pending factors that may work to the advantage of and strengthen the credit quality of the loan or lease, its classification as an estimated loss is deferred until its more exact status may be determined. Pending factors may include a proposed merger or acquisition, liquidation proceeding, capital injection, perfecting liens on additional collateral or refinancing plans.

The Company evaluates the loan risk grading system definitions and allowance for credit losses methodology on an ongoing basis. No significant changes were made to either during the past year to date period.

Loan Portfolio Aging Analysis

As of June 30, 2023

	30-59 Days		60‑89 Days		Greater
	Past Due		Past Due		Than 90 Days				Total Past
	and		and		and				Due and				Total Loans
	Accruing		Accruing		Accruing		Non Accrual		Non Accrual		Current		Receivable
	(In thousands)
Commercial	$	50	$	—	$	—	$	99	$	149	$	89,812	$	89,961
Commercial real estate		—		—		—		51		51		274,240		274,291
Residential		154		79		—		248		481		91,591		92,072
Consumer		4		—		—		—		4		6,543		6,547
Total	$	208	$	79	$	—	$	398	$	685	$	462,186	$	462,871

20

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Loan Portfolio Aging Analysis

As of December 31, 2022

	30‑59 Days		60‑89 Days		Greater
	Past Due		Past Due		Than 90 Days				Total Past
	and		and		and				Due and				Total Loans
	Accruing		Accruing		Accruing		Non Accrual		Non Accrual		Current		Receivable
	(In thousands)
Commercial	$	126	$	—	$	—	$	—	$	126	$	90,422	$	90,548
Commercial real estate		158		—		—		9		167		270,145		270,312
Residential		102		24		—		173		299		93,713		94,012
Consumer		15		—		—		—		15		5,988		6,003
Total	$	401	$	24	$	—	$	182	$	607	$	460,268	$	460,875

Nonperforming Loans

The following table present the amortized cost basis of loans on nonaccrual status and loans past due over 90 days still accruing interest as of June 30, 2023:

							Loans Past
							Due Over 90 Days		Total
	Nonaccrual with no ACL		Nonaccrual with ACL		Total Nonaccrual		Still Accruing		Nonperforming
	(In thousands)
Commercial	$	—	$	99	$	99	$	—	$	99
Commercial real estate		51		—		51		—		51
Residential		248		—		248		—		248
Consumer		—		—		—		—		—
Total	$	299	$	99	$	398	$	—	$	398

The Company did recognized approximately $6,000 interest income on nonaccrual loans during the the period ended June 30, 2023.

Impaired Loans

For 2022, a loan is considered impaired, in accordance with the impairment accounting guidance (ASC 310-10-35-16), when based on current information and events, it is probable the Company will be unable to collect all amounts due from the borrower in accordance with the contractual terms of the loan. Impaired loans include nonperforming commercial loans but also include loans modified in troubled debt restructurings where concessions have been granted to borrowers experiencing financial difficulties. These concessions could include a reduction in the interest rate on the loan, payment extensions, forgiveness of principal, forbearance or other actions intended to maximize collection.

21

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Impaired Loans

							For the three months ended				For the six months ended
	As of June 30, 2022						June 30, 2022				June 30, 2022
			Unpaid				Average		Interest		Average		Interest
	Recorded		Principal		Specific		Investment in		Income		Investment in		Income
	Balance		Balance		Allowance		Impaired Loans		Recognized		Impaired Loans		Recognized
	(In thousands)
Loans without a specific valuation allowance:
Commercial	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Commercial real estate		2,840		2,840		—		2,844		—		2,841		20
Residential		—		—		—		—		—		—		—
Consumer		—		—		—		—		—		—		—
		2,840		2,840		—		2,844		—		2,841		20
Loans with a specific valuation allowance:
Commercial		—		—		—		—		—		—		—
Commercial real estate		963		963		415		983		—		983		—
Residential		—		—		—		—		—		—		––
Consumer		––		––		––		––		––		—		—
		963		963		415		983		—		983		—
Total:
Commercial	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Commercial real estate	$	3,803	$	3,803	$	415	$	3,827	$	—	$	3,824	$	20
Residential	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Consumer	$	—	$	—	$	—	$	—	$	—	$	—	$	—

Interest income recognized on a cash basis was not materiality different than interest income recognized.

For the TDRs noted in the tables below, the Company extended the maturity dates and granted interest rate concessions as part of each of those loan restructurings. The loans included in the tables are considered impaired and specific loss calculations are performed on the individual loans. In conjunction with the restructuring there were no amounts charged-off.

	Six Months ended June 30, 2022
		Pre- Modification		Post-Modification
		Outstanding		Outstanding
	Number of	Recorded		Recorded
	Contracts	Investment		Investment
	(In thousands)
Commercial	—	$	—	$	—
Commercial real estate	—		—		—
Residential	—		—		—
Installment	—		—		—

22

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

	Six Months Ended June 30, 2022
	Interest						Total
	Only		Term		Combination		Modification
	(In thousands)
Commercial	$	—	$	—	$	—	$	—
Commercial real estate		—		—		—		—
Residential		—		—		—		—
Consumer		—		—		—		—

During the six months ended June 30, 2022 there were no material defaults of any modified loans or troubled debt restructurings that were modified in the last 12 months. The Company generally considers TDR’s that become 90 days or more past due under the modified terms as subsequently defaulted.

Note 4:         Benefit Plans

Pension expense includes the following:

	Three months ended				Six months ended
	June 30,				June 30,
	2023		2022		2023		2022
	(In thousands)
Service cost	$	76	$	130	$	152	$	260
Interest cost		78		68		156		136
Expected return on assets		(133)		(144)		(266)		(288)
Amortization (accretion) of prior service cost and net loss		(10)		24		(20)		48
Pension expense	$	11	$	78	$	(22)	$	156

All components of pension expense are reflected within the salaries and employee benefits line of the consolidated income statement.

Note 5:         Off-balance-sheet Activities

Some financial instruments, such as loan commitments, credit lines, letters of credit and overdraft protection, are issued to meet customer financing needs. These are agreements to provide credit or to support the credit of others, as long as conditions established in the contracts are met, and usually have expiration dates. Commitments may expire without being used. Off-balance-sheet risk to credit loss exists up to the face amount of these instruments, although material losses are not anticipated. The same credit policies are used to make such commitments as are used for loans, including obtaining collateral at exercise of the commitment.

A summary of the notional or contractual amounts of financial instruments with off-balance-sheet risk at the indicated dates is as follows:

	June 30,		December 31,
	2023		2022
	(In thousands)
Commercial loans unused lines of credit	$	94,089	$	79,718
Commitment to originate loans		91,612		77,889
Consumer open end lines of credit		38,312		37,600
Standby lines of credit		261		136

The Company adopted the provisions of ASC 326 and recognized an initial implementation amount of $224,000. During the six months ended June 30, 2023, there was no change in the provision for credit expense for off balance sheet exposure.

23

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Note 6:         Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), included in stockholders’ equity, are as follows:

	June 30,		December 31,
	2023		2022
	(In thousands)
Net unrealized loss on securities available-for-sale	$	(11,472)	$	(10,984)
Net unrealized loss for unfunded status of defined benefit plan liability		(835)		(835)
		(12,307)		(11,819)
Less: Tax effect		2,585		2,483
Net-of-tax amount	$	(9,722)	$	(9,336)

Note 7:         Fair Value Measurements

The Company defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company also utilizes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1     Quoted prices in active markets for identical assets or liabilities that the entity can access at the measurement date

Level 2     Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities

Level 3     Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities

Following is a description of the valuation methodologies used for assets measured at fair value on a recurring basis and recognized in the accompanying consolidated balance sheets, as well as the general classification of such instruments pursuant to the valuation hierarchy.

Available-for-sale Securities

Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. The Company’s equity securities are classified within Level 1 of the hierarchy. If quoted market prices are not available, then fair values are estimated by using quoted prices of securities with similar characteristics or independent asset pricing services and pricing models, the inputs of which are market-based or independently sourced market parameters, including, but not limited to, yield curves, interest rates, volatilities, prepayments, defaults, cumulative loss projections and cash flows. Such securities are classified in Level 2 of the valuation hierarchy.

24

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

The following table presents the fair value measurements of assets recognized in the accompanying consolidated balance sheets measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurements fall at June 30, 2023 and December 31, 2022:

			Fair Value Measurements Using
			Quoted Prices
			in Active		Significant
			Markets for		Other		Significant
			Identical		Observable		Unobservable
			Assets		Inputs		Inputs
	Fair Value		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
June 30, 2023
U.S. government agencies	$	43,650	$	—	$	43,650	$	—
Subordinated Notes		26,843		—		26,843		—
State and municipal obligations		165,560		—		165,560		—
December 31, 2022
U.S. government agencies	$	44,032	$	—	$	44,032	$	—
Subordinated Notes		28,094		—		28,094		—
State and municipal obligations		145,498		—		145,498		—

Following is a description of the valuation methodologies used for assets measured at fair value on a nonrecurring basis and recognized in the accompanying consolidated balance sheets, as well as the general classification of such assets pursuant to the valuation hierarchy. For assets classified within Level 3 of the fair value hierarchy, the process used to develop the reported fair value is described below.

Collateral Dependent

Collateral dependent loans consisted primarily of loans secured by nonresidential real estate. Management has determined fair value measurements on collateral dependent loans primarily through evaluations of appraisals performed. Due to the nature of the valuation inputs, impaired loans are classified within Level 3 of the hierarchy.

The Company considers the appraisal or evaluation as the starting point for determining fair value and then considers other factors and events in the environment that may affect the fair value. Appraisals of the collateral underlying collateral-dependent loans are obtained when the loan is determined to be collateral-dependent and subsequently as deemed necessary by the Company’s Chief Lender. Appraisals are reviewed for accuracy and consistency by the Company’s Chief Lender. Appraisers are selected from the list of approved appraisers maintained by management. The appraised values are reduced by discounts to consider lack of marketability and estimated cost to sell if repayment or satisfaction of the loan is dependent on the sale of the collateral. These discounts and estimates are developed by the Company’s Chief Lender by comparison to historical results.

Foreclosed Assets Held for Sale

Assets acquired through, or in lieu of, loan foreclosure are held for sale and are initially recorded at fair value (based on current appraised value) at the date of foreclosure, establishing a new cost basis. Subsequent to foreclosure, valuations are periodically performed by management and the assets are carried at the lower of carrying amount or fair value less cost to sell. Management has determined fair value measurements on other real estate owned primarily through evaluations of appraisals performed, and current and past offers for the other real estate under evaluation. Due to the nature of the valuation inputs, foreclosed assets held for sale are classified within Level 3 of the hierarchy.

Appraisals of OREO are obtained when the real estate is acquired and subsequently as deemed necessary by the Company’s Chief lender. Appraisals are reviewed for accuracy and consistency by the Company’s Chief Lender and are selected from the list of approved appraisers maintained by management.

25

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

The following table presents the fair value measurements of assets recognized in the accompanying consolidated balance sheets measured at fair value on a nonrecurring basis and the level within the fair value hierarchy in which the fair value measurements fall at June 30, 2023 and December 31, 2022.

			Fair Value Measurements Using
			Quoted Prices
			in Active		Significant
			Markets for		Other		Significant
			Identical		Observable		Unobservable
	Fair		Assets		Inputs		Inputs
	Value		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
June 30, 2023
Collateral dependent loans	$	—	$	—	$	—	$	—
Foreclosed assets held for sale		3,475		—		—		3,475
December 31, 2022
Collateral dependent loans	$	9	$	—	$	—	$	9
Foreclosed assets held for sale		3,519		—		—		3,519

Unobservable (Level 3) Inputs

The following table presents quantitative information about unobservable inputs used in recurring and nonrecurring Level 3 fair value measurements.

	Fair Value at		Valuation	Unobservable
	6/30/23		Technique	Inputs	Range
	(In thousands)
Collateral-dependent loans	$	—	Market comparable properties	Comparability adjustments	5% – 10%
Foreclosed assets held for sale		3,475	Market comparable properties	Marketability discount	10% – 35%

	Fair Value at		Valuation	Unobservable
	12/31/22		Technique	Inputs	Range
	(In thousands)
Collateral-dependent loans	$	9	Market comparable properties	Comparability adjustments	5% – 10%
Foreclosed assets held for sale		3,519	Market comparable properties	Marketability discount	10% – 35%

26

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

There were no significant changes in the valuation techniques used during 2023.

The following table presents estimated fair values of the Company’s financial instruments. The fair values of certain of these instruments were calculated by discounting expected cash flows, which involves significant judgments by management and uncertainties. Because no market exists for certain of these financial instruments and because management does not intend to sell these financial instruments, the Company does not know whether the fair values shown below represent values at which the respective financial instruments could be sold individually or in the aggregate.

			Fair Value Measurements Using
			Quoted Prices
			in Active		Significant
			Markets for		Other		Significant
			Identical		Observable		Unobservable
	Carrying		Assets		Inputs		Inputs
	Amount		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
June 30, 2023:
Financial assets
Cash and cash equivalents	$	81,763	$	81,763	$	—	$	—
Loans, net of allowance		458,590		—		—		436,337
Federal Home Loan Bank stock		3,979		—		3,979		—
Accrued interest receivable		3,547		—		3,547		—
Financial liabilities
Deposits		643,616		—		642,184		—
Securities sold under agreements to repurchase		23,690		—		23,690		—
Subordinated debentures		23,756		—		21,805		—
Advance Federal Home Loan Bank		75,000		—		74,072		—
Interest payable		502		—		502		—

			Fair Value Measurements Using
			Quoted Prices
			in Active		Significant
			Markets for		Other		Significant
			Identical		Observable		Unobservable
	Carrying		Assets		Inputs		Inputs
	Amount		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
December 31, 2022:
Financial assets
Cash and cash equivalents	$	30,080	$	30,080	$	—	$	—
Loans, net of allowance		458,823		—		—		440,704
Federal Home Loan Bank stock		2,499		—		2,499		—
Accrued interest receivable		3,403		—		3,403		—
Financial liabilities
Deposits		649,913	$	—	$	646,455	$	—
Securities sold under agreements to repurchase		18,106		—		18,106		—
Subordinated debentures		23,726		—		24,080		—
Interest payable		304		—		304		—

The following methods and assumptions were used to estimate the fair value of each class of financial instruments.

27

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

Cash and Cash Equivalents, Accrued Interest Receivable and Federal Home Loan Bank Stock

The carrying amounts approximate fair value.

Loans

Fair values of loans and leases are estimated on an exit price basis incorporating discounts for credit, liquidity and marketability factors.

Deposits

Deposits include demand deposits, savings accounts, NOW accounts and certain money market deposits. The carrying amount approximates fair value. The fair value of fixed-maturity time deposits is estimated using a discounted cash flow calculation that applies the rates currently offered for deposits of similar remaining maturities.

Interest Payable

The carrying amount approximates fair value.

Securities sold under agreements to repurchase, Federal Home Loan Bank Advances and Subordinated Debentures

Rates currently available to the Company for debt with similar terms and remaining maturities are used to estimate the fair value of existing debt.

Commitments to Originate Loans, Letters of Credit and Lines of Credit

The fair value of commitments to originate loans is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair values of letters of credit and lines of credit are based on fees currently charged for similar agreements or on the estimated cost to terminate or otherwise settle the obligations with the counterparties at the reporting date. Fair values of commitments were not material at June 30, 2023 and December 31, 2022.

Note 8:          Repurchase Agreements

Securities sold under agreements to repurchase (“repurchase agreements”) with customers represent funds deposited by customers, generally on an overnight basis that are collateralized by investment securities owned by the Company.

The following table presents the Company’s repurchase agreements accounted for as secured borrowings:

Remaining Contractual Maturity of the Agreement

(In thousands)

	Overnight and						Greater than
June 30, 2023	Continuous		Up to 30 Days		30‑90 Days		90 Days		Total
Repurchase Agreements
State and municipal obligations	$	23,690	$	—	$	—	$	—	$	23,690
Total	$	23,690	$	—	$	—	$	—	$	23,690

28

United Bancorp, Inc.

Notes to Condensed Consolidated Financial Statements

(In thousands)

	Overnight and						Greater than
December 31, 2022	Continuous		Up to 30 Days		30‑90 Days		90 Days		Total
Repurchase Agreements
State and municipal obligations	$	18,106	$	—	$	—	$	—	$	18,106
Total	$	18,106	$	—	$	—	$	—	$	18,106

These borrowings were collateralized with state and municipal obligations with a carrying value of $39.1 million at June 30, 2023 and $38.8 million at December 31, 2022. Declines in the fair value would require the Company to pledge additional securities.

Note 9:           Core Deposits and Intangible Assets

The following table shows the changes in the carrying amount of goodwill for June 30, 2023 and December 31, 2022 (in thousands):

	June 30,		December 31,
	2023		2022
Balance beginning of year	$	682	$	682
Additions from acquisition		—		—
Balance, end of period	$	682	$	682

Intangible assets in the consolidated balance sheets at June 30, 2023 and December 31, 2022 were as follows (in thousands):

	Six Months Ended June 30, 2023				Year Ended December 31, 2022
	Gross				Gross
	Intangible		Accumulated	Net Intangible	Intangible	Accumulated	Net Intangible
	Assets		Amortization	Assets	Assets	Amortization	Assets
Core deposit intangibles	$	1,041	706	335	1,041	631	410

The estimated aggregate future amortization expense remaining as of June 30, 2022 is as follows (in thousands):

2023	$	77
2024		150
2025		108

At each reporting date between annual goodwill impairment tests, the Company considers potential indicators of impairment. At the conclusion of the assessment, the Company determined that as of June 30, 2023 it was more likely than not that the fair value exceeded its carrying values. The Company will continue to monitor the overall economic conditions and any other triggering events or circumstances that may indicate an impairment of goodwill in the future.

Note 10:           Advances from the Federal Home Loan Bank

At June 30, 2023, advance from the Federal Home Loan Bank were $75 million. The Company did not have any advances from the Federal Home Loan Bank at December 31, 2022.

At June 30, 2023, required annual payments on Federal Home Loan Bank advances were for year ending December 31, 2026 $20 million (4.39% fixed rate), December 31, 2027 $35 million (4.24% fixed rate) and December 31, 2028 $20 million (4.11% fixed rate).

29

United Bancorp, Inc.

Management’s Discussion and Analysis of Financial
Condition and Results of Operations

The following discusses the consolidated financial condition of the Company as of June 30, 2023, as compared to December 31, 2022, and the results of consolidated operations for the three and six months ended June 30, 2023, compared to the same period in 2022. This discussion should be read in conjunction with the interim condensed consolidated financial statements and related footnotes included herein.

Introduction

The Company reported diluted earnings per share of $0.40 and net income of $2,280,000 for the three months ended June 30, 2023. For the first six months of the current year, UBCP reported diluted earnings per share of $0.73, an increase of 4.3%, and net income of $4,168,000, an increase of 3.0%, over the previous year.

We are pleased to report on the earnings performance of United Bancorp, Inc. (UBCP) for the second quarter ended June 30, 2023 and the first six months of 2023.  For the quarter, our Company achieved solid net income and diluted earnings per share results of $2,280,000 and $0.40, which were in-line with our Company’s earnings results achieved during the second quarter of last year.  For the six months ended June 30, 2023, our Company produced net income of $4,168,000 and diluted earnings per share of $0.73, which were both respective increases of $120,000, or 3.0%, and $0.03, or 4.3%, over the results achieved for the first six months of the prior year.  As we have previously reported, UBCP has been able to capitalize on the extreme tightening of monetary policy undertaken by the Federal Open Market Committee of the Federal Reserve (FOMC) over the course of the past fifteen months, which has caused interest rates to rise rapidly during this timeframe from a range of 25 to 50 basis points in March 2022 to a range of 5.00% to 5.25% as of June 2023.  Our Company was properly positioned to take advantage of this dramatic increase in interest rates over the course of the past fifteen months and, accordingly, we experienced an improvement in the level of net interest income that we generated of $1,289,000, an increase of 11.23%, for the first six months of the current year relative to the previous year and a net interest margin of 3.58% as of June 30, 2023.  We are pleased to see that our net interest income continues to increase; although, we did experience marginal compression of our net interest margin on a linked-quarter basis by 17 basis points.  Year-over-year, the level of net interest income that we realized was positively impacted by a slight increase in average loans of $1.1 million and the significant increases in both average securities and average cash and due from the Federal Reserve Bank of $84.0 million, or 52.7%, and $55.3 million, or 628.5%, respectively.  This year-over-year increase in earning assets was funded by growth achieved in our total deposits of $36.3 million and advances from the Federal Home Loan Bank of $75 million… the latter of which we previously disclosed in our first quarter earnings release as a defensive play to both generate liquidity in response to the industry challenges that arose in mid-March and to provide a hedge against the potential of a substantial rise in interest rates in our current operating environment.  Although the advance at the Federal Home Loan Bank taken last quarter did have a dilutive impact on both our net interest margin and return on assets in the most recently ended quarter, it did have a positive impact on our bottom-line net income, since we were able to park those funds in overnight investments at a positive spread.

Adding additional leverage to our balance sheet while controlling our funding costs and enhancing the returns on our earning assets has allowed our Company to see improvement in our net interest margin and overall earnings on a year-over-year basis.  Of note relating to our earnings improvement achieved in both the second quarter and the first six months of 2023 relative to our previous year’s results, our Company did not have a negative provision for credit losses in the first quarter and only a very minimal negative provision in the second quarter, which was driven by our newly adopted Current Expected Credit Loss (CECL) loan loss reserve methodology.  For the current year, the negative provision in the second quarter was $339,000 less than the negative provision during the same period the previous year.  Also, for the first six months ended June 30, 2023, the negative provision (or, credit) attributed to releases from our Company’s loan loss reserve was $839,000 lower than the first six months of 2022.  Last year, this added approximately $268,000, or $0.05, respectively to net income and diluted earnings per share in the second quarter and, for the first six months ended June 30, 2023, added approximately $663,000 and $0.12, respectively, to our net income and diluted earnings per share results.  We are exceedingly happy that we were able to overcome this fairly large earnings hurdle in the current year on an operating basis; especially, in this exceedingly challenging environment in which we are operating.

30

United Bancorp, Inc.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Even with the economic headwinds with which our country continues to be confronted and the significant increases in interest rates that may have affected some of our borrowers with rate resets to higher interest rate levels on their loans, we have successfully maintained credit-related strength and stability within our loan portfolio as of the most recently ended quarter.  As of June 30, 2023, our Company’s total nonaccrual loans and loans past due 30 plus days were $685,000, or 0.15% of gross loans, a decrease of $3.7 million, or 85%, year-over-year.  Non-accrual loans and OREO to total assets was 0.47%, a decrease of twelve basis points over the previous year, and net charge-offs to average loans totaled 0.02% annualized as of June 30, 2023.  Interestingly, our Company had net charge offs of $44,000 year-to-date, which included a net recovery of $10,000 in loans and a net charge off in overdrafts of $54,000.  As of the most recently ended quarter and with the enhanced loan loss reserve build-up under CECL in the current year (and, our Company’s improved credit quality metrics), our total allowance for credit losses to total loans was 0.92% and our total allowance for credit losses to nonperforming loans was 1,076%.  As of June 30, 2023, our Company continues to be very well capitalized with equity to assets of 7.0% and total average shareholders’ equity of $58.6 million.  As with most financial institutions in this extreme, rising-rate environment in which we are all presently operating, our Company continues to experience a loss in accumulated other comprehensive income (AOCI) due to the loss position within our securities portfolio.  As of June 30, 2023, our Company’s AOCI loss totaled $9.7 million, which is a modest level that is 14.3% of total capital (prior to the AOCI loss adjustment).  With the overall quality of our investment portfolio, our well capitalized position, and our low level of uninsured deposits (which are approximately 16.5% of total deposits as of the most recent quarter-end), we firmly believe that any issues, which could potentially create a risk to our capital and capital position, are very minimal.

Considering the exceedingly dynamic monetary policy environment in which we have operated for the past fifteen months and the more recent issues which have impacted our industry since mid-March, we are very happy to report on the very strong earnings performance that United Bancorp, Inc. (UBCP) achieved in the first six months of 2023.  Relating to the excessive tightening of our country’s monetary policy over the course of the past year plus, we are extremely pleased that we have been able to grow the level of interest income that our Company generated while controlling overall interest expense levels; thereby, expanding the level of net interest income that we realized and our net interest margin.  We achieved this while growing our level of assets and funding some of this expansion with growth in our overall deposits in a cost-effective manner.  This is somewhat of a counter-trend to what occurred within our industry over this timeframe.  With the aforementioned developments that occurred within our industry late in the first quarter of this year, we transitioned into a more conservative operating position that greatly increased our overall liquidity and locked in a fair portion of our funding as a hedge against further interest rate increases.  Although this will have a marginal impact on our returns and margins (such as our return on assets and our net interest margin) in the short-term, it is immediately accretive to our bottom-line earnings.  Overall, our capital levels remain very strong and our Company is classified as being well-capitalized based on industry standards.  We firmly believe that with our strong liquidity, above industry-average growth in core deposits and minimal levels of uninsured deposits that our risk to capital is very low, and, fundamentally, our Company’s financial position and future prospects are very solid.

Our primary focus is protecting the investment of our shareholders in our Company and rewarding them in a balanced fashion by growing their value and paying an attractive cash dividend.  In the second quarter, we paid a regular cash dividend of $0.165, which was an increase of $0.01, or 6.5%, over that paid in the second quarter of the previous year.  On a year-to-date basis, our total cash dividend payout was $0.4775, which included a special cash dividend of $0.15 paid in the first quarter.  This is a 4.4% increase over the total cash dividend paid during the first six months of the previous year and produces a near-industry leading total dividend yield of 6.8%.  This total dividend yield is based on our second quarter cash dividend on a forward basis, plus the special dividend paid in the first quarter (which combined total $0.81) and our quarter-end fair market value of $11.97.  Even though our fair market value decreased during the most recent quarter (as did the fair market value of many financial institution stocks), our Company still had a market price to book value of 120%, which compares favorably to industry standards as of quarter-end.

Considering that we continue to operate in a challenging economic and concerning industry-related environment, we are very pleased with our overall present performance and future prospects.  Even with the present threats with which our overall industry is exposed, we are very optimistic about the future growth and earnings prospects for United Bancorp, Inc. (UBCP).  We firmly believe that with the challenges that our industry has experienced over the course of the past few years, our Company has evolved into a more fundamentally sound organization with a focus of growing to achieve greater efficiencies and scales, while controlling overall costs.  We have invested in areas that will lead to our continued and future relevancy within our industry along with anticipated higher revenue generation while implementing cost control initiatives, where needed, by consolidating delivery channels in markets in which we had low banking center performance and considerable overlap. We still have a vision of growing UBCP to an asset threshold of $1.0 billion or greater in the near term in a prudent and profitable fashion.  In addition, we will continue to build upon our solid foundation and maintain a longer-term vision. With a keen focus on continual process improvement, product development and delivery, we firmly believe the future for our Company is very bright.

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United Bancorp, Inc.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

When used in this document, the words or phrases “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “projected” or similar expressions are intended to identify “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties including changes in economic conditions in the Bank’s market areas, changes in policies by regulatory agencies, fluctuations in interest rates, demand for loans in the Bank’s market areas and competition, that could affect the Company’s financial performance and cause actual results to differ materially from historical earnings and those presently anticipated or projected with respect to future periods. These risks and uncertainties should be considered in evaluating forward looking statements, and undue reliance should not be placed on such statements. Additional information concerning the Company and its business, including other factors that could materially affect the Company’s financial results, is included in the Company’s filings with the Securities and Exchange Commission.

The Company is not aware of any trends, events or uncertainties that will have or are reasonably likely to have a material effect on its financial condition, results of operations, liquidity or capital resources except as discussed herein. The Company is not aware of any current recommendation by regulatory authorities that would have such effect if implemented except as discussed herein.

The Company does not undertake, and specifically disclaims any obligation, to publicly revise any forward-looking statements to reflect events or circumstances after the date such statements were made or to reflect the occurrence of anticipated or unanticipated events.

Critical Accounting Policies

The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America. Management makes certain judgments that affect the amounts reported in the financial statements and footnotes. These estimates, assumptions and judgments are based on information available as of the date of the financial statements, and as this information changes, the financial statements could reflect different estimates, assumptions, and judgments.

See Note 1, “Summary of Significant Accounting Policies” for additional information on the adoption of ASC 326, which changes the methodology under which management calculates its reserve for loans, investment securities, and off balance sheet exposures, now referred to as the allowance for credit losses. Management considers the measurement of the allowance for credit losses on loans to be a critical accounting policy.

This discussion of the Company’s critical accounting policies should be read in conjunction with the Company’s consolidated financial statements and the accompanying notes presented elsewhere herein, as well as other relevant portions of Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Analysis of Financial Condition

Earning Assets – Loans

The Company’s focus as a community bank is to meet the credit needs of the markets it serves. At June 30, 2023, gross loans were $462.9 million, compared to $460.9 million at December 31, 2022, an increase of $2.0 million after offsetting repayments for the period. The overall increase in the loan portfolio was comprised of a $3.4 million increase in commercial and commercial real estate loans and a $2.0 million decrease in real estate lending and a $544,000 increase in installment loans since December 31, 2022.

Commercial and commercial real estate loans comprised 78.7% of total loans at June 30, 2023, compared to 78.3% at December 31, 2022. Commercial and commercial real estate loans have increased $3.4 million, or less than 1.0% since December 31, 2022. This segment of the loan portfolio includes originated loans in its market areas and purchased participations in loans from other banks for out-of-area commercial and commercial real estate loans to benefit from consistent economic growth outside the Company’s primary market area.

Installment loans represented 1.4% of total loans at March 31, 2023 and 1.3% at December 31, 2022. Some of the installment loans carry somewhat more risk than real estate lending; however, it also provides for higher yields. Installment loans have increased $544,000, or 9.1%, since December 31, 2022. The targeted lending areas encompass four separate metropolitan areas, minimizing the risk to changes in economic conditions in the communities housing the Company’s banking locations.

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United Bancorp, Inc.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Residential real estate loans were 19.9% of total loans at June 30, 2023 and 20.4% at December 31, 2022, representing a decrease of $2.0 million or 2.1% since December 31, 2022. At June 30, 2023, the Company did not hold any loans for sale.

The Company adopted ASU No. 2016-13 effective January 1, 2023. The impact of the adoption was and $2.4 million in the allowance for credit losses. The allowance for credit losses totaled $4.5 million at March 31, 2023, which represented 0.96% of total loans. The allowance for loan losses prior to adopting ASU 2016-13 December 31, 2021, or was $2.1 million or 0.45% of total loans. The allowance represents the amount which management and the Board of Directors estimates is adequate to provide for probable losses inherent in the loan portfolio. The allowance balance and the provision charged to expense are reviewed by management and the Board of Directors monthly using a risk evaluation model that considers borrowers’ past due experience, economic conditions and various other circumstances that are subject to change over time. Management believes the current balance of the allowance for credit losses is adequate to absorb probable incurred credit losses associated with the loan portfolio. Net loan (recoveries) charge-offs (exclusive of overdrafts net charge-offs of $54,000) for the six months ended June 30, 2023 were approximately ($10,000) . Net loans charged off (exclusive of overdrafts net charge-offs $54,000) was $19,000 for the six months ended June 30, 2022.

Earning Assets – Securities

The securities portfolio is comprised of U.S. Government agency-backed securities, tax-exempt obligations of state and political subdivisions and certain other investments. Securities available for sale at June 30, 2023 increased approximately $18.4 million from December 31, 2022 totals.

Sources of Funds – Deposits

The Company’s primary source of funds is core deposits from retail and business customers. These core deposits include all categories of interest-bearing and noninterest-bearing deposits, and certificates of deposits. For the period ended June 30, 2023, total deposits decreased approximately $6.3 million, or 1.0% from December 31, 2022 totals. The Company has experienced a shift of deposits from interest bearing and savings to certificate of deposits during the six months ended June 30, 2023.

The Company has a strong deposit base from public agencies, including local school districts, city and township municipalities, public works facilities and others that may tend to be more seasonal in nature resulting from the receipt and disbursement of state and federal grants. These entities have maintained fairly static balances with the Company due to various funding and disbursement timeframes.

Sources of Funds – Securities Sold under Agreements to Repurchase and Other Borrowings

Other interest-bearing liabilities include securities sold under agreements to repurchase and Federal Home Loan Bank (“FHLB”) advances. The majority of the Company’s repurchase agreements are with local school districts and city and county governments. The Company’s repurchase agreements increased approximately $5.6 million from December 31, 2022 totals. At June 30, 2023, the Company has $75 million of fixed rate advances that mature over the next 3 to 5 years. Refer to footnote 10 for further information.

Results of Operations for the Six Months Ended June 30, 2023 and 2022

Net Income

For the six months ended June 30, 2023 the Company reported net earnings of $4,168,000, compared to $4,048,000 for the six months ended June 30, 2022. On a per share basis, the Company’s diluted earnings were $0.73 for the six months ended June 30, 2023 and $0.70 for the six months ended June 30, 2022, an increase of 4.3%.

Net Interest Income

Net interest income, by definition, is the difference between interest income generated on interest-earning assets and the interest expense incurred on interest-bearing liabilities. Various factors contribute to changes in net interest income, including volumes, interest rates and the composition or mix of interest-earning assets in relation to interest-bearing liabilities. Net interest income before the provision for credit losses increased 11.2%, or $1.3 million for the six months ended June 30, 2023 compared to the same period in 2022. The increase is mainly attributable to an increase in available-for-sale securities and the repricing of loans in an updward rate environment.

33

United Bancorp, Inc.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Provision for (Reversal of ) Credit Loss Expense - Loans

Net loans recovered for the six month ended June 30, 2023, excluding overdrafts, was $10,000. Giving strong consideration to our overall solid credit related metrics our Company had a reversal of credit loss expense of $146,000 during the six months ended June 30, 2023. The overall improvement in the economy post COVID also contributed to the reversal of credit loss expense.

Noninterest Income

Total noninterest income is made up of bank related fees and service charges, as well as other income producing services provided, sales of loans in the secondary market, sales of investment securities, ATM income, early redemption penalties for certificates of deposit, safe deposit rental income, internet bank service fees, earnings on bank-owned life insurance and other miscellaneous items.

Noninterest income for the six months ended June 30, 2023 as compared to the same period in 2022 increased $87,000 or 4.4%. The main component of the increase is increased service charges on deposit accounts for the six months ended June 30, 2023.

Noninterest Expense

The Company saw its noninterest expense increase by $568,000 or 5.7% year-over-year. A general increase due to inflation contributed to most of the increase in noninterest expense.

Federal Income Taxes

The provision for federal income taxes was $281,000 for the six months ended June 30, 2023, a decrease of $150,000 compared to the same period in 2022. The effective tax rate was 6.3% and 9.6% for the six months ended June 30, 2023 and 2022, respectively.

Results of Operations for the Three Months Ended June 30, 2023 and 2022

Net Income

For the three months ended June 30, 2023 the Company reported net earnings of $2,280,000, compared to $2,297,000 for the three months ended June 30, 2022. On a per share basis, the Company’s diluted earnings were $0.40 for the three months ended June 30, 2023 and $0.40 for 2022.

Net Interest Income

Net interest income increased 6.32%, or $377,000, for the three months ended June 30, 2023 compared to the same period in 2022. This increase was mainly driven by income on securities and fed funds sold of $1,628,000, for the three months ended June 30, 2023 over the same period in 2022.

Provision for (Reversal of ) Credit Loss Expense - Loans

Giving strong consideration to our overall solid credit related metrics and the improving economy, our Company had a reversal of credit loss expense of $146,000 during the three months ended June 30, 2023. During the six months ended June 30, 2022, the also had a reversal of credit loss expense of $485,000.

Noninterest Income

Total noninterest income is made up of bank related fees and service charges, as well as other income producing services provided, sales of loans in the secondary market, sales of investment securities, ATM income, early redemption penalties for certificates of deposit, safe deposit rental income, internet bank service fees, earnings on bank-owned life insurance and other miscellaneous items.

Noninterest income for the three months ended June 30, 2023 as compared to the same period in 2022 increased $58,000 or 5.9%. The main component of the increase is increased service charges on deposit accounts for the three months ended June 30, 2023.

34

United Bancorp, Inc.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Noninterest Expense

The Company saw its noninterest expense increase by $240,000 or 4.9% year-over-year.

Federal Income Taxes

The provision for federal income taxes was $168,000 for the three months ended June 30, 2023, a decrease of $127,000 compared to the same period in 2022.

Capital Resources

Internal capital growth, through the retention of earnings, is the primary means of maintaining capital adequacy for the Company. Stockholders’ equity totaled $58.4 million at June 30, 2023, compared to $59.7 million at December 31, 2022, a $1.3 million decrease. The Company adopted this guidance, and subsequent related updates, using the modified retrospective approach for all financial assets measured at amortized cost, including loans and available-for-sale debt securities and unfunded commitments. On January 1, 2023, the Company adopted ASU 2016-12 and recorded a cumulative effect decrease to retained earnings of $2,088,000, net of tax, of which $1,911,000 related to loans, $177,000 related to unfunded commitments.

Total stockholders’ equity in relation to total assets was 7.03% at June 30, 2023 and 7.89% at December 31, 2022. The Company’s Articles of Incorporation allows for a class of preferred shares with 2,000,000 authorized shares. This enables the Company, at the option of the Board of Directors, to issue series of preferred shares in a manner calculated to take advantage of financing techniques which may provide a lower effective cost of capital to the Company. The amendment also provides greater flexibility to the Board of Directors in structuring the terms of equity securities that may be issued by the Company. Although this preferred stock is a financial tool, it has not been utilized to date.

The Company has offered for many years a Dividend Reinvestment Plan (“The Plan”) for shareholders under which the Company’s common stock will be purchased by the Plan for participants with automatically reinvested dividends. The Plan does not represent a change in the Company’s dividend policy or a guarantee of future dividends.

The Company is subject to the regulatory requirements of The Federal Reserve System as a bank holding company. The Bank is subject to regulations of the FDIC and the State of Ohio, Division of Financial Institutions. The most important of these various regulations address capital adequacy.

On January 1, 2015, the final rules of the Federal Reserve Board went into effect implementing in the United States the Basel III regulatory capital reforms from the Basel Committee on Banking Supervision and certain changes required by the Dodd-Frank Wall Street Reform and Consumer Protection Act.

Under the final rule, minimum requirements increased for both the quality and quantity of capital held by banking organizations. The rule requires a new minimum ratio of common equity tier 1 capital to risk-weighted assets of 4.5 percent and a common equity tier 1 capital conservation buffer of 2.5 percent of risk-weighted assets that will apply to all supervised financial institutions. The rule also raises the minimum ratio of tier 1 capital to risk-weighted assets from 4 percent to 6 percent and includes a minimum leverage ratio of 4 percent for all banking organizations.

The Bank continues to be well-capitalized in accordance with Federal regulatory capital requirements as the capital ratios below show:

Common equity tier 1 capital ratio	13.65	%
Tier 1 capital ratio	13.65	%
Total capital ratio	14.40	%
Leverage ratio	9.39	%

35

United Bancorp, Inc.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Liquidity

Management’s objective in managing liquidity is maintaining the ability to continue meeting the cash flow needs of its customers, such as borrowings or deposit withdrawals, as well as its own financial commitments. The principal sources of liquidity are net income, loan payments, maturing securities and sales of securities available for sale, federal funds sold and cash and deposits with banks. Along with its liquid assets, the Company has additional sources of liquidity available to ensure that adequate funds are available as needed. These include, but are not limited to, the purchase of federal funds, the ability to borrow funds under line of credit agreements with correspondent banks, a borrowing agreement with the Federal Home Loan Bank of Cincinnati and the adjustment of interest rates to obtain depositors. Management feels that it has the capital adequacy and profitability to meet the current and projected liquidity needs of its customers.

Inflation

Substantially all of the Company’s assets and liabilities relate to banking activities and are monetary in nature. The consolidated financial statements and related financial data are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). U.S. GAAP currently requires the Company to measure the financial position and results of operations in terms of historical dollars, with the exception of securities available for sale, certain collateral dependent loans and certain other real estate and loans that may be measured at fair value. Changes in the value of money due to rising inflation can cause purchasing power loss.

Management’s opinion is that movements in interest rates affect the financial condition and results of operations to a greater degree than changes in the rate of inflation. It should be noted that interest rates and inflation do affect each other, but do not always move in correlation with each other. The Company’s ability to match the interest sensitivity of its financial assets to the interest sensitivity of its liabilities in its asset/liability management may tend to minimize the effect of changes in interest rates on the Company’s performance.

ITEM 3       Quantitative and Qualitative Disclosures About Market Risk

Smaller Reporting Companies are not required to provide this disclosures.

ITEM 4.Controls and Procedures

The Company, under the supervision, and with the participation, of its management, including the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to the requirements of Exchange Act Rule 13a-15. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of June 30, 2023, in timely alerting them to material information relating to the Company (including its consolidated subsidiary) required to be included in the Company’s periodic SEC filings.

36

United Bancorp, Inc.

Part II – Other Information

ITEM 1.      Legal Proceedings

None, other than ordinary routine litigation incidental to the Company’s business.

ITEM 1A.     Risk Factors

Smaller reporting companies are not required to provide this information.

ITEM 2.       Unregistered Sales of Equity Securities and Use of Proceeds

ISSUER PURCHASES OF EQUITY SECURITIES

				(c)	(d)
				Total Number of	Maximum Number or
				Shares (or Units)	Approximate Dollar
	(a)			Purchased as Part	Value) of Shares (or
	Total Number of	(b)		Of Publicly	Units) that May Yet
	Shares (or Units)	Average Price Paid		Announced Plans	Be Purchased Under
Period	Purchased	Per Share (or Unit)		Or Programs	the Plans or Programs
Month #1 4/1/2023 to 4/30/2023	––		––	––	––
Month #2 5/1/2023 to 5/31/2023	4,568		12.36	––	––
Month #3 6/1/2023 to 6/30/2023	––		––	––	––

The Company adopted the United Bancorp, Inc. Affiliate Banks Directors and Officers Deferred Compensation Plan (the “Plan”), which is an unfunded deferred compensation plan. Amounts deferred pursuant to the Plan remain unrestricted assets of the Company, and the right to participate in the Plan is limited to members of the Board of Directors and Company officers. Under the Plan, directors or other eligible participants may defer fees and up to 50% of their annual incentive award payable to them by the Company, which are used to acquire common shares which are credited to a participant’s respective account. Except in the event of certain emergencies, no distributions are to be made from any account as long as the participant continues to be an employee or member of the Board of Directors. Upon termination of service, the aggregate number of shares credited to a participant’s account is distributed with any cash proceeds credited to the account which have not yet been invested in the Company’s stock. All purchases under this deferred compensation plan are funded with either earned director fees or officer incentive award payments. No underwriting fees, discounts, or commissions are paid in connection with the Plan. The shares allocated to participant accounts have not been registered under the Securities Act of 1933 in reliance upon the exemption provided by Section 4(2) thereof. On May 22, 2023, the Company purchased 4,568 shares to fund deferred compensation plan acquisitions at a weighted average price per share of $12.36.

ITEM 3.       Defaults Upon Senior Securities

Not applicable.

ITEM 4.       Mine Safety Disclosures

Not applicable.

ITEM 5.       

Not applicable

37

United Bancorp, Inc.

Part II – Other Information

ITEM 6.       Exhibits

EX-3.1	Amended Articles of Incorporation of United Bancorp, Inc. (1)
EX-3.2	Amended and Restated Code of Regulations of United Bancorp, Inc. (2)
EX-4.1	Description of Registrant’s Common Stock (3)
EX 4.2	Forms of 6.00% Fixed to Floating Rate Subordinated Note due May 15, 2029 (4)
EX 31.1	Rule 13a-14(a) Certification – CEO
EX 31.2	Rule 13a-14(a) Certification – CFO
EX 32.1	Section 1350 Certification – CEO
EX 32.2	Section 1350 Certification – CFO
EX 101.INS	XBRL Instance Document
EX 101.SCH	XBRL Taxonomy Extension Schema Document
EX 101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
EX 101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
EX 101.LAB	XBRL Taxonomy Extension Label Linkbase Document
EX 101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

(1) Incorporated by reference to Appendix B to the registrant’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 14, 2001.

(2) Incorporated by reference to Exhibit 3.2 to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 18, 2016.

(3) Incorporated by reference to Exhibit 4 to the registrant’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 20, 2020.

(4) Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 14, 2019.

38

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 thereunto duly authorized.

	/s/ United Bancorp, Inc.
Date: August 14, 2023	By:	/s/Scott A. Everson
		Scott A. Everson
		President and Chief Executive Officer
Date: August 14, 2023	By:	/s/Randall M. Greenwood
		Randall M. Greenwood
		EXECUTIVE VICE PRESIDENT CHIEF FINANCIAL AND RISK OFFICER

39