UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2022

Commission File Number 0-26589

THE FIRST BANCORP, INC.

(Exact name of Registrant as specified in its charter)

Maine	01-0404322
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Main Street	Damariscotta	Maine	04543
(Address of principal executive offices)			(Zip code)

(207) 563-3195

Registrant's telephone number, including area code

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

Title of Each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01 per share	FNLC	NASDAQ Global Select 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 and posted on its corporate Web site,

 if any, every, Interactive Data File required to be submitted and posted 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 and post such files).

Yes ☒    No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, non-accelerated filer, or a smaller

reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule

12b-2 of the Exchange Act. (Check one):

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 Act).

Yes ☐    No ☒

Indicate the number of shares outstanding of each of the registrant's classes of common stock as of August 1, 2022

Common Stock: 11,034,476 shares

Table of Contents

Part I. Financial Information	1
Selected Financial Data (Unaudited)	1
Item 1 – Financial Statements	2
Report of Independent Registered Public Accounting Firm	2
Consolidated Balance Sheets (Unaudited)	3
Consolidated Statements of Income and Comprehensive Income (Unaudited)	4
Consolidated Statements of Changes in Shareholders' Equity (Unaudited)	5
Consolidated Statements of Cash Flows (Unaudited)	7
Notes to Consolidated Financial Statements	9
Note 1 – Basis of Presentation	9
Note 2 –Investment Securities	10
Note 3 – Loans	14
Note 4 – Allowance for Loan Losses	23
Note 5 – Stock-Based Compensation	32
Note 6 – Preferred and Common Stock	32
Note 7 – Earnings Per Share	33
Note 8 – Employee Benefit Plans	33
Note 9 - Other Comprehensive Income (Loss)	35
Note 10 - Financial Derivative Instruments	35
Note 11 – Mortgage Servicing Rights	37
Note 12 – Income Taxes	38
Note 13 - Certificates of Deposit	38
Note 14 – Reclassifications	38
Note 15 – Fair Value Disclosures	39
Note 16 – Impact of Recently Issued Accounting Standards	46
Item 2 – Management's Discussion and Analysis of Financial Condition and Results of Operations	47
Forward-Looking Statements	47
Critical Accounting Policies	47
Use of Non-GAAP Financial Measures	49
Executive Summary	50
Net Interest Income	51
Average Daily Balance Sheets	53
Non-Interest Income	55
Non-Interest Expense	55
Income Taxes	55
Investments	55
Impaired Securities	57
Federal Home Loan Bank Stock	59
Loans and Loans Held for Sale	59
Credit Risk Management and Allowance for Loan Losses	61
Non-Performing Loans and Troubled Debt Restructured	65
Impaired Loans	68
Past Due Loans	69
Potential Problem Loans and Loans in Process of Foreclosure	69
Other Real Estate Owned	70
Liquidity Management	70
Deposits	71
Borrowed Funds	71

Shareholders' Equity	71
Off-Balance-Sheet Financial Instruments and Contractual Obligations	72
Item 3 – Quantitative and Qualitative Disclosures About Market Risk	74
Market-Risk Management	74
Asset/Liability Management	74
Interest Rate Risk Management	75
Item 4 - Controls and Procedures	76
Part II. Other Information	77
Item 1 – Legal Proceedings	77
Item 1a – Risk Factors	77
Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds	77
Item 3 – Default Upon Senior Securities	78
Item 4 – Other Information	78
Item 5 – Exhibits	79
Signatures	80

Part I. Financial Information

Selected Financial Data (Unaudited)

The First Bancorp, Inc. and Subsidiary

Dollars in thousands,	As of and for the six months ended June 30,						As of and for the quarter ended June 30,
except for per share amounts	2022			2021			2022			2021
Summary of Operations
Interest Income	$	41,964		$	37,494		$	21,431		$	18,541
Interest Expense	4,646			5,898			2,733			2,818
Net Interest Income	37,318			31,596			18,698			15,723
Provision for Loan Losses	900			1,050			450			525
Non-Interest Income	8,312			10,209			4,080			4,911
Non-Interest Expense	20,822			19,370			10,172			9,496
Net Income	19,702			17,709			9,997			8,787
Per Common Share Data
Basic Earnings per Share	$	1.80		$	1.63		$	0.91		$	0.81
Diluted Earnings per Share	1.79			1.61			0.91			0.80
Cash Dividends Declared	0.66			0.63			0.34			0.32
Book Value per Common Share	20.64			21.31			20.64			21.31
Tangible Book Value per Common Share2	17.84			18.49			17.84			18.49
Market Value	30.13			29.45			30.13			29.45
Financial Ratios
Return on Average Equity1	16.61		%	15.48		%	17.29		%	15.11		%
Return on Average Tangible Common Equity1,2	19.07		%	17.88		%	19.94		%	17.43		%
Return on Average Assets1	1.55		%	1.50		%	1.54		%	1.46		%
Average Equity to Average Assets	9.35		%	9.69		%	8.91		%	9.69		%
Average Tangible Equity to Average Assets2	8.14		%	8.39		%	7.73		%	8.40		%
Net Interest Margin Tax-Equivalent1,2	3.18		%	2.93		%	3.13		%	2.86		%
Dividend Payout Ratio	36.67		%	38.65		%	37.36		%	39.51		%
Allowance for Loan Losses/Total Loans	0.91		%	1.07		%	0.91		%	1.07		%
Non-Performing Loans to Total Loans	0.27		%	0.44		%	0.27		%	0.44		%
Non-Performing Assets to Total Assets	0.18		%	0.30		%	0.18		%	0.30		%
Efficiency Ratio2	44.45		%	45.14		%	43.49		%	44.75		%
At Period End
Total Assets	$	2,630,354		$	2,450,443		$	2,630,354		$	2,450,443
Total Loans	1,788,355			1,588,264			1,788,355			1,588,264
Total Investment Securities	686,150			691,267			686,150			691,267
Total Deposits	2,252,022			1,961,321			2,252,022			1,961,321
Total Shareholders' Equity	227,685			234,155			227,685			234,155

1Annualized using a 365-day basis in both 2022 and 2021.

2These ratios use non-GAAP financial measures. See Management's Discussion and Analysis of Financial Condition and Results of Operations for additional disclosures and information.

1

Item 1 – Financial Statements

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

The First Bancorp, Inc.

Results of Review of Interim Financial Information

We have reviewed the accompanying interim consolidated financial information of The First Bancorp, Inc. and Subsidiary as of June 30, 2022 and 2021 and for the three-month and six-month periods then ended, and the related notes (collectively referred to as the "interim financial information"). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for them to be in conformity with accounting principles generally accepted in the United States of America.

Basis for Review Results

This consolidated interim financial information is the responsibility of the Company's management. We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB"). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ Berry Dunn McNeil & Parker, LLC

Portland, Maine

August 5, 2022

2

Consolidated Balance Sheets (Unaudited)

The First Bancorp, Inc. and Subsidiary

	June 30, 2022		December 31, 2021		June 30, 2021
Assets
Cash and cash equivalents	$	23,453,000	$	20,634,000	$	27,092,000
Interest bearing deposits in other banks	22,871,000		66,678,000		42,215,000
Securities available for sale	301,737,000		320,566,000		306,247,000
Securities to be held to maturity (fair value of $335,950,000 at June 30, 2022, $375,327,000 at December 31, 2021 and $383,454,000 at June 30, 2021)	379,693,000		370,040,000		376,181,000
Restricted equity securities, at cost	4,720,000		5,365,000		8,839,000
Loans held for sale	689,000		835,000		1,147,000
Loans	1,788,355,000		1,647,649,000		1,588,264,000
Less allowance for loan losses	16,201,000		15,521,000		17,034,000
Net loans	1,772,154,000		1,632,128,000		1,571,230,000
Accrued interest receivable	10,262,000		7,544,000		10,985,000
Premises and equipment, net	29,010,000		28,949,000		29,503,000
Other real estate owned	51,000		—		224,000
Goodwill	30,646,000		30,646,000		30,646,000
Other assets	55,068,000		43,714,000		46,134,000
Total assets	$	2,630,354,000	$	2,527,099,000	$	2,450,443,000
Liabilities
Demand deposits	$	324,354,000	$	334,945,000	$	303,168,000
NOW deposits	640,497,000		655,061,000		553,592,000
Money market deposits	206,313,000		206,901,000		175,839,000
Savings deposits	376,448,000		360,185,000		332,520,000
Certificates of deposit	704,410,000		566,205,000		596,202,000
Total deposits	2,252,022,000		2,123,297,000		1,961,321,000
Borrowed funds – short term	126,501,000		81,252,000		173,554,000
Borrowed funds – long term	87,000		55,090,000		55,094,000
Other liabilities	24,059,000		21,803,000		26,319,000
Total liabilities	2,402,669,000		2,281,442,000		2,216,288,000
Shareholders' equity
Common stock, one cent par value per share	110,000		110,000		110,000
Additional paid-in capital	67,627,000		66,830,000		66,115,000
Retained earnings	192,565,000		180,417,000		168,908,000
Accumulated other comprehensive income (loss)
Net unrealized gain (loss) on securities available for sale	(32,795,000)		(1,718,000)		1,190,000
Net unrealized loss on securities transferred from available for sale to held to maturity	(73,000)		(87,000)		(113,000)
Net unrealized gain (loss) on cash flow hedging derivative instruments	146,000		—		(2,083,000)
Net unrealized gain on postretirement costs	105,000		105,000		28,000
Total shareholders' equity	227,685,000		245,657,000		234,155,000
Total liabilities & shareholders' equity	$	2,630,354,000	$	2,527,099,000	$	2,450,443,000
Common Stock
Number of shares authorized	18,000,000		18,000,000		18,000,000
Number of shares issued and outstanding	11,030,236		10,998,765		10,987,680
Book value per common share	$	20.64	$	22.33	$	21.31
Tangible book value per common share	$	17.84	$	19.52	$	18.49

See Report of Independent Registered Public Accounting Firm. The accompanying notes are an integral part of these consolidated financial statements.

3

Consolidated Statements of Income and Comprehensive Income (Loss) (Unaudited)

The First Bancorp, Inc. and Subsidiary

	For the six months ended June 30,				For the quarter ended June 30,
	2022		2021		2022		2021
Interest income
Interest and fees on loans (includes YTD tax-exempt income of $582,000 for June 30, 2022 and $577,000 for June 30, 2021)	$	33,899,000	$	29,959,000	$	17,286,000	$	14,840,000
Interest on deposits with other banks	71,000		24,000		62,000		12,000
Interest and dividends on investments (includes YTD tax-exempt income of $3,657,000 for June 30, 2022 and $3,894,000 for June 30, 2021)	7,994,000		7,511,000		4,083,000		3,689,000
Total interest income	41,964,000		37,494,000		21,431,000		18,541,000
Interest expense
Interest on deposits	4,026,000		4,146,000		2,401,000		1,948,000
Interest on borrowed funds	620,000		1,752,000		332,000		870,000
Total interest expense	4,646,000		5,898,000		2,733,000		2,818,000
Net interest income	37,318,000		31,596,000		18,698,000		15,723,000
Provision for loan losses	900,000		1,050,000		450,000		525,000
Net interest income after provision for loan losses	36,418,000		30,546,000		18,248,000		15,198,000
Non-interest income
Investment management and fiduciary income	2,426,000		2,217,000		1,229,000		1,152,000
Service charges on deposit accounts	904,000		719,000		467,000		382,000
Net securities gains (losses)	1,000		164,000		(1,000)		45,000
Mortgage origination and servicing income, net of amortization	878,000		3,321,000		380,000		1,354,000
Debit card income	2,756,000		2,543,000		1,326,000		1,290,000
Other operating income	1,347,000		1,245,000		679,000		688,000
Total non-interest income	8,312,000		10,209,000		4,080,000		4,911,000
Non-interest expense
Salaries and employee benefits	11,335,000		10,176,000		5,398,000		5,053,000
Occupancy expense	1,578,000		1,413,000		749,000		660,000
Furniture and equipment expense	2,474,000		2,400,000		1,239,000		1,185,000
FDIC insurance premiums	440,000		391,000		222,000		192,000
Amortization of identified intangibles	35,000		35,000		18,000		18,000
Other operating expense	4,960,000		4,955,000		2,546,000		2,388,000
Total non-interest expense	20,822,000		19,370,000		10,172,000		9,496,000
Income before income taxes	23,908,000		21,385,000		12,156,000		10,613,000
Income tax expense	4,206,000		3,676,000		2,159,000		1,826,000
NET INCOME	$	19,702,000	$	17,709,000	$	9,997,000	$	8,787,000
Basic earnings per common share	$	1.80	$	1.63	$	0.91	$	0.81
Diluted earnings per common share	$	1.79	$	1.61	$	0.91	$	0.80
Other comprehensive income (loss) net of tax
Net unrealized gain (loss) on securities available for sale, net of taxes	$	(31,077,000)	$	(3,819,000)	$	(12,734,000)	$	971,000
Net unrealized gain on transferred securities, net of taxes	14,000		20,000		5,000		11,000
Net unrealized gain (loss) on cash flow hedging derivative instruments	146,000		2,849,000		146,000		(620,000)
Other comprehensive income (loss)	(30,917,000)		(950,000)		(12,583,000)		362,000
Comprehensive income (loss)	$	(11,215,000)	$	16,759,000	$	(2,586,000)	$	9,149,000

See Report of Independent Registered Public Accounting Firm.

The accompanying notes are an integral part of these consolidated financial statements.

4

Consolidated Statements of Changes in Shareholders' Equity (Unaudited)

The First Bancorp, Inc. and Subsidiary

Six Month Period Ended June 30, 2022 and 2021
	Common stock and additional paid-in capital			Retained earnings		Accumulated other comprehensive loss		Total shareholders' equity
	Shares	Amount
Balance at December 31, 2020	10,950,289	$	65,395,000	$	158,359,000	$	(28,000)	$	223,726,000
Net income	—	—		17,709,000		—		17,709,000
Net unrealized loss on securities available for sale, net of tax	—	—		—		(3,819,000)		(3,819,000)
Net unrealized gain on securities transferred from available for sale to held to maturity, net of tax	—	—		—		20,000		20,000
Net unrealized gain on cash flow hedging derivative instruments, net of tax	—	—		—		2,849,000		2,849,000
Comprehensive income (loss)	—	—		17,709,000		(950,000)		16,759,000
Cash dividends declared ($0.63 per share)	—	—		(6,920,000)		—		(6,920,000)
Equity compensation expense	—	490,000		—		—		490,000
Payment to repurchase common stock	(9,561)	—		(240,000)		—		(240,000)
Issuance of restricted stock	34,689	—		—		—		—
Proceeds from sale of common stock	12,263	340,000		—		—		340,000
Balance at June 30, 2021	10,987,680	$	66,225,000	$	168,908,000	$	(978,000)	$	234,155,000
Balance at December 31, 2021	10,998,765	$	66,940,000	$	180,417,000	$	(1,700,000)	$	245,657,000
Net income	—	—		19,702,000		—		19,702,000
Net unrealized loss on securities available for sale, net of tax	—	—		—		(31,077,000)		(31,077,000)
Net unrealized gain on securities transferred from available for sale to held to maturity, net of tax	—	—		—		14,000		14,000
Net unrealized gain on cash flow hedging derivative instruments, net of tax	—	—		—		146,000		146,000
Comprehensive income (loss)	—	—		19,702,000		(30,917,000)		(11,215,000)
Cash dividends declared ($0.66 per share)	—	—		(7,278,000)		—		(7,278,000)
Equity compensation expense	—	412,000		—		—		412,000
Payment to repurchase common stock	(8,643)	—		(276,000)		—		(276,000)
Issuance of restricted stock	27,495	—		—		—		—
Proceeds from sale of common stock	12,619	385,000		—		—		385,000
Balance at June 30, 2022	11,030,236	$	67,737,000	$	192,565,000	$	(32,617,000)	$	227,685,000

5

Three Month Period Ended June 30, 2022 and 2021
	Common stock and additional paid-in capital			Retained earnings		Accumulated other comprehensive loss		Total shareholders' equity
	Shares	Amount
Balance at March 31, 2021	10,983,258	$	65,865,000	$	163,659,000	$	(1,340,000)	$	228,184,000
Net income	—	—		8,787,000		—		8,787,000
Net unrealized gain on securities available for sale, net of tax	—	—		—		971,000		971,000
Net unrealized gain on securities transferred from available for sale to held to maturity, net of tax	—	—		—		11,000		11,000
Net unrealized loss on cash flow hedging derivative instruments, net of tax	—	—		—		(620,000)		(620,000)
Comprehensive income	—	—		8,787,000		362,000		9,149,000
Cash dividends declared ($0.32 per share)	—	—		(3,516,000)		—		(3,516,000)
Equity compensation expense	—	201,000		—		—		201,000
Payment to repurchase common stock	(1,004)	—		(22,000)		—		(22,000)
Proceeds from sale of common stock	5,426	159,000		—		—		159,000
Balance at June 30, 2021	10,987,680	$	66,225,000	$	168,908,000	$	(978,000)	$	234,155,000
Balance at March 31, 2022	11,024,086	$	67,356,000	$	186,324,000	$	(20,034,000)	$	233,646,000
Net income	—	—		9,997,000		—		9,997,000
Net unrealized loss on securities available for sale, net of tax	—	—		—		(12,734,000)		(12,734,000)
Net unrealized gain on securities transferred from available for sale to held to maturity, net of tax	—	—		—		5,000		5,000
Net unrealized gain on cash flow hedging derivative instruments, net of tax	—	—		—		146,000		146,000
Comprehensive income (loss)	—	—		9,997,000		(12,583,000)		(2,586,000)
Cash dividends declared ($0.34 per share)	—	—		(3,750,000)		—		(3,750,000)
Equity compensation expense	—	195,000		—		—		195,000
Payment to repurchase common stock	(199)	—		(6,000)		—		(6,000)
Proceeds from sale of common stock	6,349	186,000		—		—		186,000
Balance at June 30, 2022	11,030,236	$	67,737,000	$	192,565,000	$	(32,617,000)	$	227,685,000

See Report of Independent Registered Public Accounting Firm.

The accompanying notes are an integral part of these consolidated financial statements.

6

Consolidated Statements of Cash Flows (Unaudited)

The First Bancorp, Inc. and Subsidiary

	For the six months ended June 30,
	2022		2021
Cash flows from operating activities
Net income	$	19,702,000	$	17,709,000
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation	996,000		1,033,000
Change in deferred taxes	48,000		563,000
Provision for loan losses	900,000		1,050,000
Loans originated for resale	(16,880,000)		(32,010,000)
Proceeds from sales and transfers of loans	17,342,000		38,747,000
Net gain on sales of loans	(316,000)		(2,029,000)
Net gain on sale or call of securities	(1,000)		(164,000)
Net amortization of premiums on investments	508,000		1,249,000
Net gain on sale of other real estate owned	—		(105,000)
Equity compensation expense	412,000		490,000
Net (increase) decrease in other assets and accrued interest	(5,732,000)		10,543,000
Net increase (decrease) in other liabilities	2,103,000		(4,926,000)
Net (gain) loss on disposal of premises and equipment	(14,000)		2,000
Amortization of investment in limited partnership	152,000		154,000
Net acquisition amortization	35,000		35,000
Net cash provided by operating activities	19,255,000		32,341,000
Cash flows from investing activities
Decrease in interest-bearing deposits in other banks	43,807,000		13,936,000
Proceeds from sales of securities available for sale	—		15,692,000
Proceeds from maturities, payments and calls of securities available for sale	27,123,000		66,338,000
Proceeds from maturities, payments, calls and sales of securities to be held to maturity	12,907,000		59,410,000
Proceeds from sales of other real estate owned	—		789,000
Purchases of securities available for sale	(47,998,000)		(80,581,000)
Purchases of securities to be held to maturity	(22,683,000)		(70,192,000)
Redemption of restricted equity securities	645,000		1,706,000
Net increase in loans	(140,977,000)		(111,772,000)
Capital expenditures	(1,107,000)		(3,297,000)
Proceeds from disposal of premises and equipment	37,000		—
Net cash used by investing activities	(128,246,000)		(107,971,000)
Cash flows from financing activities
Net increase (decrease) in demand, savings, and money market accounts	(9,480,000)		126,093,000
Net increase (decrease) in certificates of deposit	138,205,000		(9,383,000)
Net increase (decrease) in short-term borrowings	45,250,000		(33,386,000)
Repayment on long-term borrowings	(55,004,000)		(4,000)
Payment to repurchase common stock	(276,000)		(240,000)
Proceeds from sale of common stock	385,000		340,000
Dividends paid	(7,270,000)		(6,910,000)
Net cash provided by financing activities	111,810,000		76,510,000
Net increase in cash and cash equivalents	2,819,000		880,000
Cash and cash equivalents at beginning of period	20,634,000		26,212,000
Cash and cash equivalents at end of period	$	23,453,000	$	27,092,000

7

	For the six months ended June 30,
	2022		2021
Interest paid	$	4,503,000	$	6,282,000
Income taxes paid	3,216,000		2,633,000
Non-cash transactions
Change in net unrealized loss on available for sale securities, net of tax	31,077,000		3,819,000
Net transfer from loans to other real estate owned	$	51,000	$	—

See Report of Independent Registered Public Accounting Firm.

The accompanying notes are an integral part of these consolidated financial statements.

8

Notes to Consolidated Financial Statements

The First Bancorp, Inc. and Subsidiary

Note 1 – Basis of Presentation

The First Bancorp, Inc. ("the Company") is a financial holding company that owns all of the common stock of First National Bank ("the Bank"). The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of Management, all adjustments (consisting of normally recurring accruals) considered necessary for a fair presentation have been included. All significant intercompany transactions and balances are eliminated in consolidation. The income reported for the 2022 period is not necessarily indicative of the results that may be expected for the year ending December 31, 2022. For further information, refer to the consolidated financial statements and notes included in the Company's annual report on Form 10-K for the year ended December 31, 2021.

Risks and Uncertainties

In March 2020, the World Health Organization declared a worldwide pandemic as a result of the outbreak of coronavirus disease 2019 ("COVID-19"). The impact of COVID-19 continues to cause varying levels of disruption and uncertainty in the local, national, and world economies. To curtail spread of the virus, governments at all levels encouraged social distancing and many imposed restrictions on travel and group meetings, and/or mandated shut-downs of all but essential businesses. Vaccination efforts have led to a general re-opening of the economy with few remaining restrictions.

The Company’s business, financial condition, and results of operations generally rely upon the ability of the Bank’s borrowers to repay their loans, the value of collateral underlying the Bank’s secured loans, and demand for loans and other products and services the Bank offers, which are highly dependent on the business environment in the Bank’s primary markets where it operates and in the United States as a whole. The Bank's primary market is the State of Maine, which relies upon tourism for a significant percentage of its economic activity. In 2020, COVID-19 adversely impacted the tourism industry to a greater degree than other industries; in 2021 the tourism industry rebounded and by all accounts businesses in the sector generally enjoyed a strong year. Milder variants of COVID-19 have become the dominant strains with outbreaks resulting in modest levels of disruption. The severity of any potential future outbreaks could have an impact on the Company's operating results, though the degree is indeterminable at this time.

Government economic programs intended to backstop and bolster the economy through the pandemic, such as the Payroll Protection Program (PPP) have ended, and the nation's economy has entered an inflationary phase. The Consumer Price Index has risen at levels not experienced since the 1980s while the labor market remains very tight, contributing additional inflationary pressure. To address the inflation problem, the Federal Reserve has reversed course on its previously accommodative monetary policies and aggressively increased short-term interest rates. These actions are intended to slow overall economic activity and risk entering the economy into a recession. The conflict between Russia and Ukraine has exacerbated pandemic-related supply chain issues, upset numerous global markets including energy and certain raw materials, and generally added to economic uncertainty and geopolitical instability. Any or all could have negative downstream effects on the Company's operating results, the extent of which is indeterminable at this time.

Subsequent Events

Events occurring subsequent to June 30, 2022, have been evaluated as to their potential impact to the financial statements.

9

Note 2 – Investment Securities

The following table summarizes the amortized cost and estimated fair value of investment securities at June 30, 2022:

	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value (Estimated)
Securities available for sale
U.S. Government-sponsored agencies	$	26,021,000	$	—	$	(4,954,000)	$	21,067,000
Mortgage-backed securities	274,652,000		31,000		(30,001,000)		244,682,000
State and political subdivisions	38,450,000		12,000		(6,512,000)		31,950,000
Asset-backed securities	4,126,000		—		(88,000)		4,038,000
	$	343,249,000	$	43,000	$	(41,555,000)	$	301,737,000
Securities to be held to maturity
U.S. Government-sponsored agencies	$	38,100,000	$	—	$	(7,390,000)	$	30,710,000
Mortgage-backed securities	57,739,000		107,000		(8,403,000)		49,443,000
State and political subdivisions	256,104,000		303,000		(27,816,000)		228,591,000
Corporate securities	27,750,000		—		(544,000)		27,206,000
	$	379,693,000	$	410,000	$	(44,153,000)	$	335,950,000
Restricted equity securities
Federal Home Loan Bank Stock	$	3,683,000	$	—	$	—	$	3,683,000
Federal Reserve Bank Stock	1,037,000		—		—		1,037,000
	$	4,720,000	$	—	$	—	$	4,720,000

The following table summarizes the amortized cost and estimated fair value of investment securities at December 31, 2021:

	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value (Estimated)
Securities available for sale
U.S. Government-sponsored agencies	$	23,045,000	$	—	$	(1,146,000)	$	21,899,000
Mortgage-backed securities	256,992,000		1,803,000		(3,895,000)		254,900,000
State and political subdivisions	38,127,000		1,083,000		(88,000)		39,122,000
Asset-backed securities	4,577,000		68,000		—		4,645,000
	$	322,741,000	$	2,954,000	$	(5,129,000)	$	320,566,000
Securities to be held to maturity
U.S. Government-sponsored agencies	$	35,600,000	$	2,000	$	(1,149,000)	$	34,453,000
Mortgage-backed securities	60,646,000		261,000		(1,795,000)		59,112,000
State and political subdivisions	250,544,000		7,925,000		(302,000)		258,167,000
Corporate securities	23,250,000		411,000		(66,000)		23,595,000
	$	370,040,000	$	8,599,000	$	(3,312,000)	$	375,327,000
Restricted equity securities
Federal Home Loan Bank Stock	$	4,328,000	$	—	$	—	$	4,328,000
Federal Reserve Bank Stock	1,037,000		—		—		1,037,000
	$	5,365,000	$	—	$	—	$	5,365,000

10

The following table summarizes the amortized cost and estimated fair value of investment securities at June 30, 2021:

	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value (Estimated)
Securities available for sale
U.S. Government-sponsored agencies	$	23,045,000	$	—	$	(848,000)	$	22,197,000
Mortgage-backed securities	245,187,000		3,264,000		(2,161,000)		246,290,000
State and political subdivisions	31,544,000		1,170,000		(26,000)		32,688,000
Asset-backed securities	4,964,000		108,000		—		5,072,000
	$	304,740,000	$	4,542,000	$	(3,035,000)	$	306,247,000
Securities to be held to maturity
U.S. Government-sponsored agencies	$	35,600,000	$	45,000	$	(897,000)	$	34,748,000
Mortgage-backed securities	69,086,000		406,000		(1,424,000)		68,068,000
State and political subdivisions	253,245,000		8,829,000		(161,000)		261,913,000
Corporate securities	18,250,000		497,000		(22,000)		18,725,000
	$	376,181,000	$	9,777,000	$	(2,504,000)	$	383,454,000
Restricted equity securities
Federal Home Loan Bank Stock	$	7,802,000	$	—	$	—	$	7,802,000
Federal Reserve Bank Stock	1,037,000		—		—		1,037,000
	$	8,839,000	$	—	$	—	$	8,839,000

The following table summarizes the contractual maturities of investment securities at June 30, 2022:

	Securities available for sale				Securities to be held to maturity
	Amortized Cost		Fair Value (Estimated)		Amortized Cost		Fair Value (Estimated)
Due in 1 year or less	$	12,000	$	12,000	$	1,792,000	$	1,794,000
Due in 1 to 5 years	3,676,000		3,576,000		14,852,000		14,738,000
Due in 5 to 10 years	18,172,000		15,551,000		72,240,000		69,510,000
Due after 10 years	321,389,000		282,598,000		290,809,000		249,908,000
	$	343,249,000	$	301,737,000	$	379,693,000	$	335,950,000

The following table summarizes the contractual maturities of investment securities at December 31, 2021:

	Securities available for sale				Securities to be held to maturity
	Amortized Cost		Fair Value (Estimated)		Amortized Cost		Fair Value (Estimated)
Due in 1 year or less	$	—	$	—	$	2,515,000	$	2,521,000
Due in 1 to 5 years	5,004,000		5,173,000		17,624,000		18,338,000
Due in 5 to 10 years	52,782,000		53,057,000		174,982,000		180,081,000
Due after 10 years	264,955,000		262,336,000		174,919,000		174,387,000
	$	322,741,000	$	320,566,000	$	370,040,000	$	375,327,000

11

The following table summarizes the contractual maturities of investment securities at June 30, 2021:

	Securities available for sale				Securities to be held to maturity
	Amortized Cost		Fair Value (Estimated)		Amortized Cost		Fair Value (Estimated)
Due in 1 year or less	$	—	$	—	$	3,813,000	$	3,800,000
Due in 1 to 5 years	5,683,000		5,909,000		20,629,000		21,477,000
Due in 5 to 10 years	38,136,000		39,018,000		167,850,000		173,699,000
Due after 10 years	260,921,000		261,320,000		183,889,000		184,478,000
	$	304,740,000	$	306,247,000	$	376,181,000	$	383,454,000

At June 30, 2022, securities with a fair value of $318,833,000 were pledged to secure public deposits, repurchase agreements, and for other purposes as required by law. This compares to securities with a fair value of $297,456,000 as of December 31, 2021 and $241,913,000 at June 30, 2021, pledged for the same purposes.

Gains and losses on the sale of securities are computed by subtracting the amortized cost at the time of sale from the security's selling price, net of accrued interest to be received. The following table shows securities gains and losses for the six months and quarters ended June 30, 2022 and 2021:

	For the six months ended June 30,				For the quarter ended June 30,
	2022		2021		2022		2021
Proceeds from sales of securities	$	—	$	15,692,000	$	—	$	14,478,000
Gross realized gains	2,000		626,000		—		507,000
Gross realized losses	(1,000)		(462,000)		(1,000)		(462,000)
Net gain (loss)	$	1,000	$	164,000	$	(1,000)	$	45,000
Related income taxes	$	—	$	34,000	$	—	$	9,000

Management reviews securities with unrealized losses for other than temporary impairment. As of June 30, 2022, there were 773 securities with unrealized losses held in the Company's portfolio. These securities were temporarily impaired as a result of changes in interest rates reducing their fair value, of which 83 had been temporarily impaired for 12 months or more. The Company has the ability and intent to hold its impaired securities until a recovery of their amortized cost, which may be at maturity.

Information regarding securities temporarily impaired as of June 30, 2022 is summarized below:

	Less than 12 months				12 months or more				Total
	Fair Value (Estimated)		Unrealized Losses		Fair Value (Estimated)		Unrealized Losses		Fair Value (Estimated)		Unrealized Losses
U.S. Government-sponsored agencies	$	7,996,000	$	(631,000)	$	43,782,000	$	(11,713,000)	$	51,778,000	$	(12,344,000)
Mortgage-backed securities	173,507,000		(17,645,000)		112,781,000		(20,759,000)		286,288,000		(38,404,000)
State and political subdivisions	189,673,000		(32,189,000)		5,178,000		(2,139,000)		194,851,000		(34,328,000)
Asset-backed securities	4,038,000		(88,000)		—		—		4,038,000		(88,000)
Corporate securities	17,956,000		(544,000)		—		—		17,956,000		(544,000)
	$	393,170,000	$	(51,097,000)	$	161,741,000	$	(34,611,000)	$	554,911,000	$	(85,708,000)

12

As of December 31, 2021, there were 163 securities with unrealized losses held in the Company's portfolio. These securities were temporarily impaired as a result of changes in interest rates reducing their fair value, of which 27 had been temporarily impaired for 12 months or more.

Information regarding securities temporarily impaired as of December 31, 2021 is summarized below:

	Less than 12 months				12 months or more				Total
	Fair Value (Estimated)		Unrealized Losses		Fair Value (Estimated)		Unrealized Losses		Fair Value (Estimated)		Unrealized Losses
U.S. Government-sponsored agencies	$	24,030,000	$	(920,000)	$	29,170,000	$	(1,375,000)	$	53,200,000	$	(2,295,000)
Mortgage-backed securities	216,461,000		(4,768,000)		26,772,000		(922,000)		243,233,000		(5,690,000)
State and political subdivisions	29,528,000		(390,000)		—		—		29,528,000		(390,000)
Corporate securities	3,434,000		(66,000)		—		—		3,434,000		(66,000)
	$	273,453,000	$	(6,144,000)	$	55,942,000	$	(2,297,000)	$	329,395,000	$	(8,441,000)

As of June 30, 2021, there were 112 securities with unrealized losses held in the Company's portfolio. These securities were temporarily impaired as a result of changes in interest rates reducing their fair value, of which 11 had been temporarily impaired for 12 months or more.

Information regarding securities temporarily impaired as of June 30, 2021 is summarized below:

	Less than 12 months				12 months or more				Total
	Fair Value (Estimated)		Unrealized Losses		Fair Value (Estimated)		Unrealized Losses		Fair Value (Estimated)		Unrealized Losses
U.S. Government-sponsored agencies	$	53,750,000	$	(1,745,000)	$	—	$	—	$	53,750,000	$	(1,745,000)
Mortgage-backed securities	202,134,000		(3,403,000)		5,168,000		(182,000)		207,302,000		(3,585,000)
State and political subdivisions	17,053,000		(187,000)		—		—		17,053,000		(187,000)
Corporate securities	3,478,000		(22,000)		—		—		3,478,000		(22,000)
	$	276,415,000	$	(5,357,000)	$	5,168,000	$	(182,000)	$	281,583,000	$	(5,539,000)

During the third quarter of 2014, the Company transferred securities with a total amortized cost of $89,780,000 with a corresponding fair value of $89,757,000 from available for sale to held to maturity. The net unrealized loss, net of taxes, on these securities at the date of the transfer was $15,000. The net unrealized holding loss at the time of transfer continues to be reported in accumulated other comprehensive income (loss), net of tax and is amortized over the remaining lives of the

securities as an adjustment of the yield. The amortization of the net unrealized loss reported in accumulated other comprehensive income (loss) will offset the effect on interest income of the discount for the transferred securities. The remaining unamortized balance of the net unrealized losses for the securities transferred from available for sale to held to maturity was $73,000, net of taxes, at June 30, 2022. This compares to $87,000 and $113,000, net of taxes, at December 31, 2021 and June 30, 2021, respectively. These securities were transferred as a part of the Company's overall investment and balance sheet strategies.

The Bank is a member of the Federal Home Loan Bank ("FHLB") of Boston, a cooperatively owned wholesale bank for housing and finance in the six New England States. As a requirement of membership in the FHLB, the Bank must own a minimum required amount of FHLB stock, calculated periodically based primarily on its level of borrowings from the FHLB. The Bank uses the FHLB for a portion of its wholesale funding needs. As of June 30, 2022 and 2021, and December 31, 2021, the Bank's investment in FHLB stock totaled $3,683,000, $7,802,000 and $4,328,000, respectively. FHLB stock is a non-marketable equity security and therefore is reported at cost, which equals par value.

The Bank is also a member of the Federal Reserve Bank ("FRB") of Boston. As a requirement for membership in the FRB, the Bank must own a minimum required amount of FRB stock. The Bank uses FRB for certain correspondent banking services and maintains borrowing capacity at its discount window. The Bank's investment in FRB stock totaled $1,037,000 at June 30, 2022 and 2021 and December 31, 2021, respectively.

The Company periodically evaluates its investment in FHLB and FRB stock for impairment based on, among other factors, the capital adequacy of the Banks and their overall financial condition. No impairment losses have been recorded through June 30, 2022. The Bank will continue to monitor its investment in these restricted equity securities.

13

Note 3 – Loans

The following table shows the composition of the Company's loan portfolio by class of financing receivable as of June 30, 2022 and 2021 and at December 31, 2021:

	June 30, 2022				December 31, 2021				June 30, 2021
Commercial
Real estate	$	617,488,000	34.5	%	$	576,198,000	35.0	%	$	527,415,000	33.2	%
Construction	128,927,000		7.2	%	79,365,000		4.8	%	65,794,000		4.1	%
Other	275,714,000		15.4	%	264,570,000		16.1	%	298,747,000		18.8	%
Municipal	46,835,000		2.6	%	48,362,000		2.9	%	41,079,000		2.6	%
Residential
Term	582,313,000		32.6	%	550,783,000		33.4	%	523,344,000		33.0	%
Construction	44,011,000		2.5	%	31,763,000		1.9	%	29,818,000		1.9	%
Home equity line of credit	71,711,000		4.0	%	73,632,000		4.5	%	77,709,000		4.9	%
Consumer	21,356,000		1.2	%	22,976,000		1.4	%	24,358,000		1.5	%
Total	$	1,788,355,000	100.0	%	$	1,647,649,000	100.0	%	$	1,588,264,000	100.0	%

Loan balances include net deferred loan costs of $9,738,000 as of June 30, 2022, $7,890,000 as of December 31, 2021, and $5,447,000 as of June 30, 2021. Net deferred loan costs have increased from a year ago and year-to-date due to loan origination unit volume over the period. Unearned fees and deferred costs associated with US Small Business Administration ("SBA") Payroll Protection Program ("PPP") loans originated in 2020 and 2021 were fully recognized as of June 30, 2022. Pursuant to collateral agreements, qualifying first mortgage loans and commercial real estate loans, which totaled $461,756,000 at June 30, 2022, were used to collateralize borrowings from the FHLB. This compares to qualifying loans which totaled $364,968,000 at December 31, 2021, and $356,811,000 at June 30, 2021. In addition, commercial, residential construction and home equity loans totaling $345,798,000 at June 30, 2022, $295,090,000 at December 31, 2021, and $259,312,000 at June 30, 2021, were used to collateralize a standby line of credit at the FRB.

For all loan classes, loans over 30 days past due are considered delinquent. Information on the past-due status of loans by class of financing receivable as of June 30, 2022, is presented in the following table:

	30-59 Days Past Due		60-89 Days Past Due		90+ Days Past Due		All Past Due		Current		Total		90+ Days & Accruing
Commercial
Real estate	$	—	$	6,000	$	191,000	$	197,000	$	617,291,000	$	617,488,000	$	—
Construction	—		—		—		—		128,927,000		128,927,000		—
Other	448,000		76,000		83,000		607,000		275,107,000		275,714,000		—
Municipal	—		—		—		—		46,835,000		46,835,000		—
Residential
Term	343,000		497,000		1,195,000		2,035,000		580,278,000		582,313,000		72,000
Construction	—		—		—		—		44,011,000		44,011,000		—
Home equity line of credit	186,000		—		—		186,000		71,525,000		71,711,000		—
Consumer	54,000		64,000		4,000		122,000		21,234,000		21,356,000		4,000
Total	$	1,031,000	$	643,000	$	1,473,000	$	3,147,000	$	1,785,208,000	$	1,788,355,000	$	76,000

On March 22, 2020, banking regulators issued an Interagency Statement on Loan Modifications and Reporting in response to the onset of COVID-19; shortly thereafter, on March 30, 2020, the Coronavirus Aid, Relief, and Economic Security ("CARES") Act was passed. Both the Interagency Statement and the CARES Act provided an exemption for qualified modifications from Troubled Debt Restructure ("TDR") designation, which was extended by the Coronavirus Preparedness and Response Supplemental Appropriations Act, 2020. So long as modified terms are met, loans in an active modification are not included in past due loan totals and continue to accrue interest. As of June 30, 2022, COVID-19 related loan modifications have nearly all been resolved, with just four loans remaining in modification status at the end of the second quarter, representing less than $400,000 in total balances. Each of the four are residential mortgage loans and each is scheduled to exit modification within the next two months.

14

Information on the past-due status of loans by class of financing receivable as of December 31, 2021, is presented in the following table:

	30-59 Days Past Due		60-89 Days Past Due		90+ Days Past Due		All Past Due		Current		Total		90+ Days & Accruing
Commercial
Real estate	$	249,000	$	—	$	191,000	$	440,000	$	575,758,000	$	576,198,000	$	—
Construction	12,000		—		12,000		24,000		79,341,000		79,365,000		—
Other	30,000		23,000		104,000		157,000		264,413,000		264,570,000		—
Municipal	—		—		—		—		48,362,000		48,362,000		—
Residential
Term	348,000		169,000		1,780,000		2,297,000		548,486,000		550,783,000		—
Construction	—		—		—		—		31,763,000		31,763,000		—
Home equity line of credit	741,000		159,000		135,000		1,035,000		72,597,000		73,632,000		—
Consumer	168,000		192,000		32,000		392,000		22,584,000		22,976,000		32,000
Total	$	1,548,000	$	543,000	$	2,254,000	$	4,345,000	$	1,643,304,000	$	1,647,649,000	$	32,000

Information on the past-due status of loans by class of financing receivable as of June 30, 2021, is presented in the following table:

	30-59 Days Past Due		60-89 Days Past Due		90+ Days Past Due		All Past Due		Current		Total		90+ Days & Accruing
Commercial
Real estate	$	75,000	$	—	$	191,000	$	266,000	$	527,149,000	$	527,415,000	$	—
Construction	13,000		—		16,000		29,000		65,765,000		65,794,000		—
Other	62,000		—		821,000		883,000		297,864,000		298,747,000		—
Municipal	—		—		—		—		41,079,000		41,079,000		—
Residential
Term	134,000		773,000		715,000		1,622,000		521,722,000		523,344,000		—
Construction	—		—		—		—		29,818,000		29,818,000		—
Home equity line of credit	43,000		—		246,000		289,000		77,420,000		77,709,000		17,000
Consumer	140,000		104,000		87,000		331,000		24,027,000		24,358,000		87,000
Total	$	467,000	$	877,000	$	2,076,000	$	3,420,000	$	1,584,844,000	$	1,588,264,000	$	104,000

For all classes, loans are placed on non-accrual status when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement or when principal and interest is 90 days or more past due unless the loan is both well secured and in the process of collection (in which case the loan may continue to accrue interest in spite of its past due status). A loan is "well secured" if it is secured (1) by collateral in the form of liens on or pledges of real or personal property, including securities, that have a realizable value sufficient to discharge the debt (including accrued interest) in full, or (2) by the guarantee of a financially responsible party. A loan is "in the process of collection" if collection of the loan is proceeding in due course either (1) through legal action, including judgment enforcement procedures, or, (2) in appropriate circumstances, through collection efforts not involving legal action which are reasonably expected to result in repayment of the debt or in its restoration to a current status in the near future.

15

Cash payments received on non-accrual loans, which are included in impaired loans, are applied to reduce the loan's principal balance until the remaining principal balance is deemed collectible, after which interest is recognized when collected. As a general rule, a loan may be restored to accrual status when payments are current for a substantial period of time, generally six months, and repayment of the remaining contractual amounts is expected, or when it otherwise becomes well secured and in the process of collection. Information on nonaccrual loans as of June 30, 2022 and 2021 and at December 31, 2021 is presented in the following table:

	June 30, 2022		December 31, 2021		June 30, 2021
Commercial
Real estate	$	197,000	$	242,000	$	1,029,000
Construction	25,000		27,000		105,000
Other	953,000		1,068,000		1,452,000
Municipal	—		—		—
Residential
Term	3,383,000		3,808,000		3,820,000
Construction	—		—		—
Home equity line of credit	254,000		457,000		575,000
Consumer	—		—		—
Total	$	4,812,000	$	5,602,000	$	6,981,000

Impaired loans include TDR loans and loans placed on non-accrual. These loans are measured at the present value of expected future cash flows discounted at the loan's effective interest rate or at the fair value of the collateral if the loan is collateral dependent. If the measure of an impaired loan is lower than the recorded investment in the loan and estimated selling costs, a specific reserve is established for the difference, or, in certain situations, if the measure of an impaired loan is lower than the recorded investment in the loan and estimated selling costs, the difference is written off.

16

A breakdown of impaired loans by class of financing receivable as of and for the period ended June 30, 2022 is presented in the following table:

							For the six months ended June 30, 2022				For the quarter ended June 30, 2022
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income
With No Related Allowance
Commercial
Real estate	$	1,352,000	$	1,661,000	$	—	$	1,588,000	$	28,000	$	1,600,000	$	15,000
Construction	25,000		27,000		—		26,000		—		26,000		—
Other	416,000		471,000		—		446,000		8,000		435,000		4,000
Municipal	—		—		—		—		—		—		—
Residential
Term	6,053,000		7,189,000		—		5,738,000		49,000		5,682,000		26,000
Construction	—		—		—		—		—		—		—
Home equity line of credit	254,000		283,000		—		323,000		—		324,000		—
Consumer	1,000		1,000		—		1,000		—		—		—
	$	8,101,000	$	9,632,000	$	—	$	8,122,000	$	85,000	$	8,067,000	$	45,000
With an Allowance Recorded
Commercial
Real estate	$	—	$	—	$	—	$	21,000	$	—	$	—	$	—
Construction	661,000		661,000		8,000		661,000		11,000		661,000		5,000
Other	744,000		843,000		502,000		778,000		—		761,000		—
Municipal	—		—		—		—		—		—		—
Residential
Term	1,449,000		1,483,000		103,000		1,650,000		25,000		1,566,000		13,000
Construction	—		—		—		—		—		—		—
Home equity line of credit	—		—		—		17,000		—		—		—
Consumer	—		—		—		—		—		—		—
	$	2,854,000	$	2,987,000	$	613,000	$	3,127,000	$	36,000	$	2,988,000	$	18,000
Total
Commercial
Real estate	$	1,352,000	$	1,661,000	$	—	$	1,609,000	$	28,000	$	1,600,000	$	15,000
Construction	686,000		688,000		8,000		687,000		11,000		687,000		5,000
Other	1,160,000		1,314,000		502,000		1,224,000		8,000		1,196,000		4,000
Municipal	—		—		—		—		—		—		—
Residential
Term	7,502,000		8,672,000		103,000		7,388,000		74,000		7,248,000		39,000
Construction	—		—		—		—		—		—		—
Home equity line of credit	254,000		283,000		—		340,000		—		324,000		—
Consumer	1,000		1,000		—		1,000		—		—		—
	$	10,955,000	$	12,619,000	$	613,000	$	11,249,000	$	121,000	$	11,055,000	$	63,000

Substantially all interest income recognized on impaired loans for all classes of financing receivables was recognized on a cash basis as received.

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A breakdown of impaired loans by class of financing receivable as of and for the year ended December 31, 2021 is presented in the following table:

	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Recognized Interest Income
With No Related Allowance
Commercial
Real estate	$	1,386,000	$	1,689,000	$	—	$	1,590,000	$	63,000
Construction	28,000		28,000		—		22,000		—
Other	917,000		1,009,000		—		1,051,000		15,000
Municipal	—		—		—		—		—
Residential
Term	6,178,000		7,238,000		—		6,429,000		87,000
Construction	—		—		—		—		—
Home equity line of credit	457,000		487,000		—		461,000		—
Consumer	2,000		2,000		—		—		1,000
	$	8,968,000	$	10,453,000	$	—	$	9,553,000	$	166,000
With an Allowance Recorded
Commercial
Real estate	$	42,000	$	71,000	$	42,000	$	614,000	—
Construction	661,000		661,000		16,000		661,000		22,000
Other	386,000		411,000		381,000		396,000		—
Municipal	—		—		—		—		—
Residential
Term	1,995,000		2,164,000		137,000		1,897,000		54,000
Construction	—		—		—		—		—
Home equity line of credit	—		—		—		—		—
Consumer	—		—		—		—		—
	$	3,084,000	$	3,307,000	$	576,000	$	3,568,000	$	76,000
Total
Commercial
Real estate	$	1,428,000	$	1,760,000	$	42,000	$	2,204,000	$	63,000
Construction	689,000		689,000		16,000		683,000		22,000
Other	1,303,000		1,420,000		381,000		1,447,000		15,000
Municipal	—		—		—		—		—
Residential
Term	8,173,000		9,402,000		137,000		8,326,000		141,000
Construction	—		—		—		—		—
Home equity line of credit	457,000		487,000		—		461,000		—
Consumer	2,000		2,000		—		—		1,000
	$	12,052,000	$	13,760,000	$	576,000	$	13,121,000	$	242,000

18

A breakdown of impaired loans by class of financing receivable as of and for the period ended June 30, 2021 is presented in the following table:

							For the six months ended June 30, 2021				For the quarter ended June 30, 2021
	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income
With No Related Allowance
Commercial
Real estate	$	2,145,000	$	2,490,000	$	—	$	2,295,000	$	35,000	$	2,412,000	$	18,000
Construction	106,000		106,000		—		92,000		—		94,000		—
Other	1,567,000		1,638,000		—		1,615,000		8,000		1,575,000		3,000
Municipal	—		—		—		—		—		—		—
Residential
Term	7,506,000		8,770,000		—		7,256,000		68,000		7,329,000		33,000
Construction	—		—		—		—		—		—		—
Home equity line of credit	574,000		607,000		—		815,000		—		756,000		—
Consumer	6,000		6,000		—		7,000		—		—		—
	$	11,904,000	$	13,617,000	$	—	$	12,080,000	$	111,000	$	12,166,000	$	54,000
With an Allowance Recorded
Commercial
Real estate	$	929,000	$	956,000	$	167,000	$	954,000	$	20,000	$	939,000	11,000
Construction	681,000		681,000		19,000		681,000		11,000		681,000		5,000
Other	422,000		439,000		403,000		498,000		5,000		471,000		5,000
Municipal	—		—		—		—		—		—		—
Residential
Term	1,620,000		1,662,000		118,000		1,810,000		23,000		1,662,000		7,000
Construction	—		—		—		—		—		—		—
Home equity line of credit	22,000		22,000		—		11,000		—		15,000		—
Consumer	—		—		—		—		—		—		—
	$	3,674,000	$	3,760,000	$	707,000	$	3,954,000	$	59,000	$	3,768,000	$	28,000
Total
Commercial
Real estate	$	3,074,000	$	3,446,000	$	167,000	$	3,249,000	$	55,000	$	3,351,000	$	29,000
Construction	787,000		787,000		19,000		773,000		11,000		775,000		5,000
Other	1,989,000		2,077,000		403,000		2,113,000		13,000		2,046,000		8,000
Municipal	—		—		—		—		—		—		—
Residential
Term	9,126,000		10,432,000		118,000		9,066,000		91,000		8,991,000		40,000
Construction	—		—		—		—		—		—		—
Home equity line of credit	596,000		629,000		—		826,000		—		771,000		—
Consumer	6,000		6,000		—		7,000		—		—		—
	$	15,578,000	$	17,377,000	$	707,000	$	16,034,000	$	170,000	$	15,934,000	$	82,000

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Troubled Debt Restructured

A "TDR" constitutes a restructuring of debt if the Company, for economic or legal reasons related to the borrower's financial difficulties, grants a concession to the borrower that it would not otherwise consider. To determine whether or not a loan should be classified as a TDR, Management evaluates a loan based upon the following criteria:

•The borrower demonstrates financial difficulty; common indicators include past due status with bank obligations, substandard credit bureau reports, or an inability to refinance with another lender; and

•The Company has granted a concession; common concession types include maturity date extension, interest rate adjustments to below market pricing, and deferment of payments.

As of June 30, 2022, the Company had 53 loans with a balance of $7,484,000 that have been classified as TDRs. This compares to 60 loans with a balance of $8,341,000 and 72 loans with a balance of $10,782,000 classified as TDRs as of December 31, 2021 and June 30, 2021, respectively. The impairment carried as a specific reserve in the allowance for loan losses is calculated by present valuing the expected cash flows on the loan at the original interest rate, or, for collateral-dependent loans, using the fair value of the collateral less costs to sell.

The following table shows TDRs by class and the specific reserve as of June 30, 2022:

	Number of Loans	Balance		Specific Reserves
Commercial
Real estate	6	$	1,155,000	$	—
Construction	1	661,000		8,000
Other	5	709,000		316,000
Municipal	—	—		—
Residential
Term	40	4,958,000		104,000
Construction	—	—		—
Home equity line of credit	—	—		—
Consumer	1	1,000		—
	53	$	7,484,000	$	428,000

The following table shows TDRs by class and the specific reserve as of December 31, 2021:

	Number of Loans	Balance		Specific Reserves
Commercial
Real estate	8	$	1,227,000	$	42,000
Construction	1	661,000		16,000
Other	5	765,000		337,000
Municipal	—	—		—
Residential
Term	45	5,686,000		137,000
Construction	—	—		—
Home equity line of credit	—	—		—
Consumer	1	2,000		—
	60	$	8,341,000	$	532,000

20

The following table shows TDRs by class and the specific reserve as of June 30, 2021:

	Number of Loans	Balance		Specific Reserves
Commercial
Real estate	13	$	2,490,000	$	166,000
Construction	2	762,000		19,000
Other	7	956,000		357,000
Municipal	—	—		—
Residential
Term	48	6,546,000		118,000
Construction	—	—		—
Home equity line of credit	1	22,000		—
Consumer	1	6,000		—
	72	$	10,782,000	$	660,000

As of June 30, 2022, nine of the loans classified as TDRs with a total balance of $641,000 were more than 30 days past due. Of these loans, one had been placed on TDR status in the previous 12 months. The following table shows these TDRs by class and the associated specific reserves included in the allowance for loan losses as of June 30, 2022:

	Number of Loans	Balance		Specific Reserves
Commercial
Real estate	—	$	—	$	—
Construction	—	—		—
Other	2	313,000		230,000
Municipal	—	—		—
Residential
Term	6	327,000		—
Construction	—	—		—
Home equity line of credit	—	—		—
Consumer	1	1,000		—
	9	$	641,000	$	230,000

As of June 30, 2021, 11 of the loans classified as TDRs with a total balance of $737,000 were more than 30 days past due. Of these loans, none had been placed on TDR status in the previous 12 months. The following table shows these TDRs by class and the associated specific reserves included in the allowance for loan losses as of June 30, 2021:

	Number of Loans	Balance		Specific Reserves
Commercial
Real estate	1	$	25,000	$	25,000
Construction	—	—
Other	4	419,000		92,000
Municipal	—	—
Residential
Term	5	287,000		—
Construction	—	—		—
Home equity line of credit	—	—		—
Consumer	1	6,000		—
	11	$	737,000	$	117,000

21

For the six months ended June 30, 2022, no loans were placed on TDR status.

For the six months ended June 30, 2021, three loans were placed on TDR status. The following table shows this TDR by class and associated specific reserves included in the allowance for loan losses as of June 30, 2021:

	Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Specific Reserves
Commercial
Real estate	—	$	—	$	—	$	—
Construction	1	80,000		80,000		—
Other	1	261,000		261,000		261,000
Municipal	—	—		—		—
Residential
Term	1	9,000		4,000		—
Construction	—	—		—		—
Home equity line of credit	—	—		—		—
Consumer	—	—		—		—
	3	$	350,000	$	345,000	$	261,000

For the quarter ended June 30, 2022, no loans were placed on TDR status.

For the quarter ended June 30, 2021, two loans were placed on TDR status. The following table shows this TDR by class and the associated specific reserve included in the allowance for loan losses as of June 30, 2021:

	Number of Loans	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Specific Reserves
Commercial
Real estate	—	$	—	$	—	$	—
Construction	1	80,000		80,000		—
Other	—	—		—		—
Municipal	—	—		—		—
Residential
Term	1	9,000		4,000		—
Construction	—	—		—		—
Home equity line of credit	—	—		—
Consumer	—	—		—		—
	2	$	89,000	$	84,000	$	—

As of June 30, 2022, Management is aware of six loans classified as TDRs that are involved in bankruptcy with an outstanding balance of $885,000. There were also 14 loans with an outstanding balance of $1,341,000 that were classified as TDRs and on non-accrual status, of which no loans were in the process of foreclosure.

Residential Mortgage Loans in Process of Foreclosure

As of June 30, 2022, there were five mortgage loans collateralized by residential real estate in the process of foreclosure with a total balance of $537,000. This compares to 12 mortgage loans collateralized by residential real estate in the process of foreclosure with a total balance of $912,000 as of June 30, 2021.

22

Note 4. Allowance for Loan Losses

The Company provides for loan losses through the establishment of an allowance for loan losses which represents an estimated reserve for existing losses in the loan portfolio. A systematic methodology is used for determining the allowance that includes a quarterly review process, risk rating changes, and adjustments to the allowance. The loan portfolio is classified in eight classes and credit risk is evaluated separately in each class. Major risk characteristics relevant to each portfolio segment are as follows: 

Commercial Real Estate - Commercial real estate loans are impacted by factors such as competitive market forces, vacancy rates, cap rates, net operating incomes, lease renewals, and overall economic demand. In addition, loans in the recreational and tourism sector can be affected by weather conditions, such as unseasonably low winter snowfalls. Commercial real estate lending also carries a higher degree of environmental risk than other real estate lending.

Commercial Construction - Commercial construction loans are impacted by factors similar to those for commercial real estate loans in addition to risks related to contractor financial capacity and ability to complete a project within acceptable time frames and within budget.

Commercial Other - A weakened economy, soft consumer spending, and the rising cost of labor or raw materials are examples of issues that can impact the credit quality in this segment.

Municipal Loans - The overall health of the economy, including unemployment rates and housing prices, has an impact on the credit quality of this segment. 

Residential Real Estate Term - The overall health of the economy, including unemployment rates and housing prices, has an impact on the credit quality of this segment.

Residential Real Estate Construction - Residential construction loans are impacted by factors similar to those for residential real estate term loans in addition to risks related to contractor financial capacity and ability to complete a project within acceptable time frames and within budget.

Home Equity Line of Credit - The overall health of the economy, including unemployment rates and housing prices, has an impact on the credit quality of this segment. 

Consumer -The overall health of the economy, including unemployment rates, has an impact on the credit quality of this segment.

The appropriate level of the allowance is evaluated continually based on a review of significant loans, with a particular emphasis on nonaccruing, past due, and other loans that may require special attention. Other factors include general conditions in local and national economies; loan portfolio composition and asset quality indicators; and internal factors such as changes in underwriting policies, credit administration practices, experience, ability and depth of lending management, among others.

The allowance consists of four elements: (1) specific reserves for loans evaluated individually for impairment; (2) general reserves for each portfolio segment based on historical loan loss experience; (3) qualitative reserves judgmentally adjusted for local and national economic conditions, concentrations, portfolio composition, volume and severity of delinquencies and nonaccrual loans, trends of criticized and classified loans, changes in credit policies and underwriting standards, credit administration practices, and other factors as applicable for each portfolio segment; and (4) unallocated reserves. All outstanding loans are considered in evaluating the appropriateness of the allowance.

23

A breakdown of the allowance for loan losses as of June 30, 2022, December 31, 2021, and June 30, 2021, by class of financing receivable and allowance element, is presented in the following tables:

As of June 30, 2022	Specific Reserves on Loans Evaluated Individually for Impairment		General Reserves on Loans Based on Historical Loss Experience		Reserves for Qualitative Factors		Unallocated Reserves		Total Reserves
Commercial
Real estate	$	—	$	873,000	$	4,607,000	$	—	$	5,480,000
Construction	8,000		182,000		961,000		—		1,151,000
Other	502,000		390,000		2,056,000		—		2,948,000
Municipal	—		—		157,000		—		157,000
Residential
Term	103,000		164,000		2,325,000		—		2,592,000
Construction	—		13,000		178,000		—		191,000
Home equity line of credit	—		104,000		862,000		—		966,000
Consumer	—		240,000		626,000		—		866,000
Unallocated	—		—		—		1,850,000		1,850,000
	$	613,000	$	1,966,000	$	11,772,000	$	1,850,000	$	16,201,000

As of December 31, 2021	Specific Reserves on Loans Evaluated Individually for Impairment		General Reserves on Loans Based on Historical Loss Experience		Reserves for Qualitative Factors		Unallocated Reserves		Total Reserves
Commercial
Real estate	$	42,000	$	831,000	$	4,494,000	$	—	$	5,367,000
Construction	16,000		114,000		616,000		—		746,000
Other	381,000		382,000		2,067,000		—		2,830,000
Municipal	—		—		157,000		—		157,000
Residential
Term	137,000		175,000		2,421,000		—		2,733,000
Construction	—		10,000		138,000		—		148,000
Home equity line of credit	—		101,000		824,000		—		925,000
Consumer	—		243,000		590,000		—		833,000
Unallocated	—		—		—		1,782,000		1,782,000
	$	576,000	$	1,856,000	$	11,307,000	$	1,782,000	$	15,521,000

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As of June 30, 2021	Specific Reserves on Loans Evaluated Individually for Impairment		General Reserves on Loans Based on Historical Loss Experience		Reserves for Qualitative Factors		Unallocated Reserves		Total Reserves
Commercial
Real estate	$	167,000	$	850,000	$	5,071,000	$	—	$	6,088,000
Construction	19,000		105,000		626,000		—		750,000
Other	403,000		482,000		2,872,000		—		3,757,000
Municipal	—		—		187,000		—		187,000
Residential
Term	118,000		202,000		2,576,000		—		2,896,000
Construction	—		12,000		148,000		—		160,000
Home equity line of credit	—		116,000		843,000		—		959,000
Consumer	—		285,000		607,000		—		892,000
Unallocated	—		—		—		1,345,000		1,345,000
	$	707,000	$	2,052,000	$	12,930,000	$	1,345,000	$	17,034,000

Qualitative adjustment factors are taken into consideration when determining reserve estimates. These adjustment factors are based upon Management's evaluation of various current conditions, including those listed below.

•General economic conditions.

•Credit quality trends with emphasis on loan delinquencies, nonaccrual levels, and classified loans.

•Recent loss experience in particular segments of the portfolio.

•Loan volumes and concentrations, including changes in mix.

•Other factors, including changes in quality of the loan origination; loan policy changes; changes in credit risk management processes; Bank regulatory and external loan review examination results.

Qualitative factors applied to the portfolio or segments of the portfolio may include judgments concerning general economic conditions that may affect credit quality, credit concentrations, the pace of portfolio growth, the direction of risk rating movements, policy exception levels, and delinquency levels; these qualitative factors are also considered in connection with the unallocated portion of our allowance for loan losses.

The qualitative portion of the allowance for loan losses was 0.66% of related loans as of June 30, 2022, compared to 0.69% of related loans as of December 31, 2021. The qualitative portion increased $465,000 between December 31, 2021 and June 30, 2022 due to a mix of factors. These factors included changes in various macroeconomic measures used in the qualitative model, volume changes in certain portfolio segments, ongoing analysis of the loan portfolio in multiple stress scenarios, and performance of COVID-19 related loan modifications.

The unallocated component of the allowance totaled $1,850,000 at June 30, 2022, or 11.4% of the total reserve. This compares to $1,782,000 or 11.5% as of December 31, 2021. Maintenance of an unallocated component reflects general imprecision related to portfolio growth along with lingering uncertainty regarding the potential impacts of COVID-19 and wind-down of related government stimulus programs on the loan portfolio.

The allowance for loan losses as a percent of total loans stood at 0.91% as of June 30, 2022, 0.94% at December 31, 2021 and 1.07% as of June 30, 2021.

Commercial loans are comprised of three major classes; commercial real estate loans, commercial construction loans, and other commercial loans.

Commercial real estate loans consist of mortgage loans to finance investments in real property such as multi-family residential, commercial/retail, office, industrial, hotels, educational, and other specific or mixed use properties. Commercial real estate loans are typically written with amortizing payment structures. Collateral values are determined based on appraisals and evaluations in accordance with established policy and regulatory guidelines. Commercial real estate loans typically have a loan-to-value ratio of up to 80% based upon current valuation information at the time the loan is made. Commercial real estate loans are primarily paid by the cash flow generated from the real property, such as operating leases, rents, or other operating cash flows from the borrower.

Commercial construction loans consist of loans to finance construction in a mix of owner- and non-owner occupied commercial real estate properties. Commercial construction loans typically have maturities of less than two years. Payment structures during the construction period are typically on an interest only basis, although principal payments may be established depending on the type of construction project being financed. During the construction phase, commercial construction loans are

25

primarily paid by cash flow generated from the construction project or other operating cash flows from the borrower or guarantors, if applicable. At the end of the construction period, loan repayment typically comes from a third party source in the event that the Company will not be providing permanent term financing. Collateral valuation and loan-to-value guidelines follow those for commercial real estate loans.

Other commercial loans consist of revolving and term loan obligations extended to business and corporate enterprises for the purpose of financing working capital and or capital investment. Collateral generally consists of pledges of business assets including, but not limited to, accounts receivable, inventory, plant and equipment, and/or real estate, if applicable. Commercial loans are primarily paid by the operating cash flow of the borrower. Commercial loans may be secured or unsecured. Other commercial loans also include loans made under the SBA PPP. These loans are unsecured and carry a 100% guarantee from the SBA.

Municipal loans are comprised of loans to municipalities in Maine for capitalized expenditures, construction projects, or tax anticipation notes. All municipal loans are considered either general obligations of the municipality and are collateralized by the taxing ability of the municipality for repayment of debt.

Residential loans are comprised of two classes: term loans and construction loans.

Residential term loans consist of residential real estate loans held in the Company's loan portfolio made to borrowers who demonstrate the ability to make scheduled payments with full consideration to underwriting factors. Borrower qualifications include favorable credit history combined with supportive income requirements and loan-to-value ratios within established policy and regulatory guidelines. Collateral values are determined based on appraisals and evaluations in accordance with established policy and regulatory guidelines. Residential loans typically have a loan-to-value ratio of up to 80% based on appraisal information at the time the loan is made. Collateral consists of mortgage liens on one- to four-family residential properties. Loans are offered with fixed or adjustable rates with amortization terms of up to thirty years.

Residential construction loans typically consist of loans for the purpose of constructing single family residences to be owned and occupied by the borrower. Borrower qualifications include favorable credit history combined with supportive income requirements and loan-to-value ratios within established policy and regulatory guidelines. Residential construction loans normally have construction terms of one year or less and payment during the construction term is typically on an interest only basis from sources including interest reserves, borrower liquidity, and/or income. Residential construction loans will typically convert to permanent financing from the Company or have another financing commitment in place from an acceptable mortgage lender. Collateral valuation and loan-to-value guidelines are consistent with those for residential term loans.

Home equity lines of credit are made to qualified individuals and are secured by senior or junior mortgage liens on owner occupied one- to four-family homes, condominiums, or vacation homes. The home equity line of credit typically has a variable interest rate and is billed as interest-only payments during the draw period. At the end of the draw period, the home equity line of credit is billed as a percentage of the principal balance plus all accrued interest. Loan maturities are normally 300 months. Borrower qualifications include favorable credit history combined with supportive income requirements and combined loan-to- value ratios usually not exceeding 80% inclusive of priority liens. Collateral valuation guidelines follow those for residential real estate loans.

Consumer loan products including personal lines of credit and amortizing loans made to qualified individuals for various purposes such as auto, recreational vehicles, debt consolidation, personal expenses, or overdraft protection. Borrower qualifications include favorable credit history combined with supportive income and collateral requirements within established policy guidelines. Consumer loans may be secured or unsecured.

Construction, land, and land development (CLLD) loans, both commercial and residential, comprise a growing portion of the portfolio. CLLD loans represented 70.7% of total Bank capital as of June 30, 2022 and remain below the regulatory guidance of 100.0% of total Bank capital. Construction loans and non-owner-occupied commercial real estate loans represented 223.8% of total Bank capital at June 30, 2022 , below the regulatory guidance of 300.0% of total Bank capital.

The process of establishing the allowance with respect to the commercial loan portfolio begins when a Loan Officer or Senior Officer (or designee) initially assigns each loan a risk rating, using established credit criteria. Approximately 60% of commercial loan outstanding balances, excluding SBA PPP loans, are subject to review and validation annually by an independent consulting firm. Additionally, commercial loan relationships with exposure greater than or equal to $500,000 are subject to review annually by the Company's internal credit review function. The methodology employs Management's judgment as to the level of losses on existing loans based on internal review of the loan portfolio, including an analysis of a borrower's current financial position, and the consideration of current and anticipated economic conditions and their potential effects on specific borrowers and or lines of business.

26

In determining the Company's ability to collect certain loans, Management also considers the fair value of underlying collateral. The risk rating system has eight levels, defined as follows:

1    Strong

Credits rated "1" are characterized by borrowers fully responsible for the credit with excellent capacity to pay principal and interest. Loans rated "1" may be secured with acceptable forms of liquid collateral.

2    Above Average

Credits rated "2" are characterized by borrowers that have better than average liquidity, capitalization, earnings, and/or cash flow with a consistent record of solid financial performance.

3    Satisfactory

Credits rated "3" are characterized by borrowers with favorable liquidity, profitability, and financial condition with adequate cash flow to pay debt service.

4    Average

Credits rated "4" are characterized by borrowers that present risk more than 1, 2 and 3 rated loans and merit an ordinary level of ongoing monitoring. Financial condition is on par or somewhat below industry averages while cash flow is generally adequate to meet debt service requirements.

5    Watch

Credits rated "5" are characterized by borrowers that warrant greater monitoring due to financial condition or unresolved and identified risk factors.

6    Other Assets Especially Mentioned (OAEM)

Loans in this category are currently protected but are potentially weak and constitute an undue and unwarranted credit risk, but not to the point of justifying a classification of substandard. OAEM have potential weaknesses which may, if not checked or corrected, weaken the asset or inadequately protect the Company's credit position at some future date.

7    Substandard

Loans in this category are inadequately protected by the paying capacity of the borrower or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. Substandard loans are characterized by the distinct possibility that the Company may sustain some loss if the deficiencies are not corrected.

8    Doubtful

Loans classified "Doubtful" have the same weaknesses as those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, based on currently existing facts, conditions, and values, highly questionable and improbable. The possibility of loss is high, but because of certain important and reasonably specific pending factors which may work to the advantage and strengthening of the asset, its classification as an estimated loss is deferred until its more exact status may be determined.

The following table summarizes the risk ratings for the Company's commercial real estate, commercial construction, commercial other, and municipal loans as of June 30, 2022:

	Commercial Real Estate		Commercial Construction		Commercial Other		Municipal Loans		All Risk- Rated Loans
1 Strong	$	—	$	—	$	2,399,000	$	—	$	2,399,000
2 Above Average	6,707,000		145,000		8,963,000		44,125,000		59,940,000
3 Satisfactory	116,471,000		1,656,000		40,952,000		1,210,000		160,289,000
4 Average	394,634,000		91,426,000		181,928,000		1,500,000		669,488,000
5 Watch	94,954,000		35,700,000		39,555,000		—		170,209,000
6 OAEM	4,332,000		—		153,000		—		4,485,000
7 Substandard	390,000		—		1,764,000		—		2,154,000
8 Doubtful	—		—		—		—		—
Total	$	617,488,000	$	128,927,000	$	275,714,000	$	46,835,000	$	1,068,964,000

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The following table summarizes the risk ratings for the Company's commercial real estate, commercial construction, commercial other, and municipal loans as of December 31, 2021:

	Commercial Real Estate		Commercial Construction		Commercial Other		Municipal Loans		All Risk- Rated Loans
1 Strong	$	—	$	—	$	2,118,000	$	—	$	2,118,000
2 Above Average	6,977,000		169,000		7,328,000		46,547,000		61,021,000
3 Satisfactory	98,473,000		2,589,000		60,787,000		349,000		162,198,000
4 Average	378,147,000		47,196,000		154,247,000		1,466,000		581,056,000
5 Watch	88,679,000		29,411,000		37,942,000		—		156,032,000
6 OAEM	3,482,000		—		52,000		—		3,534,000
7 Substandard	440,000		—		2,096,000		—		2,536,000
8 Doubtful	—		—		—		—		—
Total	$	576,198,000	$	79,365,000	$	264,570,000	$	48,362,000	$	968,495,000

The following table summarizes the risk ratings for the Company's commercial real estate, commercial construction, commercial other, and municipal loans as of June 30, 2021:

	Commercial Real Estate		Commercial Construction		Commercial Other		Municipal Loans		All Risk- Rated Loans
1 Strong	$	—	$	—	$	2,117,000	$	12,000	$	2,129,000
2 Above Average	8,237,000		181,000		3,742,000		39,240,000		51,400,000
3 Satisfactory	100,934,000		1,928,000		97,205,000		361,000		200,428,000
4 Average	329,498,000		42,928,000		140,406,000		1,466,000		514,298,000
5 Watch	79,155,000		20,757,000		49,674,000		—		149,586,000
6 OAEM	2,250,000		—		35,000		—		2,285,000
7 Substandard	7,341,000		—		5,568,000		—		12,909,000
8 Doubtful	—		—		—		—		—
Total	$	527,415,000	$	65,794,000	$	298,747,000	$	41,079,000	$	933,035,000

Commercial loans are generally charged off when all or a portion of the principal amount is determined to be uncollectible. This determination is based on circumstances specific to a borrower including repayment ability, analysis of collateral, and other factors as applicable.

Residential loans are comprised of two classes: term loans, which include traditional amortizing home mortgages, and construction loans, which include loans for owner-occupied residential construction. Residential loans typically have a 75% to 80% loan to value based upon current appraisal information at the time the loan is made. Home equity loans and lines of credit are typically written to the same underwriting standards. Consumer loans are primarily amortizing loans to individuals collateralized by automobiles, pleasure craft, and recreation vehicles, typically with a maximum loan to value of 80% to 90% of the purchase price of the collateral. Consumer loans also include a small amount of unsecured short-term time notes to individuals.

Residential loans, consumer loans, and home equity lines of credit are segregated into homogeneous pools with similar risk characteristics. Trends and current conditions are analyzed and historical loss experience is adjusted accordingly. Quantitative and qualitative adjustment factors for these segments are consistent with those for the commercial and municipal classes. Certain loans in the residential, home equity lines of credit, and consumer classes identified as having the potential for further deterioration are analyzed individually to confirm impairment status, and to determine the need for a specific reserve; however, there is no formal rating system used for these classes. Consumer loans greater than 120 days past due are generally charged off. Residential loans 90 days or more past due are placed on non-accrual status unless the loans are both well secured and in the process of collection. One- to  four-family residential real estate loans and home equity loans are written down or charged-off no later than 180 days past due, or for residential real estate secured loans having a borrower in bankruptcy, within 60 days of receipt of notification of filing from the bankruptcy court, whichever is sooner. This is subject to completion of a current assessment of the value of the collateral with any outstanding loan balance in excess of the fair value of the property, less costs to sell, written down or charged-off. 

There were no changes to the Company's accounting policies or methodology used to estimate the allowance for loan losses during the six months ended June 30, 2022.

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The following table presents allowance for loan losses activity by class for the six months and quarter ended June 30, 2022, and allowance for loan loss balances by class and related loan balances by class as of June 30, 2022:

	Commercial						Municipal		Residential				Home Equity Line of Credit		Consumer		Unallocated		Total
	Real Estate		Construction		Other				Term		Construction
For the six months ended June 30, 2022
Beginning balance	$	5,367,000	$	746,000	$	2,830,000	$	157,000	$	2,733,000	$	148,000	$	925,000	$	833,000	$	1,782,000	$	15,521,000
Charge offs	—		—		43,000		—		—		—		29,000		287,000		—		359,000
Recoveries	17,000		—		2,000		—		11,000		—		1,000		108,000		—		139,000
Provision (credit)	96,000		405,000		159,000		—		(152,000)		43,000		69,000		212,000		68,000		900,000
Ending balance	$	5,480,000	$	1,151,000	$	2,948,000	$	157,000	$	2,592,000	$	191,000	$	966,000	$	866,000	$	1,850,000	$	16,201,000
For the three months ended June 30, 2022
Beginning balance	$	5,369,000	$	939,000	$	2,956,000	$	156,000	$	2,648,000	$	161,000	$	939,000	$	866,000	$	1,732,000	$	15,766,000
Charge offs	—		—		42,000		—		—		—		—		70,000		—		112,000
Recoveries	1,000		—		1,000		—		3,000		—		—		92,000		—		97,000
Provision (credit)	110,000		212,000		33,000		1,000		(59,000)		30,000		27,000		(22,000)		118,000		450,000
Ending balance	$	5,480,000	$	1,151,000	$	2,948,000	$	157,000	$	2,592,000	$	191,000	$	966,000	$	866,000	$	1,850,000	$	16,201,000
Allowance for loan losses as of June 30, 2022
Ending balance specifically evaluated for impairment	$	—	$	8,000	$	502,000	$	—	$	103,000	$	—	$	—	$	—	$	—	$	613,000
Ending balance collectively evaluated for impairment	$	5,480,000	$	1,143,000	$	2,446,000	$	157,000	$	2,489,000	$	191,000	$	966,000	$	866,000	$	1,850,000	$	15,588,000
Related loan balances as of June 30, 2022
Ending balance	$	617,488,000	$	128,927,000	$	275,714,000	$	46,835,000	$	582,313,000	$	44,011,000	$	71,711,000	$	21,356,000	$	—	$	1,788,355,000
Ending balance specifically evaluated for impairment	$	1,352,000	$	686,000	$	1,160,000	$	—	$	7,502,000	$	—	$	254,000	$	1,000	$	—	$	10,955,000
Ending balance collectively evaluated for impairment	$	616,136,000	$	128,241,000	$	274,554,000	$	46,835,000	$	574,811,000	$	44,011,000	$	71,457,000	$	21,355,000	$	—	$	1,777,400,000

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The following table presents allowance for loan losses activity by class for the year ended December 31, 2021 and allowance for loan loss balances by class and related loan balances by class as of December 31, 2021:

	Commercial						Municipal		Residential				Home Equity Line of Credit		Consumer		Unallocated		Total
	Real Estate		Construction		Other				Term		Construction
For the year ended December 31, 2021
Beginning balance	$	5,178,000	$	662,000	$	3,438,000	$	171,000	$	2,579,000	$	102,000	$	1,211,000	$	778,000	$	2,134,000	$	16,253,000
Charge offs	106,000		—		288,000		—		42,000		—		—		312,000		—		748,000
Recoveries	95,000		—		84,000		—		66,000		—		61,000		85,000		—		391,000
Provision (credit)	200,000		84,000		(404,000)		(14,000)		130,000		46,000		(347,000)		282,000		(352,000)		(375,000)
Ending balance	$	5,367,000	$	746,000	$	2,830,000	$	157,000	$	2,733,000	$	148,000	$	925,000	$	833,000	$	1,782,000	$	15,521,000
Allowance for loan losses as of December 31, 2021
Ending balance specifically evaluated for impairment	$	42,000	$	16,000	$	381,000	$	—	$	137,000	$	—	$	—	$	—	$	—	$	576,000
Ending balance collectively evaluated for impairment	$	5,325,000	$	730,000	$	2,449,000	$	157,000	$	2,596,000	$	148,000	$	925,000	$	833,000	$	1,782,000	$	14,945,000
Related loan balances as of December 31, 2021
Ending balance	$	576,198,000	$	79,365,000	$	264,570,000	$	48,362,000	$	550,783,000	$	31,763,000	$	73,632,000	$	22,976,000	$	—	$	1,647,649,000
Ending balance specifically evaluated for impairment	$	1,428,000	$	689,000	$	1,303,000	$	—	$	8,173,000	$	—	$	457,000	$	2,000	$	—	$	12,052,000
Ending balance collectively evaluated for impairment	$	574,770,000	$	78,676,000	$	263,267,000	$	48,362,000	$	542,610,000	$	31,763,000	$	73,175,000	$	22,974,000	$	—	$	1,635,597,000

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The following table presents allowance for loan losses activity by class for the six months and quarter ended June 30, 2021, and allowance for loan loss balances by class and related loan balances by class as of June 30, 2021:

	Commercial						Municipal		Residential				Home Equity Line of Credit		Consumer		Unallocated		Total
	Real Estate		Construction		Other				Term		Construction
For the six months ended June 30, 2021
Beginning balance	$	5,178,000	$	662,000	$	3,438,000	$	171,000	$	2,579,000	$	102,000	$	1,211,000	$	778,000	$	2,134,000	$	16,253,000
Charge offs	5,000		—		286,000		—		41,000		—		—		147,000		—		479,000
Recoveries	95,000		—		2,000		—		9,000		—		48,000		56,000		—		210,000
Provision (credit)	820,000		88,000		603,000		16,000		349,000		58,000		(300,000)		205,000		(789,000)		1,050,000
Ending balance	$	6,088,000	$	750,000	$	3,757,000	$	187,000	$	2,896,000	$	160,000	$	959,000	$	892,000	$	1,345,000	$	17,034,000
For the three months ended June 30, 2021
Beginning balance	$	5,741,000	$	649,000	$	4,080,000	$	185,000	$	2,962,000	$	131,000	$	947,000	$	872,000	$	1,027,000	$	16,594,000
Charge offs	—		—		144,000		—		12,000		—		—		44,000		—		200,000
Recoveries	30,000		—		2,000		—		3,000		—		47,000		33,000		—		115,000
Provision (credit)	317,000		101,000		(181,000)		2,000		(57,000)		29,000		(35,000)		31,000		318,000		525,000
Ending balance	$	6,088,000	$	750,000	$	3,757,000	$	187,000	$	2,896,000	$	160,000	$	959,000	$	892,000	$	1,345,000	$	17,034,000
Allowance for loan losses as of June 30, 2021
Ending balance specifically evaluated for impairment	$	167,000	$	19,000	$	403,000	$	—	$	118,000	$	—	$	—	$	—	$	—	$	707,000
Ending balance collectively evaluated for impairment	$	5,921,000	$	731,000	$	3,354,000	$	187,000	$	2,778,000	$	160,000	$	959,000	$	892,000	$	1,345,000	$	16,327,000
Related loan balances as of June 30, 2021
Ending balance	$	527,415,000	$	65,794,000	$	298,747,000	$	41,079,000	$	523,344,000	$	29,818,000	$	77,709,000	$	24,358,000	$	—	$	1,588,264,000
Ending balance specifically evaluated for impairment	$	3,074,000	$	787,000	$	1,989,000	$	—	$	9,126,000	$	—	$	596,000	$	6,000	$	—	$	15,578,000
Ending balance collectively evaluated for impairment	$	524,341,000	$	65,007,000	$	296,758,000	$	41,079,000	$	514,218,000	$	29,818,000	$	77,113,000	$	24,352,000	$	—	$	1,572,686,000

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Note 5 – Stock-Based Compensation

At the 2010 Annual Meeting, shareholders approved the 2010 Equity Incentive Plan (the "2010 Plan"). The 2010 Plan expired on April 28, 2020, leaving 215,513 shares not issued. At the 2020 Annual Meeting, shareholders approved the 2020 Equity Incentive Plan (the "2020 Plan"). The 2020 Plan reserves 400,000 shares of common stock for issuance in connection with stock options, restricted stock awards, and other equity based awards to attract and retain the best available personnel, provide additional incentive to officers, employees, and non-employee Directors, and promote the success of the Company. Such grants and awards will be structured in a manner that does not encourage the recipients to expose the Company to undue or inappropriate risk. Options issued under the 2020 Plan qualify for treatment as incentive stock options for purposes of Section 422 of the Internal Revenue Code. Other compensation under the 2020 Plan qualifies as performance-based for purposes of Section 162(m) of the Internal Revenue Code, and satisfies NASDAQ guidelines relating to equity compensation.

As of June 30, 2022, 184,487 shares of restricted stock had been granted under the 2010 Plan and 67,684 shares under the 2020 Plan, of which 80,527 shares remain restricted as of June 30, 2022 as detailed in the following table:

Year Granted	Vesting Term (In Years)	Shares	Remaining Term (In Years)
2018	5.0	6,184	0.5
2020	3.0	20,342	0.6
2021	3.0	27,172	1.6
2022	3.0	24,829	2.6
2022	1.0	2,000	0.6
		80,527	1.6

The compensation cost related to these non-vested restricted stock grants is $2,281,000 and is recognized over the vesting terms of each grant. In the six months ended June 30, 2022, $412,000 of expense was recognized for these restricted shares, leaving $1,155,000 in unrecognized expense as of June 30, 2022. In the six months ended June 30, 2021, $490,000 of expense was recognized for restricted shares, leaving $1,044,000 in unrecognized expense as of June 30, 2021.

Note 6 – Common Stock

Proceeds from sale of common stock totaled $385,000 and $340,000 for the six months ended June 30, 2022 and 2021, respectively.

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Note 7 – Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share (EPS) for the six months ended June 30, 2022 and 2021:

	Income (Numerator)		Shares (Denominator)	Per-Share Amount
For the six months ended June 30, 2022
Net income as reported	$	19,702,000
Basic EPS: Income available to common shareholders	19,702,000		10,924,579	$	1.80
Effect of dilutive securities: restricted stock			97,508
Diluted EPS: Income available to common shareholders plus assumed conversions	$	19,702,000	11,022,087	$	1.79
For the six months ended June 30, 2021
Net income as reported	$	17,709,000
Basic EPS: Income available to common shareholders	17,709,000		10,895,112	$	1.63
Effect of dilutive securities: restricted stock			85,179
Diluted EPS: Income available to common shareholders plus assumed conversions	$	17,709,000	10,980,291	$	1.61

The following table sets forth the computation of basic and diluted earnings per share (EPS) for the quarters ended June 30, 2022 and 2021:

	Income (Numerator)		Shares (Denominator)	Per-Share Amount
For the quarter ended June 30, 2022
Net income as reported	$	9,997,000
Basic EPS: Income available to common shareholders	9,997,000		10,927,887	$	0.91
Effect of dilutive securities: restricted stock			100,142
Diluted EPS: Income available to common shareholders plus assumed conversions	$	9,997,000	11,028,029	$	0.91
For the quarter ended June 30, 2021
Net income as reported	$	8,787,000
Basic EPS: Income available to common shareholders	8,787,000		10,902,013	$	0.81
Effect of dilutive securities: restricted stock			84,685
Diluted EPS: Income available to common shareholders plus assumed conversions	$	8,787,000	10,986,698	$	0.80

Note 8 – Employee Benefit Plans

401(k) Plan

The Bank has a defined contribution plan available to substantially all employees who have completed three months of service. Employees may contribute up to Internal Revenue Service ("IRS") determined limits and the Bank may match employee contributions not to exceed 3.0% of compensation depending on contribution level. Prior to 2020 and subject to a vote of the Board of Directors, the Bank could also make a discretionary contribution to the Plan. The Company adopted the safe harbor form of 401(k) plan in 2020 and made a 3.0% safe harbor contribution to the plan in 2021 and 2020. The expense related to the 401(k) plan was $550,000 and $405,000 for the six months ended June 30, 2022 and 2021, respectively.

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Deferred Compensation and Supplemental Retirement Benefits

The Bank also provides unfunded supplemental retirement benefits for certain officers, payable in installments over 20 years upon retirement or death. The agreements consist of individual contracts with differing characteristics that, when taken together, do not constitute a postretirement plan. There are no active officers eligible for these benefits. The costs for these benefits are recognized over the service periods of the participating officers in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 712 "Compensation – Nonretirement Postemployment Benefits". The expense of these supplemental retirement benefits was $154,000 and $84,000 for the six months ended June 30, 2022 and 2021, respectively. As of June 30, 2022, the associated accrued liability included in other liabilities in the balance sheet was $2,882,000 compared to $2,872,000 and $2,932,000 at December 31, 2021 and June 30, 2021, respectively.

Postretirement Benefit Plans

The Bank sponsors two postretirement benefit plans. One plan currently provides a subsidy for health insurance premiums to certain retired employees; these subsidies are based on years of service and range between $40 and $1,200 per month per person. The other plan provides life insurance coverage to certain retired employees and health insurance for retired directors. None of these plans are prefunded. The Company utilizes FASB ASC Topic 712 to recognize the overfunded or underfunded status of a defined benefit postretirement plan as an asset or liability in its balance sheet and to recognize changes in the funded status in the year in which the changes occur through comprehensive income (loss).

The following table sets forth the accumulated postretirement benefit obligation and funded status:

	At or for the six months ended June 30,
	2022		2021
Change in benefit obligation
Benefit obligation at beginning of year	$	1,353,000	$	1,523,000
Interest cost	17,000		15,000
Benefits paid	(44,000)		(49,000)
Benefit obligation at end of period	$	1,326,000	$	1,489,000
Funded status
Benefit obligation at end of period	$	(1,326,000)	$	(1,489,000)
Unamortized gain	(133,000)		(35,000)
Accrued benefit cost at end of period	$	(1,459,000)	$	(1,524,000)

The following table sets forth the net periodic pension cost:

	For the six months ended June 30,				For the quarter ended June 30,
	2022		2021		2022		2021
Components of net periodic benefit cost
Interest cost	$	17,000	$	15,000	$	9,000	$	8,000
Net periodic benefit cost	$	17,000	$	15,000	$	9,000	$	8,000

Amounts not yet reflected in net periodic benefit cost and included in accumulated other comprehensive income are as follows:

	June 30, 2022		December 31, 2021		June 30, 2021
Unamortized net actuarial gain	$	133,000	$	133,000	$	35,000
Deferred tax expense	(28,000)		(28,000)		(7,000)
Net unrecognized postretirement benefits included in accumulated other comprehensive income	$	105,000	$	105,000	$	28,000

A weighted average discount rate of 2.00% was used in determining the accumulated benefit obligation and the net periodic benefit cost. The assumed health care cost trend rate is 7.00%. The measurement date for benefit obligations was as of year-end for prior years presented. The expected benefit payments for all of 2022 are $87,000. Plan expense for 2022 is estimated to be $33,000. A 1.00% change in trend assumptions would create an approximate change in the same direction of $100,000 in the accumulated benefit obligation, $7,000 in the interest cost, and $1,000 in the service cost.

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Note 9 - Other Comprehensive Income (Loss)

The following table summarizes activity in the unrealized gain or loss on available for sale securities included in other comprehensive income (loss) for the six months and quarters ended June 30, 2022 and 2021.

	For the six months ended June 30,				For the quarter ended June 30,
	2022		2021		2022		2021
Balance at beginning of period	$	(1,718,000)	$	5,009,000	$	(20,061,000)	$	1,556,000
Unrealized losses arising during the period	(39,337,000)		(4,670,000)		(16,120,000)		(417,000)
Reclassification of net realized (gains) losses during the period	(1,000)		(164,000)		1,000		(45,000)
Related deferred taxes	8,261,000		1,015,000		3,385,000		96,000
Net change	(31,077,000)		(3,819,000)		(12,734,000)		(366,000)
Balance at end of period	$	(32,795,000)	$	1,190,000	$	(32,795,000)	$	1,190,000

The reclassification of realized gains is included in the net securities gains line of the consolidated statements of income and comprehensive income and the tax effect is included in the income tax expense line of the same statement.

The following table summarizes activity in the unrealized loss on securities transferred from available for sale to held to maturity included in other comprehensive income (loss) for the six months and quarters ended June 30, 2022 and 2021.

	For the six months ended June 30,				For the quarter ended June 30,
	2022		2021		2022		2021
Balance at beginning of period	$	(87,000)	$	(133,000)	$	(78,000)	$	(124,000)
Amortization of net unrealized gains	18,000		25,000		6,000		14,000
Related deferred taxes	(4,000)		(5,000)		(1,000)		(3,000)
Net change	14,000		20,000		5,000		11,000
Balance at end of period	$	(73,000)	$	(113,000)	$	(73,000)	$	(113,000)

The following table presents the effect of the Company's derivative financial instruments included in other comprehensive income (loss) for the six months and quarters ended June 30, 2022 and 2021.

	For the six months ended June 30,				For the quarter ended June 30,
	2022		2021		2022		2021
Balance at beginning of period	$	—	$	(4,932,000)	$	—	$	(1,463,000)
Unrealized gains (losses) on cash flow hedging derivatives arising during the period	185,000		3,606,000		185,000		(784,000)
Related deferred taxes	(39,000)		(757,000)		(39,000)		164,000
Net change	146,000		2,849,000		146,000		(620,000)
Balance at end of period	$	146,000	$	(2,083,000)	$	146,000	$	(2,083,000)

There was no activity in the unrealized gain or loss on postretirement benefits included in other comprehensive income (loss) for the six months and quarters ended June 30, 2022 and 2021.

Note 10 - Financial Derivative Instruments

The Bank uses derivative financial instruments for risk management purposes and not for trading or speculative purposes. As part of its overall asset and liability management strategy, the Bank periodically uses derivative instruments to minimize

significant unplanned fluctuations in earnings and cash flows caused by interest rate volatility. The Bank’s interest rate risk management strategy involves modifying the re-pricing characteristics of certain assets or liabilities so that changes in interest rates do not have a significant effect on net interest income.

The Bank recognizes its derivative instruments in the consolidated balance sheet at fair value.  On the date the derivative instrument is entered into, the Bank designates whether the derivative is part of a hedging relationship (i.e., cash flow or fair

35

value hedge). The Bank formally documents relationships between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking hedge transactions. The Bank also assesses, both at the hedge’s inception and on an ongoing basis, whether the derivatives used in hedging transactions are highly effective in offsetting the changes in cash flows or fair values of hedged items. Changes in fair value of derivative instruments that are highly effective and qualify as cash flow hedges are recorded in other comprehensive income (loss). Any ineffective portion is recorded in earnings. The Bank discontinues hedge accounting when it is determined that the derivative is no longer highly effective in offsetting changes of the hedged risk on the hedged item, or management determines that the designation of the derivative as a hedging instrument is no longer appropriate.

The details of the interest rate swap agreements are as follows:

					June 30, 2022		December 31, 2021		June 30, 2021
Effective Date	Maturity Date	Variable Index Received	Fixed Rate Paid	Presentation on Consolidated Balance Sheet	Notional Amount	Fair Value	Notional Amount	Fair Value	Notional Amount	Fair Value
08/02/2019	08/02/2024	1-Month USD Libor	1.590%	Other Liabilities	—	—	—	—	12,500,000	(425,000)
08/05/2019	08/05/2024	1-Month USD Libor	1.420%	Other Liabilities	—	—	—	—	12,500,000	(359,000)
02/12/2020	02/12/2023	3-Month USD Libor	1.486%	Other Liabilities	—	—	—	—	25,000,000	(509,000)
02/12/2020	02/12/2024	3-Month USD Libor	1.477%	Other Liabilities	—	—	—	—	25,000,000	(671,000)
06/28/2021	06/28/2026	1-Month USD Libor	1.158%	Other Liabilities	—	—	—	—	50,000,000	(820,000)
03/13/2020	03/13/2025	3-Month USD Libor	0.855%	Other Liabilities	—	—	—	—	25,000,000	(139,000)
03/13/2020	03/13/2030	3-Month USD Libor	1.029%	Other Assets	—	—	—	—	20,000,000	482,000
04/07/2020	04/07/2023	3-Month USD Libor	0.599%	Other Liabilities	—	—	—	—	20,000,000	(117,000)
04/07/2020	04/07/2024	3-Month USD Libor	0.643%	Other Liabilities	—	—	—	—	20,000,000	(79,000)
04/27/2022	10/27/2023	USD-SOFR-COMPOUND	2.498%	Other Assets	10,000,000	65,000	—	—	—	—
04/24/2022	01/27/2024	USD-SOFR-COMPOUND	2.576%	Other Assets	10,000,000	62,000	—	—	—	—
04/27/2022	04/27/2024	USD-SOFR-COMPOUND	2.619%	Other Assets	10,000,000	58,000	—	—	—	—
					$30,000,000	$185,000	$—	$—	$210,000,000	$(2,637,000)

The Company would reclassify unrealized gains or losses accounted for within accumulated other comprehensive income (loss) into earnings if the interest rate swaps were to become ineffective or the swaps were to terminate. In the fourth quarter 2021, the Bank took advantage of market opportunities to terminate its then open interest rate swap positions in order to de-lever the balance sheet and reset wholesale funding costs. A one-time gain of $336,000 was recognized in non-interest income in the fourth quarter 2021. Amounts paid or received under the swaps are reported in interest expense in the consolidated statement of income, and in interest paid in the consolidated statement of cash flows.

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Customer loan derivatives

The Bank will enter into interest rate swaps with qualified commercial customers. Through these arrangements, the Bank is able to provide a means for a loan customer to obtain a long-term fixed rate, while it simultaneously contracts with an approved, highly-rated, third-party financial institution as counterparty to swap the fixed rate for a variable rate. Such loan level arrangements are not designated as hedges for accounting purposes, and are recorded at fair value in the Company’s consolidated balance sheet.

At June 30, 2022 and 2021, and December 31, 2021, there were six customer loan swap arrangements in place, detailed below:

		June 30, 2022					December 31, 2021					June 30, 2021
	Presentation on Consolidated Balance Sheet	Number of Positions	Notional Amount		Fair Value		Number of Positions	Notional Amount		Fair Value		Number of Positions	Notional Amount		Fair Value
Pay Fixed, Receive Variable	Other Assets	6	$	38,903,000	$	3,440,000	3	$	15,765,000	$	789,000	3	$	16,532,000	$	689,000
Pay Fixed, Receive Variable	Other Liabilities	—	—		—		3	24,604,000		(1,802,000)		3	24,927,000		(2,138,000)
		6	38,903,000		3,440,000		6	40,369,000		(1,013,000)		6	41,459,000		(1,449,000)
Receive Fixed, Pay Variable	Other Assets	—	—		—		3	24,604,000		1,802,000		3	24,927,000		2,138,000
Receive Fixed, Pay Variable	Other Liabilities	6	38,903,000		(3,440,000)		3	15,765,000		(789,000)		3	16,532,000		(689,000)
		6	38,903,000		(3,440,000)		6	40,369,000		1,013,000		6	41,459,000		1,449,000
Total		12	$	77,806,000	$	—	12	$	80,738,000	$	—	12	$	82,918,000	$	—

Derivative collateral

The Bank has entered into a master netting arrangement with its counterparty and settles payments with the counterparty as necessary. The Bank's arrangement with its institutional counterparty requires it to post cash or other assets as collateral for its various loan swap contracts in a net liability position based on their fair values and the Bank's credit rating or receive cash collateral for contracts in a net asset position as requested. At June 30, 2022, there was no collateral posted on its swap contracts or required amount to be pledged.

Cessation of LIBOR

The Company is aware that 1) certain tenors of US Dollar ("USD") denominated London Interbank Offering Rate ("LIBOR") indices ceased to be published after December 31, 2021, while other tenors are expected to continue being published until June 30, 2023, and 2) no new contracts referencing LIBOR are to be written after December 31, 2021. The Federal Reserve formed the Alternative Reference Rates Committee ("ARRC") to guide the transition process in the United States. ARRC has issued a number of recommendations including the adoption of the Secured Overnight Financing Rate ("SOFR") as a replacement for LIBOR. The International Swap and Derivatives Association ("ISDA"), the organization that oversees and guides swap and derivatives markets and participants, continues to work on transitions and has issued a voluntary fallback protocol for market participants. The Company has adopted SOFR as its replacement reference rate index for new transactions. Each of the customer loan interest rate swap contracts the Company has in place as of June 30, 2022 is tied to a LIBOR tenor expected to be published until June 2023. The six contracts shown in the table immediately above have maturity dates of December 19, 2029, August 21, 2030, April 1, 2031, July 1, 2035, October 1, 2035 and October 1, 2039. It is anticipated that necessary actions to amend these legacy contracts and designate a replacement reference rate index will be undertaken in late 2022.

Note 11 – Mortgage Servicing Rights

FASB ASC Topic 860 "Transfers and Servicing", requires all separately recognized servicing assets and servicing liabilities to be initially measured at fair value, if practicable. The Company's servicing assets and servicing liabilities are reported using the amortization method and carried at the lower of amortized cost or fair value by strata. In evaluating the carrying values of mortgage servicing rights, the Company obtains third party valuations based on loan level data including note rate, type, and term of the underlying loans. The model utilizes several assumptions, the most significant of which is loan prepayments,

37

calculated using a three-months moving average of weekly prepayment data published by the Public Securities Association (PSA) and modeled against the serviced loan portfolio, and the discount rate to discount future cash flows. As of June 30, 2022, the prepayment assumption using the PSA model was 132, which translates into an anticipated prepayment rate of 6.34%. The discount rate is 9.00%. Other assumptions include delinquency rates, foreclosure rates, servicing cost inflation, and annual unit loan cost. All assumptions are adjusted periodically to reflect current circumstances. Amortization of mortgage servicing rights, as well as write-offs due to prepayments of the related mortgage loans, are recorded as a charge against mortgage servicing fee income.

For the six months ended June 30, 2022 and 2021, servicing rights capitalized totaled $237,000 and $646,000, respectively. Servicing rights amortized for the six-month periods ended June 30, 2022 and 2021 were $291,000 and $319,000, respectively. The fair value of servicing rights was $3,751,000, $3,041,000, and $2,777,000 at June 30, 2022, December 31, 2021 and June 30, 2021, respectively. The Bank serviced loans for others totaling $354,308,000, $356,522,000, and $348,862,000 at June 30, 2022, December 31, 2021, and June 30, 2021, respectively.

The Bank recorded an impairment reserve as of June 30, 2021 and December 31, 2021 for strata with a fair value lower than cost. There was no impairment reserve as of June 30, 2022. Mortgage servicing rights are included in other assets and detailed in the following table:

	June 30, 2022		December 31, 2021		June 30, 2021
Mortgage servicing rights	$	8,579,000	$	8,341,000	$	7,945,000
Accumulated amortization	(5,935,000)		(5,644,000)		(5,304,000)
Amortized cost	2,644,000		2,697,000		2,641,000
Impairment reserve	—		(26,000)		(93,000)
Carrying value	$	2,644,000	$	2,671,000	$	2,548,000

Note 12 – Income Taxes

FASB ASC Topic 740 "Income Taxes" defines the criteria that an individual tax position must satisfy for some or all of the benefits of that position to be recognized in a company's financial statements. Topic 740 prescribes a recognition threshold of more-likely-than-not, and a measurement attribute for all tax positions taken or expected to be taken on a tax return, in order for those tax positions to be recognized in the financial statements. The Company is currently open to audit under the statute of limitations by the IRS for the years ended December 31, 2019 through 2021.

Note 13 - Certificates of Deposit

The following table represents the breakdown of certificates of deposit at June 30, 2022 and 2021, and at December 31, 2021:

	June 30, 2022		December 31, 2021		June 30, 2021
Certificates of deposit < $100,000	$	340,876,000	$	252,568,000	$	226,924,000
Certificates $100,000 to $250,000	282,180,000		258,211,000		310,068,000
Certificates $250,000 and over	81,354,000		55,426,000		59,210,000
	$	704,410,000	$	566,205,000	$	596,202,000

Note 14 – Reclassifications

Certain items from the prior year were reclassified in the consolidated financial statements to conform with the current year presentation. These do not have a material impact on the consolidated balance sheet or statement of income and comprehensive income presentations.

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Note 15 – Fair Value

Certain assets and liabilities are recorded at fair value to provide additional insight into the Company's quality of earnings. Some of these assets and liabilities are measured on a recurring basis while others are measured on a nonrecurring basis, with the determination based upon applicable existing accounting pronouncements. For example, securities available for sale are recorded at fair value on a recurring basis. Other assets, such as other real estate owned and impaired loans, are recorded at fair value on a nonrecurring basis using the lower of cost or market methodology to determine impairment of individual assets. The Company groups assets and liabilities, which are recorded at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. A financial instrument's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement (with level 1 considered highest and level 3 considered lowest). A brief description of each level follows:

Level 1 - Valuation is based upon quoted prices for identical instruments in active markets.

Level 2 - Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.

Level 3 - Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates that market participants would use in pricing the asset or liability. Valuation includes use of discounted cash flow models and similar techniques.

The fair value methods and assumptions for the Company's financial instruments and other assets measured at fair value are set forth below.

Investment Securities

The fair values of investment securities are estimated by independent providers using a market approach with observable inputs, including matrix pricing and recent transactions. In obtaining such valuation information from third parties, the Company has evaluated their valuation methodologies used to develop the fair values in order to determine whether the valuations are representative of an exit price in the Company's principal markets. The Company's principal markets for its securities portfolios are the secondary institutional markets, with an exit price that is predominantly reflective of bid level pricing in those markets. Fair values are calculated based on the value of one unit without regard to any premium or discount that may result from concentrations of ownership of a financial instrument, possible tax ramifications, or estimated transaction costs. If these considerations had been incorporated into the fair value estimates, the aggregate fair value could have been changed. The carrying values of restricted equity securities approximate fair values. As such, the Company classifies investment securities as Level 2.

Loans

Fair values are estimated for portfolios of loans are based on an exit pricing notion. The fair values of performing loans are calculated by discounting scheduled cash flows through the estimated maturity using estimated market discount rates that reflect the credit and interest risk inherent in the loan. The estimates of maturity are based on the Company's historical experience with repayments for each loan classification, modified, as required, by an estimate of the effect of current economic and lending conditions, and the effects of estimated prepayments. Assumptions regarding credit risk, cash flows, and discount rates are judgmentally determined using available market information and specific borrower information. Management has made estimates of fair value using discount rates that it believes to be reasonable. However, because there is no market for many of these financial instruments, Management has no basis to determine whether the fair value presented above would be indicative of the value negotiated in an actual sale. As such, the Company classifies loans as Level 3, except for certain collateral-dependent impaired loans. Fair values of impaired loans are based on estimated cash flows and are discounted using a rate commensurate with the risk associated with the estimated cash flows, or if collateral dependent, discounted to the appraised value of the collateral as determined by reference to sale prices of similar properties, less costs to sell. As such, the Company classifies collateral dependent impaired loans for which a specific reserve results in a fair value measure as Level 2. All other impaired loans are classified as Level 3.

Other Real Estate Owned

Real estate acquired through foreclosure is initially recorded at fair value. The fair value of other real estate owned is based on property appraisals and an analysis of similar properties currently available. As such, the Company records other real estate owned as nonrecurring Level 2.

Mortgage Servicing Rights

Mortgage servicing rights represent the value associated with servicing residential mortgage loans. Servicing assets and servicing liabilities are reported using the amortization method and compared to fair value for impairment. In evaluating the fair

39

values of mortgage servicing rights, the Company obtains third party valuations based on loan level data including note rate, type, and term of the underlying loans. As such, the Company classifies mortgage servicing rights as Level 2.

Time Deposits

The fair value of maturity deposits is based on the discounted value of contractual cash flows using a replacement cost of funds approach. The discount rate is estimated using the cost of funds borrowing rate in the market. As such, the Company classifies time deposits as Level 2.

Borrowed Funds

The fair value of borrowed funds is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently available for borrowings of similar remaining maturities. As such, the Company classifies borrowed funds as Level 2.

Derivatives

The fair value of interest rate swaps is determined using inputs that are observable in the market place obtained from third parties including yield curves, publicly available volatilities, and floating indexes and, accordingly, are classified as Level 2 inputs. The credit value adjustments associated with derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. As of June 30, 2022 and 2021, and December 31, 2021, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives due to collateral postings.

Customer Loan Derivatives

The valuation of the Company’s customer loan derivatives is obtained from a third-party pricing service and is determined using a discounted cash flow analysis on the expected cash flows of each derivative. The pricing analysis is based on observable inputs for the contractual terms of the derivatives, including the period to maturity and interest rate curves.  The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of master netting arrangements and any applicable credit enhancements, such as collateral postings.

Limitations

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These values do not reflect any premium or discount that could result from offering for sale at one time the Company's entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Company's financial instruments, fair value estimates are based on Management's judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. Fair value estimates are based on existing on- and off-balance-sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. Other significant assets and liabilities that are not considered financial instruments include the deferred tax asset, premises and equipment, and other real estate owned. In addition, tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in any of the estimates.

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Assets and Liabilities Recorded at Fair Value on a Recurring Basis

The following tables present the balances of assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2022, December 31, 2021 and June 30, 2021.

	At June 30, 2022
	Level 1		Level 2		Level 3		Total
Securities available for sale
U.S. Government-sponsored agencies	$	—	$	21,067,000	$	—	$	21,067,000
Mortgage-backed securities	—		244,682,000		—		244,682,000
State and political subdivisions	—		31,950,000		—		31,950,000
Asset-backed securities	—		4,038,000		—		4,038,000
Total securities available for sale	—		301,737,000		—		301,737,000
Interest rate swap agreements	—		185,000		—		185,000
Customer loan interest swap agreements	—		3,440,000		—		3,440,000
Total interest rate swap agreements	—		3,625,000		—		3,625,000
Total assets	$	—	$	305,362,000	$	—	$	305,362,000

	At June 30, 2022
	Level 1		Level 2		Level 3		Total
Customer loan interest swap agreements	$	—	$	3,440,000	$	—	$	3,440,000
Total liabilities	$	—	$	3,440,000	$	—	$	3,440,000

	At December 31, 2021
	Level 1		Level 2		Level 3		Total
Securities available for sale
U.S. Government-sponsored agencies	$	—	$	21,899,000	$	—	$	21,899,000
Mortgage-backed securities	—		254,900,000		—		254,900,000
State and political subdivisions	—		39,122,000		—		39,122,000
Asset-backed securities	—		4,645,000		—		4,645,000
Total securities available for sale	—		320,566,000		—		320,566,000
Customer loan interest swap agreements	—		2,591,000		—		2,591,000
Total assets	$	—	$	323,157,000	$	—	$	323,157,000

	At December 31, 2021
	Level 1		Level 2		Level 3		Total
Customer loan interest swap agreements	$	—	$	2,591,000	$	—	$	2,591,000
Total liabilities	$	—	$	2,591,000	$	—	$	2,591,000

41

	At June 30, 2021
	Level 1		Level 2		Level 3		Total
Securities available for sale
U.S. Government-sponsored agencies	$	—	$	22,197,000	$	—	$	22,197,000
Mortgage-backed securities	—		246,290,000		—		246,290,000
State and political subdivisions	—		32,688,000		—		32,688,000
Asset-backed securities	—		5,072,000		—		5,072,000
Total securities available for sale	—		306,247,000		—		306,247,000
Interest rate swap agreements	—		482,000		—		482,000
Customer loan interest swap agreements	—		2,827,000		—		2,827,000
Total interest swap agreements	—		3,309,000		—		3,309,000
Total assets	$	—	$	309,556,000	$	—	$	309,556,000

	At June 30, 2021
	Level 1		Level 2		Level 3		Total
Interest rate swap agreements	$	—	$	3,119,000	$	—	$	3,119,000
Customer loan interest swap agreements	—		2,827,000		—		2,827,000
Total liabilities	$	—	$	5,946,000	$	—	$	5,946,000

Assets Recorded at Fair Value on a Non-Recurring Basis

The following tables include assets measured at fair value on a nonrecurring basis that have had a fair value adjustment since their initial recognition. Mortgage servicing rights are presented net of an impairment reserve of $26,000 at December 31, 2021 and $93,000 at June 30, 2021. There was no impairment reserve as of June 30, 2022. Other real estate owned is presented net of an allowance of $0 at June 30, 2022 and 2021. The Company had no other real estate owned or related allowance at December 31, 2021. Only collateral-dependent impaired loans with a related specific allowance for loan losses or a partial charge off are included in impaired loans for purposes of fair value disclosures.

Impaired loans below are presented net of specific allowances of $335,000, $441,000 and $473,000 at June 30, 2022, December 31, 2021, and June 30, 2021, respectively.

	At June 30, 2022
	Level 1		Level 2		Level 3		Total
Mortgage servicing rights	$	—	$	3,751,000	$	—	$	3,751,000
Other real estate owned	—		51,000		—		51,000
Impaired loans	—		5,000		—		5,000
Total assets	$	—	$	3,807,000	$	—	$	3,807,000

	At December 31, 2021
	Level 1		Level 2		Level 3		Total
Mortgage servicing rights	$	—	$	3,041,000	$	—	$	3,041,000
Impaired loans	—		224,000		—		224,000
Total assets	$	—	$	3,265,000	$	—	$	3,265,000

	At June 30, 2021
	Level 1		Level 2		Level 3		Total
Mortgage servicing rights	$	—	$	2,777,000	$	—	$	2,777,000
Other real estate owned	—		224,000		—		224,000
Impaired loans	—		189,000		—		189,000
Total assets	$	—	$	3,190,000	$	—	$	3,190,000

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Fair Value of Financial Instruments

FASB ASC Topic 825 "Financial Instruments" requires disclosures of fair value information about financial instruments, whether or not recognized in the balance sheet, if the fair values can be reasonably determined. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company's various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques using observable inputs when available. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument. Topic 825 excludes certain financial instruments and all nonfinancial instruments from its disclosure requirements. Accordingly, the aggregate fair value amounts presented may not necessarily represent the underlying fair value of the Company.

This summary excludes financial assets and liabilities for which carrying value approximates fair values and financial instruments that are recorded at fair value on a recurring basis. Financial instruments for which carrying values approximate fair value include cash equivalents, interest-bearing deposits in other banks, demand, NOW, savings, and money market deposits. The estimated fair value of demand, NOW, savings, and money market deposits is the amount payable on demand at the reporting date. Carrying value is used because the accounts have no stated maturity and the customer has the ability to withdraw funds immediately.

The carrying amount and estimated fair values for financial instruments as of June 30, 2022 were as follows:

	Carrying value		Estimated fair value		Level 1		Level 2		Level 3
Financial assets
Securities to be held to maturity	$	379,693,000	$	335,950,000	$	—	$	335,950,000	$	—
Loans (net of allowance for loan losses)
Commercial
Real estate	611,302,000		610,394,000		—		—		610,394,000
Construction	127,628,000		127,438,000		—		—		127,438,000
Other	272,386,000		272,521,000		—		5,000		272,516,000
Municipal	46,658,000		47,414,000		—		—		47,414,000
Residential
Term	580,076,000		548,022,000		—		—		548,022,000
Construction	43,795,000		40,690,000		—		—		40,690,000
Home equity line of credit	70,620,000		73,594,000		—		—		73,594,000
Consumer	20,378,000		19,026,000		—		—		19,026,000
Total loans	1,772,843,000		1,739,099,000		—		5,000		1,739,094,000
Mortgage servicing rights	2,644,000		3,751,000		—		3,751,000		—
Financial liabilities
Local certificates of deposit	$	254,717,000	$	246,032,000	$	—	$	246,032,000	$	—
National certificates of deposit	449,693,000		441,369,000		—		441,369,000		—
Total certificates of deposits	704,410,000		687,401,000		—		687,401,000		—
Repurchase agreements	71,501,000		71,448,000		—		71,448,000		—
Federal Home Loan Bank advances	55,087,000		55,072,000		—		55,072,000		—
Total borrowed funds	126,588,000		126,520,000		—		126,520,000		—

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The carrying amounts and estimated fair values for financial instruments as of December 31, 2021 were as follows:

	Carrying value		Estimated fair value		Level 1		Level 2		Level 3
Financial assets
Securities to be held to maturity	$	370,040,000	$	375,327,000	$	—	$	375,327,000	$	—
Loans (net of allowance for loan losses)
Commercial
Real estate	570,134,000		570,187,000		—		—		570,187,000
Construction	78,522,000		78,529,000		—		—		78,529,000
Other	261,373,000		261,759,000		—		5,000		261,754,000
Municipal	48,185,000		48,634,000		—		—		48,634,000
Residential
Term	548,530,000		553,098,000		—		219,000		552,879,000
Construction	31,596,000		31,966,000		—		—		31,966,000
Home equity line of credit	72,587,000		72,381,000		—		—		72,381,000
Consumer	22,035,000		20,591,000		—		—		20,591,000
Total loans	1,632,962,000		1,637,145,000		—		224,000		1,636,921,000
Mortgage servicing rights	2,671,000		3,041,000		—		3,041,000		—
Financial liabilities
Local certificates of deposit	$	232,724,000	$	231,265,000	$	—	$	231,265,000	$	—
National certificates of deposit	333,481,000		337,025,000		—		337,025,000		—
Total deposits	566,205,000		568,290,000		—		568,290,000		—
Repurchase agreements	81,251,000		79,065,000		—		79,065,000		—
Federal Home Loan Bank advances	55,091,000		55,998,000		—		55,998,000		—
Total borrowed funds	136,342,000		135,063,000		—		135,063,000		—

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The carrying amount and estimated fair values for financial instruments as of June 30, 2021 were as follows:

	Carrying value		Estimated fair value		Level 1		Level 2		Level 3
Financial assets
Securities to be held to maturity	$	376,181,000	$	383,454,000	$	—	$	383,454,000	$	—
Loans (net of allowance for loan losses)
Commercial
Real estate	520,803,000		515,609,000		—		—		515,609,000
Construction	64,980,000		64,332,000		—		—		64,332,000
Other	294,669,000		294,902,000		—		5,000		294,897,000
Municipal	40,876,000		40,625,000		—		—		40,625,000
Residential
Term	521,347,000		525,325,000		—		184,000		525,141,000
Construction	29,644,000		30,013,000		—		—		30,013,000
Home equity line of credit	76,668,000		74,713,000		—		—		74,713,000
Consumer	23,390,000		21,562,000		—		—		21,562,000
Total loans	1,572,377,000		1,567,081,000		—		189,000		1,566,892,000
Mortgage servicing rights	2,548,000		2,777,000		—		2,777,000		—
Financial liabilities
Local certificates of deposit	$	243,447,000	$	244,558,000	$	—	$	244,558,000	$	—
National certificates of deposit	352,755,000		356,258,000		—		356,258,000		—
Total certificates of deposits	596,202,000		600,816,000		—		600,816,000		—
Repurchase agreements	83,554,000		82,220,000		—		82,220,000		—
Federal Home Loan Bank advances	145,094,000		146,637,000		—		146,637,000		—
Total borrowed funds	228,648,000		228,857,000		—		228,857,000		—

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Note 16 – Impact of Recently Issued Accounting Standards

In June 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Under the new guidance, which will replace the existing incurred loss model for recognizing credit losses, banks and other lending institutions will be required to recognize the full amount of expected credit losses. The new guidance, which is referred to as the current expected credit loss model, requires that expected credit losses for financial assets, held at the reporting date that are accounted for at amortized cost, be measured and recognized based on historical experience and current and reasonably supportable forecasted conditions to reflect the full amount of expected credit losses. A modified version of these requirements also applies to debt securities classified as available for sale. The ASU was to be effective for all SEC registrants for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. On October 16, 2019, FASB voted to finalize a proposal issued in August 2019 under which the effective implementation date was changed for SEC registrants meeting the definition of a Smaller Reporting Company to fiscal years beginning after December 15, 2022. Early adoption is permitted for fiscal years beginning after December 15, 2018, including interim periods within such years. The Company qualifies as a Smaller Reporting Company. It continues to evaluate the impact of the adoption of the ASU on its consolidated financial statements, and continues to anticipate that it may have a material impact upon adoption. The Bank formed an implementation committee for ASU No. 2016-13. Committee members participated in educational seminars on the new standards, identified the historical data sets that will be necessary to implement the new standard, and chose a third-party vendor who provides software solutions for ASU No. 2016-13 modeling and calculation. An Allowance for Credit Loss Committee has been formed to guide the late stages of implementing the software and and eventual adoption of the new standard. The Bank plans to run incurred loss and current expected credit loss models in parallel until adoption of ASU No. 2016-13 on January 1, 2023.

In March 2022, the FASB issued ASU No. 2022-01 Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method. This ASU expands upon hedge accounting concepts introduced in ASU 2017-12 by allowing multiple hedged layers to be designated for a single closed portfolio of financial assets which may allow a greater proportion of interest rate risk inherent in the assets to be hedged. The last of layer method outlined in ASU 2017-12 is renamed the portfolio layer method in ASU 2022-01. ASU 2022-01 also allows, upon adoption, the reclassification of debt securities classified as held to maturity to the available for sale category provided the reclassification takes place within thirty days of adoption and the same debt securities are included in a portfolio layer method hedge within the thirty day period. ASU 2022-01 is effective for fiscal years beginning after December 15, 2022. Early adoption is permitted for entities, such as the Company, that have adopted ASU 2017-12. This ASU is not expected to have a material impact on the consolidated financial statements of the Company.

Also in March 2022, the FASB issued ASU No. 2022-02 Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings (TDRs) and Vintage Disclosures. The ASU eliminates the current guidance in ASC Subtopic 310-40 regarding troubled debt restructures in its entirety. After adoption, loan modifications will be determined to be a new loan or a continuation of an existing loan in accordance with current ASC guidance. Disclosure will consist of information on modifications to debtors experiencing financial difficulty that were in the form of principal forgiveness, an interest rate reduction, an other than insignificant payment delay, a term extension, or any combination of the foregoing. The ASU will also require disclosure of current-period gross write-offs by year of origination. ASU 2022-02 is effective for fiscal years beginning after December 15, 2022. This ASU is not expected to have a material impact on the consolidated financial statements of the Company.

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Item 2 – Management's Discussion and Analysis of Financial Condition
and Results of Operations

The First Bancorp, Inc. and Subsidiary

Forward-Looking Statements

This report contains statements that are "forward-looking statements." We may also make written or oral forward-looking statements in other documents we file with the Securities and Exchange Commission ("SEC"), in our annual reports to shareholders, in press releases and other written materials, and in oral statements made by our officers, directors or employees. You can identify forward-looking statements by the use of the words "believe," "expect," "anticipate," "intend," "estimate," "assume," "outlook," "will," "should," and other expressions that predict or indicate future events and trends and which do not relate to historical matters. You should not rely on forward-looking statements, because they involve known and unknown risks, uncertainties and other factors, some of which are beyond the control of the Company. These risks, uncertainties and other factors may cause the actual results, performance or achievements of the Company to be materially different from the anticipated future results, performance or achievements expressed or implied by the forward-looking statements.

Some of the factors that might cause these differences include the following: changes in general national, regional or international economic conditions or conditions affecting the banking or financial services industries or financial capital markets, volatility and disruption in national and international financial markets, government intervention in the U.S. financial system, reductions in net interest income resulting from interest rate volatility as well as changes in the balance and mix of loans and deposits, reductions in the market value of wealth management assets under administration, changes in the value of securities and other assets, reductions in loan demand, changes in loan collectability, default and charge-off rates, changes in the size and nature of the Company's competition, changes in legislation or regulation and accounting principles, policies and guidelines, uncertainties with respect to the nature, the extent and the duration of the COVID-19 pandemic and its consequences (including in our market areas or affecting our customers such as protracted adverse effects on the tourism and hospitality industries), and changes in the assumptions used in making such forward-looking statements. In addition, the factors described under "Risk Factors" in Item 1A of this Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the SEC, may result in these differences, as well as the "Risk Factors" in Part II, Item 1A listed below. You should carefully review all of these factors, and you should be aware that there may be other factors that could cause these differences. These forward-looking statements were based on information, plans and estimates at the date of this quarterly report, and we assume no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes.

Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, actual results may differ materially from the results discussed in these forward-looking statements. Readers are also urged to carefully review and consider the various disclosures made by the Company, which attempt to advise interested parties of the factors that affect the Company's business.

Critical Accounting Policies

Management's discussion and analysis of the Company's financial condition is based on the consolidated financial statements which are prepared in accordance with GAAP. The preparation of such financial statements requires Management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, Management evaluates its estimates, including those related to the allowance for loan losses, the fair value of securities, goodwill, the valuation of mortgage servicing rights, and other-than-temporary impairment on securities. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis in making judgments about the carrying values of assets that are not readily apparent from other sources. Actual results could differ from the amount derived from Management's estimates and assumptions under different assumptions or conditions.

Allowance for Loan Losses. Management believes the allowance for loan losses requires the most significant estimates and assumptions used in the preparation of the consolidated financial statements. The allowance for loan losses is based on Management's evaluation of the level of the allowance required in relation to the estimated loss exposure in the loan portfolio. Management regularly evaluates the allowance, typically monthly, to determine the appropriate level by taking into consideration factors such as the size and growth trajectory of the portfolio, quality trends as measured by key indicators, prior loan loss experience in major portfolio segments, local and national business and economic conditions, the results of any stress testing undertaken during the period, and Management's estimation of potential losses. The use of different estimates or assumptions could produce different provisions for loan losses.

Goodwill. Management utilizes numerous techniques to estimate the value of various assets held by the Company, including methods to determine the appropriate carrying value of goodwill as required under Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 350 "Intangibles – Goodwill and Other." In addition,

47

goodwill from a purchase acquisition is subject to ongoing periodic impairment tests, which include an evaluation of the ongoing assets, liabilities and revenues from the acquisition and an estimation of the impact of business conditions.

Mortgage Servicing Rights. The valuation of mortgage servicing rights is a critical accounting policy which requires significant estimates and assumptions. The Bank often sells mortgage loans it originates and retains the ongoing servicing of such loans, receiving a fee for these services, generally 0.25% of the outstanding balance of the loan per annum. Mortgage servicing rights are recognized at fair value when they are acquired through the sale of loans, and are reported in other assets. They are amortized into non-interest income in proportion to, and over the period of, the estimated future net servicing income of the underlying financial assets. The rights are subsequently carried at the lower of amortized cost or fair value. Management uses an independent firm which specializes in the valuation of mortgage servicing rights to determine the fair value which is recorded on the balance sheet. The most important assumption is the anticipated loan prepayment rate, and increases in prepayment speed results in lower valuations of mortgage servicing rights. The valuation also includes an evaluation for impairment based upon the fair value of the rights, which can vary depending upon current interest rates and prepayment expectations, as compared to amortized cost. Impairment is determined by stratifying rights by predominant characteristics, such as interest rates and terms. The use of different assumptions could produce a different valuation. All of the assumptions are based on standards the Company believes would be utilized by market participants in valuing mortgage servicing rights and are consistently derived and/or benchmarked against independent public sources.

Fair Value of Securities. Determining a market price for securities carried at fair value is a critical accounting estimate in the Company's financial statements. Pricing of individual securities is subject to a number of factors including changes in market interest rates, changes in prepayment speeds and assumptions, changes in market tolerance for risk, and any changes in the risk profile of the security. The Company subscribes to a widely recognized, independent pricing service and updates carrying values no less frequently than monthly. It also validates the values provided by the pricing service no less frequently than quarterly by measuring against security prices provided by a secondary source. Results of the validation are reported to the Bank's Asset Liability Committee each quarter and any variances between the two sources above defined thresholds are investigated by management.

Other-Than-Temporary Impairment on Securities. Another significant estimate related to investment securities is the evaluation of other-than-temporary impairment. The evaluation of securities for other-than-temporary impairment is a quantitative and qualitative process, which is subject to risks and uncertainties and is intended to determine whether declines in the fair value of investments should be recognized in current period earnings. The risks and uncertainties include changes in general economic conditions, the issuer's financial condition and/or future prospects, the effects of changes in interest rates or credit spreads and the expected recovery period of unrealized losses. Securities that are in an unrealized loss position are reviewed at least quarterly to determine if other-than-temporary impairment is present based on certain quantitative and qualitative factors and measures. The primary factors considered in evaluating whether a decline in value of securities is other-than-temporary include: (a) the length of time and extent to which the fair value has been less than cost or amortized cost and the expected recovery period of the security, (b) the financial condition, credit rating and future prospects of the issuer, (c) whether the debtor is current on contractually obligated interest and principal payments, (d) the volatility of the securities' market price, (e) the intent and ability of the Company to retain the investment for a period of time sufficient to allow for recovery, which may be at maturity and (f) any other information and observable data considered relevant in determining whether other-than-temporary impairment has occurred, including the expectation of receipt of all principal and interest when due.

Derivative Financial Instruments Designated as Hedges. The Company recognizes all derivatives in the consolidated balance sheets at fair value. On the date a derivative contract is entered into, the derivative is designated as a hedge of either a forecasted transaction or the variability of cash flows to be received or paid related to a recognized asset or liability (“cash flow hedge”), a hedge of the fair value of a recognized asset or liability or of an unrecognized firm commitment (“fair value hedge”), or a held for trading instrument (“trading instrument”). The relationships between hedging instruments and hedged items is formally documented, as is the risk management objectives and strategy for undertaking various hedge transactions. Both at the hedge’s inception and on an ongoing basis, determination is made as to whether the derivatives that are used in hedging transactions are effective in offsetting changes in cash flows or fair values of hedged items. Changes in fair value of a derivative that is effective and that qualifies as a cash flow hedge are recorded in other comprehensive income (loss) and are reclassified into earnings when the forecasted transaction or related cash flows affect earnings. Changes in fair value of a derivative that qualifies as a fair value hedge and the change in fair value of the hedged item are both recorded in earnings and offset each other when the transaction is effective. Those derivatives that are classified as trading instruments, including customer loan swaps, are recorded at fair value with changes in fair value recorded in earnings. Hedge accounting is discontinued when it is determined that the derivative is no longer effective in offsetting changes in the cash flows of the hedged item, that it is unlikely that the forecasted transaction will occur, or that the designation of the derivative as a hedging instrument is no longer appropriate.

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Risks and Uncertainties. As of June 30, 2022, local and state governments in the US have eased or eliminated most restrictions imposed to curtail the spread of the global pandemic, COVID-19. There continues to be uncertainty surrounding the duration of the pandemic, its potential economic ramifications, and any further government actions to mitigate them. Accordingly, while management has considered the effect of the pandemic on collectability of loans receivable and other business impacts, it is possible that this matter may have a further financial impact on the Company's financial position and results of future operations, such potential impact of which cannot be reasonably estimated.

Government economic programs intended to backstop and bolster the economy through the pandemic, such as the Payroll Protection Program (PPP) have ended, and the nation's economy has entered an inflationary phase. The Consumer Price Index has risen at levels not experienced since the 1980s while the labor market remains very tight, contributing additional inflationary pressure. To address the inflation problem, the Federal Reserve has reversed course on its previously accommodative monetary policies and aggressively increased short-term interest rates. These actions are intended to slow overall economic activity and risk entering the economy into a recession. The conflict between Russia and Ukraine has exacerbated pandemic-related supply chain issues, upset numerous global markets including energy and certain raw materials, and generally added to economic uncertainty and geopolitical instability. Any or all could have negative downstream effects on the Company's operating results, the extent of which is indeterminable at this time.

Use of Non-GAAP Financial Measures

Certain information in Management's Discussion and Analysis of Financial Condition and Results of Operations and elsewhere in this Report contains financial information determined by methods other than in accordance with GAAP. Management uses these "non-GAAP" measures in its analysis of the Company's performance and believes that these non-GAAP financial measures provide a greater understanding of ongoing operations and enhance comparability of results with prior periods as well as demonstrating the effects of significant gains and charges in the current period. The Company believes that a meaningful analysis of its financial performance requires an understanding of the factors underlying that performance. Management believes that investors may use these non-GAAP financial measures to analyze financial performance without the impact of unusual items that may obscure trends in the Company's underlying performance. These disclosures should not be viewed as a substitute for operating results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

In several places net interest income is presented on a fully taxable-equivalent basis. Specifically included in interest income was tax-exempt interest income from certain investment securities and loans. An amount equal to the tax benefit derived from this tax exempt income has been added back to the interest income total which, as adjusted, increased net interest income accordingly. Management believes the disclosure of tax-equivalent net interest income information improves the clarity of financial analysis, and is particularly useful to investors in understanding and evaluating the changes and trends in the Company's results of operations. Other financial institutions commonly present net interest income on a tax-equivalent basis. This adjustment is considered helpful in the comparison of one financial institution's net interest income to that of another, as each will have a different proportion of tax-exempt interest from its earning assets. Moreover, net interest income is a component of a second financial measure commonly used by financial institutions, net interest margin, which is the ratio of net interest income to average earning assets. For purposes of this measure as well, other financial institutions generally use tax-equivalent net interest income to provide a better basis of comparison from institution to institution. The Company follows these practices. The following table provides a reconciliation of tax-equivalent financial information to the Company's consolidated financial statements prepared in accordance with GAAP. A Federal Income Tax rate of 21.0% was used in 2022 and 2021.

	For the six months ended June 30,				For the quarter ended June 30,
Dollars in thousands	2022		2021		2022		2021
Net interest income as presented	$	37,318	$	31,596	$	18,698	$	15,723
Effect of tax-exempt income	1,127		1,188		570		592
Net interest income, tax equivalent	$	38,445	$	32,784	$	19,268	$	16,315

The Company presents its efficiency ratio using non-GAAP information which is most commonly used by financial institutions. The GAAP-based efficiency ratio is noninterest expenses divided by net interest income plus noninterest income from the Consolidated Statements of Income and Comprehensive Income (Loss). The non-GAAP efficiency ratio excludes securities losses and other-than-temporary impairment charges from noninterest expenses, excludes securities gains from noninterest income, and adds the tax-equivalent adjustment to net interest income.

49

The following table provides a reconciliation between the GAAP and non-GAAP efficiency ratio:

	For the six months ended June 30,						For the quarter ended June 30,
Dollars in thousands	2022			2021			2022			2021
Non-interest expense, as presented	$	20,822		$	19,370		$	10,172		$	9,496
Net interest income, as presented	37,318			31,596			18,698			15,723
Effect of tax-exempt interest income	1,127			1,188			570			592
Non-interest income, as presented	8,312			10,209			4,080			4,911
Effect of non-interest tax-exempt income	84			83			43			41
Net securities (gains) losses	(1)			(164)			1			(45)
Adjusted net interest income plus non-interest income	$	46,840		$	42,912		$	23,392		$	21,222
Non-GAAP efficiency ratio	44.45		%	45.14		%	43.49		%	44.75		%
GAAP efficiency ratio	45.63		%	46.33		%	44.66		%	46.02		%

The Company presents certain information based upon average tangible shareholders' common equity instead of total average shareholders' equity. The difference between these measures is the Company's intangible assets, specifically goodwill from prior acquisitions. Management, banking regulators and many stock analysts use the tangible common equity ratio and the tangible book value per common share in conjunction with more traditional bank capital ratios to compare the capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, typically stemming from the use of the purchase accounting method in accounting for mergers and acquisitions.

The following table provides a reconciliation of average tangible shareholders' common equity to the Company's consolidated financial statements, which have been prepared in accordance with GAAP:

	For the six months ended June 30,				For the quarter ended June 30,
Dollars in thousands	2022		2021		2022		2021
Average shareholders' equity as presented	$	239,267	$	230,760	$	231,980	$	233,214
Less average intangible assets	(30,910)		(30,980)		(30,919)		(30,995)
Average tangible shareholders' common equity	$	208,357	$	199,780	$	201,061	$	202,219

To provide period-to-period comparison of operating results prior to consideration of credit loss provision and income taxes, the non-GAAP measure of Pre-Tax, Pre-Provision Net Income is presented. The following table provides a reconciliation to Net Income:

	For the six months ended June 30,				For the quarter ended June 30,
Dollars in thousands	2022		2021		2022		2021
Net Income, as presented	$	19,702	$	17,709	$	9,997	$	8,787
Add: provision for loan losses	900		1,050		450		525
Add: income taxes expense	4,206		3,676		2,159		1,826
Pre-tax, pre-provision net income	$	24,808	$	22,435	$	12,606	$	11,138

Executive Summary

Net income for the six months ended June 30, 2022 was $19.7 million, up $2.0 million or 11.3% from the same period in 2021. Earnings per common share on a fully diluted basis were $1.79 for the six months ended June 30, 2022, up $0.18 or 11.2% from the $1.61 posted for the same period in 2021. For the quarter ended June 30, 2022, net income was $10.0 million, up $1.2 million or 13.8% from the same period in 2021. Earnings per common share on a fully diluted basis were $0.91 for the quarter ended June 30, 2022, up $0.11 or 13.8% from the $0.80 posted for the same period in 2021.

The Company started 2022 very strongly, posting record earnings in each of the first two quarters. Growth in net interest income, predominantly from earning asset growth, was a primary driver year-to-date, more than offsetting the effects of decreased mortgage activity and the wind-down of the Payroll Protection Program (PPP). Based upon the strength of the Company's earnings, dividends totaling 66 cents per share have been declared year-to-date, representing a payout to our shareholders of 36.67% of basic earnings per share for the period.

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Net interest income on a tax-equivalent basis was up $5.7 million or 17.3% in the six months ended June 30, 2022 compared to the same period in 2021. This increase is attributable primarily to growth in earning assets and reduced funding costs. The tax equivalent net interest margin for the six months ended June 30, 2022, was 3.18%, up from 2.93% for the same period in 2021. For the quarter ended June 30, 2022, net interest income on a tax-equivalent basis increased $3.0 million or 18.1% compared to the same period in 2021, with the net interest margin at 3.13% compared to 2.86% for the same period in 2021.

Non-interest income for the six months ended June 30, 2022 was $8.3 million, down $1.9 million or 18.6%, from the six months ended June 30, 2021. Revenue at First National Wealth Management increased $209,000 or 9.4% over the same period, debit card revenue was up $213,000 or 8.4%, while mortgage banking revenue decreased $2.4 million or 73.6%. Net gains on sales of securities for the six months ended June 30, 2022 were down $163,000, or 99.4% from the prior year period.

Non-interest expense for the six months ended June 30, 2022 was $20.8 million, up $1.5 million or 7.5% from the six months ended June 30, 2021. Salaries and employee benefits increased as well as occupancy expense, over the same period.

Asset quality continues to be strong and stable. Non-performing assets stood at 0.18% of total assets as of June 30, 2022, down from 0.30% of total assets as of June 30, 2021 and 0.23% as of December 31, 2021. Total past-due loans were 0.18% of total loans as of June 30, 2022, down from 0.26% of total loans as of December 31, 2021 and 0.22% as of June 30, 2021.

The provision for loan losses for the first six months of 2022 was $900,000, down from the $1.1 million provisioned in the same period in 2021. The Company continues to view it prudent to consider the uncertainties brought about by COVID-19 and the potential impact to borrowers in its provision analysis. Net loan chargeoffs for the six months ended June 30, 2022 were $220,000 or 0.03% of average loans on an annualized basis. This was down slightly from net charge-offs of $269,000 for the six months ended June 30, 2021. The allowance for loan losses increased $680,000 between December 31, 2021 and June 30, 2022, and now stands at 0.91% of loans outstanding as of June 30, 2022, down from 0.94% at December 31, 2021 and 1.07% at June 30, 2021.

The Company's balance sheet continued to expand in the first six months of 2022 as total assets increased $103.3 million or 4.1% year-to-date. The loan portfolio increased $140.7 million or 8.5% in the six months ended June 30, 2022 and $200.1 million or 12.6% from a year ago. Loan growth in the first six months of 2022 was centered in commercial real estate and construction loans, up $90.9 million, and other commercial loans, up $11.1 million. Other commercial loans include PPP loan balances of $56,467, a decrease of $22.0 million since December 31, 2021. The investment portfolio decreased $9.8 million year-to-date and decreased $5.1 million or 0.7% from a year ago based upon changes in the carrying value of Available-for-Sale securities. On the liability side of the balance sheet, low-cost deposits have decreased $8.9 million or 0.7% year-to-date, with decreases in checking account, NOW, partially offset by increases in demand and savings account balances. Year-over-year, low-cost deposits have increased $152.0 million or 12.8%. Local certificates of deposit ("CDs") increased $22.0 million and wholesale CDs increased $116.2 million year-to-date.

Remaining well capitalized is a top priority for The First Bancorp, Inc. The Company's total risk-based capital ratio was 13.63% as of June 30, 2022, solidly above the well-capitalized threshold of 10.0% set by the Federal Deposit Insurance Corporation, the Federal Reserve Board, and the Office of the Comptroller of the Currency.

The Company's operating ratios were strong in the first six months of 2022, with a return on average tangible common equity of 19.07% for the six months ended June 30, 2022 compared to 17.88% for the same period in 2021. Our non-GAAP efficiency ratio continues to be an important component in the Company's overall performance and stood at 44.45% for the six months ended June 30, 2022 compared to 45.14% for the same period in 2021.

Net Interest Income

Total interest income of $42.0 million for the six months ended June 30, 2022 was an increase of $4.5 million or 11.9% compared to total interest income of $37.5 million for the same period of 2021, with growth in earning assets primarily responsible for the increase. Total interest expense of $4.6 million for the six months ended June 30, 2022 was a decrease of $1.3 million or 21.2% compared to total interest expense for the six months ended June 30, 2021. As a result, net interest income of $37.3 million for the six months ended June 30, 2022 was an increase of $5.7 million or 18.1% compared to net interest income of $31.6 million for the same period ended June 30, 2021. The Company's net interest margin on a tax-equivalent basis for the six months ended June 30, 2022 was 3.18%, up from 2.93% for the first six months of 2021. Tax-exempt interest income amounted to $4.2 million for the six months ended June 30, 2022 compared to $4.5 million for the six months ended June 30, 2021.

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The following tables present the amount of interest earned or paid, as well as the average yield or rate on an annualized basis, for each major category of assets or liabilities for the six months and quarters ended June 30, 2022 and 2021. Tax-exempt income is calculated on a tax-equivalent basis, using a 21.0% Federal Income Tax rate.

	For the six months ended
	June 30, 2022				June 30, 2021
Dollars in thousands	Amount of interest		Average Yield/Rate		Amount of interest		Average Yield/Rate
Interest on earning assets
Interest-bearing deposits	$	71	0.52	%	$	24	0.10	%
Investments	8,967		2.61	%	8,546		2.49	%
Loans held for sale	9		2.29	%	27		1.71	%
Loans	34,044		4.00	%	30,085		4.01	%
Total interest income	43,091		3.57	%	38,682		3.45	%
Interest expense
Deposits	4,026		0.44	%	4,146		0.51	%
Other borrowings	620		0.94	%	1,752		1.53	%
Total interest expense	4,646		0.47	%	5,898		0.64	%
Net interest income	$	38,445			$	32,784
Interest rate spread			3.10	%			2.81	%
Net interest margin			3.18	%			2.93	%

	For the quarters ended
	June 30, 2022				June 30, 2021
Dollars in thousands	Amount of interest		Average Yield/Rate		Amount of interest		Average Yield/Rate
Interest on earning assets
Interest-bearing deposits	$	62	0.87	%	$	12	0.09	%
Investments	4,577		2.67	%	4,204		2.43	%
Loans held for sale	6		5.36	%	8		1.62	%
Loans	17,356		3.97	%	14,909		3.88	%
Total interest-earning assets	22,001		3.57	%	19,133		3.36	%
Interest expense
Deposits	2,401		0.51	%	1,948		0.47	%
Other borrowings	332		1.01	%	870		1.54	%
Total interest expense	2,733		0.54	%	2,818		0.60	%
Net interest income	$	19,268			$	16,315
Interest rate spread			3.03	%			2.76	%
Net interest margin			3.13	%			2.86	%

Interest income includes $137,000 in net origination fees recognized during the second quarter of 2022, attributable to PPP loans; as of June 30, 2022, net unrecognized PPP origination fees were zero. Interest income in the second quarter of 2021 included a net $641,000 in origination fees recognized on PPP loans; as of June 30, 2021 net unrecognized PPP origination fees totaled $3.4 million.

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The following tables present changes in interest income and expense attributable to changes in interest rates and volume for interest-earning assets and liabilities for the six months and quarters ended June 30, 2022 compared to 2021. Tax-exempt income is calculated on a tax-equivalent basis, using a 21% Federal Income Tax rate.

For the six months ended June 30, 2022 compared to 2021
Dollars in thousands	Volume		Rate		Rate/Volume1		Total
Interest on earning assets
Interest-bearing deposits	$	(11)	$	105	$	(47)	$	47
Investment securities	(3)		424		—		421
Loans held for sale	(20)		9		(7)		(18)
Loans	3,990		(27)		(4)		3,959
Change in interest income	3,956		511		(58)		4,409
Interest expense
Deposits	563		(602)		(81)		(120)
Other borrowings	(741)		(677)		286		(1,132)
Change in interest expense	(178)		(1,279)		205		(1,252)
Change in net interest income	$	4,134	$	1,790	$	(263)	$	5,661

1 Represents the change attributable to a combination of change in rate and change in volume.

For the quarter ended June 30, 2022 compared to 2021
Dollars in thousands	Volume		Rate		Rate/Volume1		Total
Interest on earning assets
Interest-bearing deposits	$	(5)	$	101	$	(46)	$	50
Investment securities	(39)		416		(4)		373
Loans held for sale	(6)		18		(14)		(2)
Loans	2,082		320		45		2,447
Change in interest income	2,032		855		(19)		2,868
Interest expense
Deposits	302		131		20		453
Other borrowings	(367)		(295)		124		(538)
Change in interest expense	(65)		(164)		144		(85)
Change in net interest income	$	2,097	$	1,019	$	(163)	$	2,953

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Average Daily Balance Sheets

The following table shows the Company's average daily balance sheets for the six months and quarters ended June 30, 2022 and 2021.

	For the six months ended				For the quarters ended
Dollars in thousands	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Assets
Cash and cash equivalents	$	22,271	$	22,362	$	24,676	$	21,881
Interest-bearing deposits in other banks	27,378		49,604		28,646		52,026
Securities available for sale (includes tax exempt securities of $34,751 and $35,378 at June 30, 2022 and 2021, respectively)	311,281		303,362		302,850		303,658
Securities to be held to maturity (included tax exempt securities of $252,312 and $250,235 at June 30, 2022 and 2021, respectively)	375,461		378,854		379,111		380,177
Restricted equity securities, at cost	5,113		9,894		4,845		9,458
Loans held for sale	792		3,192		449		1,983
Loans	1,715,229		1,514,380		1,754,773		1,539,718
Allowance for loan losses	(15,757)		(16,589)		(15,954)		(16,765)
Net loans	1,699,472		1,497,791		1,738,819		1,522,953
Accrued interest receivable	9,597		10,180		10,329		10,584
Premises and equipment	29,017		28,600		29,086		29,804
Other real estate owned	1		455		1		321
Goodwill	30,646		30,647		30,646		30,647
Other assets	49,333		46,332		53,176		44,439
Total Assets	$	2,560,362	$	2,381,273	$	2,602,634	$	2,407,931
Liabilities & Shareholders' Equity
Demand deposits	$	324,875	$	271,107	$	321,143	$	281,358
NOW deposits	645,566		533,716		634,251		545,818
Money market deposits	218,729		172,203		236,470		182,331
Savings deposits	369,373		321,607		372,088		328,132
Certificates of deposit	612,608		597,891		658,442		589,902
Total deposits	2,171,151		1,896,524		2,222,394		1,927,541
Borrowed funds – short term	133,466		176,441		131,233		172,235
Borrowed funds – long term	87		55,094		87		55,094
Dividends payable	819		887		855		832
Other liabilities	15,572		21,567		16,085		19,015
Total Liabilities	2,321,095		2,150,513		2,370,654		2,174,717
Shareholders' Equity:
Common stock	110		110		110		110
Additional paid-in capital	67,162		65,642		67,363		65,867
Retained earnings	189,500		165,782		192,668		168,274
Net unrealized gain (loss) on securities available for sale	(17,524)		2,203		(28,181)		1,020
Net unrealized loss on securities transferred from available for sale to held to maturity	(81)		(125)		(75)		(121)
Net unrealized loss on cash flow hedging derivative instruments	(5)		(2,880)		(10)		(1,964)
Net unrealized gain on postretirement benefit costs	105		28		105		28
Total Shareholders' Equity	239,267		230,760		231,980		233,214
Total Liabilities & Shareholders' Equity	$	2,560,362	$	2,381,273	$	2,602,634	$	2,407,931

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Non-Interest Income

Non-interest income of $8.3 million for the six months ended June 30, 2022 is a decrease of $1.9 million compared to the same period in 2021. Revenue at First National Wealth Management increased $209,000 or 9.4% over the same period, debit card revenue was up $213,000 or 8.4%, and service charge revenue was up 25.7%. As expected, mortgage banking revenues continued to trend down from the heights of the past two years, down $2.4 million, or 73.6%; the decrease is attributable to a significant year-to-year decrease in mortgage refinance activity and a $40,000 mark against mortgage servicing rights recognized in the second quarter of 2022. Non-interest income of $4.1 million for the quarter ended June 30, 2022 is a decrease of $831,000 compared to the same period in 2021, due primarily to mortgage banking revenue.

Non-Interest Expense

Non-interest expense of $20.8 million for the six months ended June 30, 2022 is an increase of 7.5% or $1.5 million compared to non-interest expense of $19.4 million for the same period in 2021. Salaries and employee benefits increased as well as occupancy expense, over the same period. Non-interest expense of $10.2 million for the quarter ended June 30, 2022 is an increase of 7.1% compared to non-interest expense of $9.5 million for the same period in 2021 due to the reasons mentioned. The Company's non-GAAP efficiency ratio stood at 44.45% for the six months ended June 30, 2022, down from 45.14% for the same period in 2021.

Income Taxes

Income taxes on operating earnings were $4.2 million for the six months ended June 30, 2022, up $530,000 from the same period in 2021.

Investments

The carrying value of the Company's investment portfolio decreased by $9.8 million between December 31, 2021 and June 30, 2022. As of June 30, 2022, mortgage-backed securities had a carrying value of $332.4 million and a fair value of $294.1 million. Of this total, securities with a fair value of $76.3 million or 25.9% of the mortgage-backed portfolio were issued by the Government National Mortgage Association and securities with a fair value of $217.8 million or 74.1% of the mortgage-backed portfolio were issued by the Federal Home Loan Mortgage Corporation ("Freddie Mac") and the Federal National Mortgage Association ("Fannie Mae").

The Company's investment securities are classified into two categories: securities available for sale and securities to be held to maturity. Securities available for sale consist primarily of debt securities which Management intends to hold for indefinite periods of time. They may be used as part of the Company's funds management strategy, and may be sold in response to changes in interest rates, prepayment risk and liquidity needs, to increase capital ratios, or for other similar reasons. Securities to be held to maturity consist primarily of debt securities that the Company has acquired solely for long-term investment purposes, rather than potential future sale. For securities to be categorized as held to maturity, Management must have the intent and the Company must have the ability to hold such investments until their respective maturity dates. The Company does not hold trading account securities.

All investment securities are managed in accordance with a written investment policy adopted by the Board of Directors. It is the Company's general policy that investments for either portfolio be limited to government debt obligations, time deposits, and corporate bonds or commercial paper with one of the three highest ratings given by a nationally recognized rating agency. The portfolio is currently invested primarily in U.S. Government agency securities, mortgage-backed securities and tax-exempt obligations of states and political subdivisions. The individual securities have been selected to enhance the portfolio's overall yield while not materially adding to the Company's level of interest rate risk.

During the third quarter of 2014, the Company transferred securities with a total amortized cost of $89,780,000 and a corresponding fair value of $89,757,000 from available for sale to held to maturity. The net unrealized loss, net of taxes, on these securities at the date of the transfer was $15,000. The net unrealized holding loss at the time of transfer continues to be reported in accumulated other comprehensive income (loss), net of tax and is amortized over the remaining lives of the securities as an adjustment of the yield. The amortization of the net unrealized loss reported in accumulated other comprehensive income (loss) will offset the effect on interest income of the discount for the transferred securities. The remaining unamortized balance of the net unrealized losses for the securities transferred from available for sale to held to maturity was $73,000 at June 30, 2022. This compares to $87,000 and $113,000, net of taxes, at December 31, 2021 and June 30, 2021, respectively. These securities were transferred as a part of the Company's overall investment and balance sheet strategies.

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The following table sets forth the Company's investment securities at their carrying amounts as of June 30, 2022 and 2021 and December 31, 2021.

Dollars in thousands	June 30, 2022		December 31, 2021		June 30, 2021
Securities available for sale
U.S. Government-sponsored agencies	$	21,067	$	21,899	$	22,197
Mortgage-backed securities	244,682		254,900		246,290
State and political subdivisions	31,950		39,122		32,688
Asset-backed securities	4,038		4,645		5,072
	$	301,737	$	320,566	$	306,247
Securities to be held to maturity
U.S. Government-sponsored agencies	$	38,100	$	35,600	$	35,600
Mortgage-backed securities	57,739		60,646		69,086
State and political subdivisions	256,104		250,544		253,245
Corporate securities	27,750		23,250		18,250
	$	379,693	$	370,040	$	376,181
Restricted equity securities
Federal Home Loan Bank Stock	$	3,683	$	4,328	$	7,802
Federal Reserve Bank Stock	1,037		1,037		1,037
	$	4,720	$	5,365	$	8,839
Total securities	$	686,150	$	695,971	$	691,267

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The following table sets forth yields and contractual maturities of the Company's investment securities as of June 30, 2022. Yields on tax-exempt securities have been computed on a tax-equivalent basis using a tax rate of 21%. Mortgage-backed securities are presented according to their final contractual maturity date, while the calculated yield takes into effect the intermediate cash flows from repayment of principal which results in a much shorter average life.

	Available For Sale				Held to Maturity
Dollars in thousands	Fair Value		Yield to maturity		Amortized Cost		Yield to maturity
U.S. Government-Sponsored Agencies
Due in 1 year or less	$	—	0.00	%	$	—	0.00	%
Due in 1 to 5 years	2,882		1.83	%	—		0.00	%
Due in 5 to 10 years	8,343		1.17	%	11,500		1.10	%
Due after 10 years	9,842		2.00	%	26,600		1.75	%
Total	21,067		1.65	%	38,100		1.56	%
Mortgage-Backed Securities
Due in 1 year or less	12		4.20	%	—		0.00	%
Due in 1 to 5 years	329		2.65	%	10		8.29	%
Due in 5 to 10 years	3,668		1.54	%	155		7.41	%
Due after 10 years	240,673		1.94	%	57,574		1.46	%
Total	244,682		1.93	%	57,739		1.47	%
State & Political Subdivisions
Due in 1 year or less	—		0.00	%	1,792		4.35	%
Due in 1 to 5 years	365		5.06	%	8,092		4.11	%
Due in 5 to 10 years	3,540		2.49	%	39,585		3.55	%
Due after 10 years	28,045		3.12	%	206,635		2.51	%
Total	31,950		3.07	%	256,104		2.73	%
Asset-Backed Securities
Due in 1 year or less	—		0.00	%	—		0.00	%
Due in 1 to 5 years	—		0.00	%	—		0.00	%
Due in 5 to 10 years	—		0.00	%	—		0.00	%
Due after 10 years	4,038		2.65	%	—		0.00	%
Total	4,038		2.65	%	—		0.00	%
Corporate Securities
Due in 1 year or less	—		0.00	%	—		0.00	%
Due in 1 to 5 years	—		0.00	%	6,750		4.77	%
Due in 5 to 10 years	—		0.00	%	21,000		4.11	%
Due after 10 years	—		0.00	%	—		0.00	%
Total	—		0.00	%	27,750		4.27	%
	$	301,737	2.04	%	$	379,693	2.54	%

Impaired Securities

The securities portfolio contains certain securities where the amortized cost of which exceeds fair value, which at June 30, 2022 amounted to $85.7 million, or 12.21% of the amortized cost of the total securities portfolio. At December 31, 2021, this amount was $8.4 million, or 1.26% of the amortized cost of total securities portfolio. The position change since 2021 year-end is the result of the significant increase in market interest rates during the period.

As a part of the Company's ongoing security monitoring process, the Company identifies securities in an unrealized loss position that could potentially be other-than-temporarily impaired. If a decline in the fair value of a debt security is judged to be other-than-temporary, the decline related to credit loss is recorded in net realized securities losses while the decline attributable to other factors is recorded in other comprehensive income or loss.

The Company's evaluation of securities for impairment is a quantitative and qualitative process intended to determine whether declines in the fair value of investment securities should be recognized in current period earnings. The primary factors considered in evaluating whether a decline in the fair value of securities is other-than-temporary include: (a) the length of time

57

and extent to which the fair value has been less than cost or amortized cost and the expected recovery period of the security, (b) the financial condition, credit rating and future prospects of the issuer, (c) whether the debtor is current on contractually obligated interest and principal payments, (d) the volatility of the securities market price, (e) the intent and ability of the Company to retain the investment for a period of time sufficient to allow for recovery, which may be at maturity, and (f) any other information and observable data considered relevant in determining whether other-than-temporary impairment has occurred.

The Company's best estimate of cash flows uses severe economic recession assumptions due to market uncertainty. The Company's assumptions include but are not limited to delinquencies, foreclosure levels and constant default rates on the underlying collateral, loss severity ratios, and constant prepayment rates. If the Company does not expect to receive 100% of future contractual principal and interest, an other-than-temporary impairment charge is recognized. Estimating future cash flows is a quantitative and qualitative process that incorporates information received from third party sources along with certain internal assumptions and judgments regarding the future performance of the underlying collateral.

As of June 30, 2022, the Company had temporarily impaired securities with a fair value of $554.9 million and unrealized losses of $85.7 million, as identified in the table below. Securities in a continuous unrealized loss position more than twelve months amounted to $161.7 million as of June 30, 2022, compared with $55.9 million at December 31, 2021. The Company has concluded that these securities were not other-than-temporarily impaired. This conclusion was based on the issuer's continued satisfaction of the securities obligations in accordance with their contractual terms and the expectation that the issuer will continue to do so, Management's intent and ability to hold these securities for a period of time sufficient to allow for any anticipated recovery in fair value which may be at maturity, the expectation that the Company will receive 100% of future contractual cash flows, as well as the evaluation of the fundamentals of the issuer's financial condition and other objective evidence. The following table summarizes temporarily impaired securities and their approximate fair values at June 30, 2022:

	Less than 12 months				12 months or more				Total
Dollars in thousands	Fair Value (Estimated)		Unrealized Losses		Fair Value (Estimated)		Unrealized Losses		Fair Value (Estimated)		Unrealized Losses
U.S. Government-sponsored agencies	$	7,996	$	(631)	$	43,782	$	(11,713)	$	51,778	$	(12,344)
Mortgage-backed securities	173,507		(17,645)		112,781		(20,759)		286,288		(38,404)
State and political subdivisions	189,673		(32,189)		5,178		(2,139)		194,851		(34,328)
Asset-backed securities	4,038		(88)		—		—		4,038		(88)
Corporate Securities	17,956		(544)		—		—		17,956		(544)
	$	393,170	$	(51,097)	$	161,741	$	(34,611)	$	554,911	$	(85,708)

For securities with unrealized losses, the following information was considered in determining that the securities were not other-than-temporarily impaired:

Securities issued by U.S. Government-sponsored agencies and enterprises. As of June 30, 2022, there were $12.3 million unrealized losses on these securities compared to $2.3 million unrealized losses as of December 31, 2021. All of these securities were credit rated "AAA" or "AA+" by the major credit rating agencies. Management believes that securities issued by U.S. Government-sponsored agencies and enterprises have minimal credit risk, as these agencies and enterprises play a vital role in the nation's financial markets and does not consider these securities to be other-than-temporarily impaired at June 30, 2022.

Mortgage-backed securities issued by U.S. Government agencies and U.S. Government-sponsored enterprises. As of June 30, 2022, there were $38.4 million of unrealized losses on these securities compared with $5.7 million at December 31, 2021. All of these securities were credit rated "AAA" or "AA+" by the major credit rating agencies. Management believes that securities issued by U.S. Government agencies bear no credit risk because they are backed by the full faith and credit of the United States and that securities issued by U.S. Government-sponsored enterprises have minimal credit risk, as these agencies and enterprises play a vital role in the nation's financial markets. Management believes that the unrealized losses at June 30, 2022 were attributable to changes in current market yields and spreads since the date the underlying securities were purchased, and does not consider these securities to be other-than-temporarily impaired at June 30, 2022. The Company also has the ability and intent to hold these securities until a recovery of their amortized cost, which may be at maturity.

Obligations of state and political subdivisions. As of June 30, 2022, there were $34.3 million of unrealized losses on these securities compared to $390,000 at December 31, 2021. Municipal securities are supported by the general taxing authority of the municipality or a dedicated revenue stream, and, in the case of school districts, are generally supported by state aid. At June 30, 2022, all municipal bond issuers were current on contractually obligated interest and principal payments. The Company attributes the unrealized losses at June 30, 2022 to changes in prevailing market yields and pricing spreads since the date the underlying securities were purchased, combined with current market liquidity conditions and disruption in the financial

58

markets in general. Accordingly, the Company does not consider these municipal securities to be other-than-temporarily impaired at June 30, 2022.

Asset-backed securities. As of June 30, 2022, there were $88,000 of unrealized losses on these securities compared to none at December 31, 2021. These securities consist of U.S Government backed student loans along with other credit enhancements. Management believes that the unrealized losses at June 30, 2022 were attributable to changes in current market yields and spreads since the date the underlying securities were purchased, and does not consider these securities to be other-than-temporarily impaired at June 30, 2022.

Corporate securities. As of June 30, 2022, there were $544,000 of unrealized losses on these securities compared to $66,000 at December 31, 2021. Corporate securities are dependent on the operating performance of the issuers. At June 30, 2022, all corporate bond issuers were current on contractually obligated interest and principal payments. Management believes that the unrealized losses at June 30, 2022 were attributable to changes in current market yields and spreads since the date the underlying securities were purchased, and does not consider these securities to be other-than-temporarily impaired at June 30, 2022.

Federal Home Loan Bank Stock

The Bank is a member of the Federal Home Loan Bank ("FHLB") of Boston, a cooperatively owned wholesale bank for housing and finance in the six New England States. As a requirement of membership in the FHLB, the Bank must own a minimum required amount of FHLB stock, calculated periodically based primarily on its level of borrowings from the FHLB. The Bank uses the FHLB for much of its wholesale funding needs. As of June 30, 2022, the Bank's investment in FHLB stock totaled $3.7 million. This compares to $4.3 million as of December 31, 2021 and $7.8 million as of June 30, 2021. FHLB stock is a non-marketable equity security and therefore is reported at cost, subject to adjustments for any observable market transactions on the same or similar instruments of the investee. No impairment losses have been recorded through June 30, 2022. The Company will continue to monitor its investment in FHLB stock.

Loans Held for Sale

Loans held for sale are carried at the lower of cost or market value. As of June 30, 2022, the Bank had $689,000 in loans held for sale. This compares to $835,000 loans held for sale at December 31, 2021 and $1.1 million loans held for sale at June 30, 2021. The Bank participates in FHLB's Mortgage Partnership Finance Program ("MPF"), selling loans with recourse. The volume of loans sold to date through the MPF program is de minimis; therefore, there was minimum impact on the reserve.

Loans

The loan portfolio increased during the first six months of 2022, with total loans at $1.79 billion at June 30, 2022, up $140.7 million or 8.5% from total loans of $1.65 billion at December 31, 2021. Commercial loans increased $102.0 million or 11.1% between December 31, 2021 and June 30, 2022, municipal loans decreased $1.5 million or 3.2%, residential term loans increased $31.5 million, residential construction increased $12.2 million, and home equity lines of credit decreased $1.9 million. Loans made under the U.S. Small Business Administration's PPP accounted for $56,000 of commercial loans as of June 30, 2022.

Commercial loans are comprised of three major classes: commercial real estate loans, commercial construction loans and other commercial loans.

Commercial real estate loans consist of mortgage loans to finance investments in real property such as multi-family residential, commercial/retail, office, industrial, hotels, educational and other specific or mixed use properties. Commercial real estate loans are typically written with amortizing payment structures. Collateral values are determined based on appraisals and evaluations in accordance with established policy and regulatory guidelines. Commercial real estate loans typically have a loan-to-value ratio of up to 80% based upon current valuation information at the time the loan is made. Commercial real estate loans are primarily paid by the cash flow generated from the real property, such as operating leases, rents, or other operating cash flows from the borrower.

Commercial construction loans consist of loans to finance construction in a mix of owner- and non-owner occupied commercial real estate properties. Commercial construction loans typically have a construction phase of less than two years, followed by a repayment phase. Payment structures during the construction period are typically on an interest only basis, although principal payments may be established depending on the type of construction project being financed. During the construction phase, commercial construction loans are primarily paid by cash flow generated from the construction project or other operating cash flows from the borrower or guarantors, if applicable. At the end of the construction period, loan repayment typically comes from a third party source in the event that the Company will not be providing permanent term financing. Collateral valuation and loan-to-value guidelines follow those for commercial real estate loans.

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Other commercial loans consist of revolving and term loan obligations extended to business and corporate enterprises for the purpose of financing working capital and or capital investment. Collateral generally consists of pledges of business assets including, but not limited to, accounts receivable, inventory, plant and equipment, and/or real estate, if applicable. Commercial loans are primarily paid by the operating cash flow of the borrower. Commercial loans may be secured or unsecured.

Municipal loans are comprised of loans to municipalities in Maine for capitalized expenditures, construction projects or tax-anticipation notes. All municipal loans are considered general obligations of the municipality and are collateralized by the taxing ability of the municipality for repayment of debt.

Residential loans are comprised of two classes: term loans and construction loans.

Residential term loans consist of residential real estate loans held in the Company's loan portfolio made to borrowers who demonstrate the ability to make scheduled payments with full consideration to underwriting factors. Borrower qualifications include favorable credit history combined with supportive income requirements and loan-to-value ratios within established policy and regulatory guidelines. Collateral values are determined based on appraisals and evaluations in accordance with established policy and regulatory guidelines. Residential loans typically have a loan-to-value ratio of up to 80% based on appraisal information at the time the loan is made. Collateral consists of mortgage liens on one- to four-family residential properties. Loans are offered with fixed or adjustable rates with amortization terms of up to thirty years.

Residential construction loans typically consist of loans for the purpose of constructing single family residences to be owned and occupied by the borrower. Borrower qualifications include favorable credit history combined with supportive income requirements and loan-to-value ratios within established policy and regulatory guidelines. Residential construction loans normally have construction terms of one year or less and payment during the construction term is typically on an interest only basis from sources including interest reserves, borrower liquidity and/or income. Residential construction loans will typically convert to permanent financing from the Company or have another financing commitment in place from an acceptable mortgage lender. Collateral valuation and loan-to-value guidelines are consistent with those for residential term loans.

Home equity lines of credit are made to qualified individuals and are secured by senior or junior mortgage liens on owner-occupied one- to four-family homes, condominiums, or vacation homes. The home equity line of credit typically has a variable interest rate and is billed as interest-only payments during the draw period. At the end of the draw period, the home equity line of credit is billed as a percentage of the principal balance plus all accrued interest. Loan maturities are normally 300 months. Borrower qualifications include favorable credit history combined with supportive income requirements and combined loan-to-value ratios usually not exceeding 80% inclusive of priority liens. Collateral valuation guidelines follow those for residential real estate loans.

Consumer loan products including personal lines of credit and amortizing loans made to qualified individuals for various purposes such as auto, recreational vehicles, debt consolidation, personal expenses or overdraft protection. Borrower qualifications include favorable credit history combined with supportive income and collateral requirements within established policy guidelines. Consumer loans may be secured or unsecured.

Construction loans, both commercial and residential, at 70.7% of total Bank capital are well under the regulatory guidance of 100.0% of capital at June 30, 2022. Construction loans and non-owner-occupied commercial real estate loans are at 223.8% of total Bank capital, well under the regulatory guidance of 300.0% of capital at June 30, 2022.

The following table summarizes the loan portfolio, by class, at June 30, 2022 and 2021 and December 31, 2021.

Dollars in thousands	June 30, 2022				December 31, 2021				June 30, 2021
Commercial
Real estate	$	617,488	34.5	%	$	576,198	35.0	%	$	527,415	33.2	%
Construction	128,927		7.2	%	79,365		4.8	%	65,794		4.1	%
Other	275,714		15.4	%	264,570		16.1	%	298,747		18.8	%
Municipal	46,835		2.6	%	48,362		2.9	%	41,079		2.6	%
Residential
Term	582,313		32.6	%	550,783		33.4	%	523,344		33.0	%
Construction	44,011		2.5	%	31,763		1.9	%	29,818		1.9	%
Home equity line of credit	71,711		4.0	%	73,632		4.5	%	77,709		4.9	%
Consumer	21,356		1.2	%	22,976		1.4	%	24,358		1.5	%
Total loans	$	1,788,355	100.0	%	$	1,647,649	100.0	%	$	1,588,264	100.0	%

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The following table sets forth certain information regarding the contractual maturities of the Bank's loan portfolio as of June 30, 2022.

Dollars in thousands	< 1 Year		1 - 5 Years		5 - 10 Years		> 10 Years		Total
Commercial
Real estate	$	1,284	$	29,507	$	67,282	$	519,415	$	617,488
Construction	150		5,993		14,217		108,567		128,927
Other	1,115		107,070		63,550		103,979		275,714
Municipal	438		25,060		6,613		14,724		46,835
Residential
Term	—		9,827		47,638		524,848		582,313
Construction	—		1,828		—		42,183		44,011
Home equity line of credit	1,306		343		1,686		68,376		71,711
Consumer	5,543		7,391		3,070		5,352		21,356
Total loans	$	9,836	$	187,019	$	204,056	$	1,387,444	$	1,788,355

The following table provides a listing of loans by class, between variable and fixed rates as of June 30, 2022.

	Fixed-Rate				Adjustable-Rate				Total
Dollars in thousands	Amount		% of total		Amount		% of total		Amount		% of total
Commercial
Real estate	$	90,677	5.1	%	$	526,811	29.4	%	$	617,488	34.5	%
Construction	32,365		1.8	%	96,562		5.4	%	128,927		7.2	%
Other	123,629		6.9	%	152,085		8.5	%	275,714		15.4	%
Municipal	46,535		2.6	%	300		0.0	%	46,835		2.6	%
Residential
Term	425,147		23.8	%	157,166		8.8	%	582,313		32.6	%
Construction	36,141		2.1	%	7,870		0.4	%	44,011		2.5	%
Home equity line of credit	163		0.0	%	71,548		4.0	%	71,711		4.0	%
Consumer	13,942		0.8	%	7,414		0.4	%	21,356		1.2	%
Total loans	$	768,599	43.1	%	$	1,019,756	56.9	%	$	1,788,355	100.0	%

Loan Concentrations

As of June 30, 2022, the Bank had two concentrations of loans that exceeded 10% of its total loan portfolio. Loans to hotels (except Casino hotels) and motels totaled $200.5 million, or 11.21% of total loans and loans to lessors of residential buildings and dwellings totaled $181.3 million, or 10.13% of total loans. As of June 30, 2021, the Bank had one concentration that exceeded 10% of its total loan portfolio, loans to hotels (except Casino hotels) and motels, that totaled $160.4 million, or 10.10% of total loans.

Credit Risk Management and Allowance for Loan Losses

Credit risk is the risk of loss arising from the inability of a borrower to meet its obligations. We manage credit risk by evaluating the risk profile of the borrower, repayment sources, the nature of the underlying collateral, and other support given current events, conditions, and expectations. We attempt to manage the risk characteristics of our loan portfolio through various control processes, such as credit evaluation of borrowers, establishment of lending limits, and application of lending procedures, including the holding of adequate collateral and the maintenance of compensating balances. However, we seek to rely primarily on the cash flow of our borrowers as the principal source of repayment. Although credit policies and evaluation processes are designed to minimize our risk, Management recognizes that loan losses will occur and the amount of these losses will fluctuate depending on the risk characteristics of our loan portfolio, as well as general and regional economic conditions.

We provide for loan losses through the establishment of an allowance for loan losses which represents an estimated reserve for existing losses in the loan portfolio. We deploy a systematic methodology for determining our allowance that includes a quarterly review process, risk rating, and adjustment to our allowance. We classify our portfolios as either commercial or residential and consumer and monitor credit risk separately as discussed below. We evaluate the appropriateness of our

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allowance continually based on a review of all significant loans, with a particular emphasis on nonaccruing, past due, and other loans that we believe require special attention.

The allowance consists of four elements: (1) specific reserves for loans evaluated individually for impairment; (2) general reserves for types or portfolios of loans based on historical loan loss experience; (3) qualitative reserves judgmentally adjusted for local and national economic conditions, concentrations, portfolio composition, volume and severity of delinquencies and nonaccrual loans, trends of criticized and classified loans, changes in credit policies, and underwriting standards, credit administration practices, and other factors as applicable; and (4) unallocated reserves. All outstanding loans are considered in evaluating the appropriateness of the allowance.

Appropriateness of the allowance for loan losses is determined using a consistent, systematic methodology, which analyzes the risk inherent in the loan portfolio. In addition to evaluating the collectibility of specific loans when determining the appropriateness of the allowance for loan losses, Management also takes into consideration other factors such as changes in the mix and size of the loan portfolio, historic loss experience, the amount of delinquencies and loans adversely classified, economic trends, changes in credit policies, and experience, ability and depth of lending management. The appropriateness of the allowance for loan losses is assessed by an allocation process whereby specific reserve allocations are made against certain adversely classified loans, and general reserve allocations are made against segments of the loan portfolio which have similar attributes. The Company's historical loss experience, industry trends, and the impact of the local and regional economy on the Company's borrowers, are considered by Management in determining the appropriateness of the allowance for loan losses.

The allowance for loan losses is increased by provisions charged against current earnings. Loan losses are charged against the allowance when Management believes that the collectibility of the loan principal is unlikely. Recoveries on loans previously charged off are credited to the allowance. While Management uses available information to assess possible losses on loans, future additions to the allowance may be necessary based on increases in non-performing loans, changes in economic conditions, growth in loan portfolios, or for other reasons. Any future additions to the allowance would be recognized in the period in which they were determined to be necessary. In addition, various regulatory agencies periodically review the Company's allowance for loan losses as an integral part of their examination process. Such agencies may require the Company to record additions to the allowance based on judgments different from those of Management.

Commercial

Our commercial portfolio includes all secured and unsecured loans to borrowers for commercial purposes, including commercial lines of credit and commercial real estate. Our process for evaluating commercial loans includes performing updates on loans that we have rated for credit risk. Our non-performing commercial loans are generally reviewed individually to determine impairment, accrual status, and the need for specific reserves. Our methodology incorporates a variety of risk considerations, both qualitative and quantitative. Quantitative factors include our historical loss experience by loan type, collateral values, financial condition of borrowers, and other factors. Qualitative factors applied to the portfolio or segments of the portfolio may include judgments concerning general economic conditions that may affect credit quality, credit concentrations, the pace of portfolio growth, the direction of risk rating movements, policy exception levels, and delinquency levels; these qualitative factors are also considered in connection with the unallocated portion of our allowance for loan losses.

The process of establishing the allowance with respect to the commercial loan portfolio begins when a Loan Officer or Senior Officer (or designate) initially assigns each loan a risk rating, using established credit criteria. Approximately 60% of commercial loan outstanding balances are subject to review and validation annually by an independent consulting firm. Additionally, commercial loan relationships with exposure greater than or equal to $500,000 are subject to review annually by the Company's internal credit review function. Our methodology employs Management's judgment as to the level of losses on existing loans based on our internal review of the loan portfolio, including an analysis of the borrowers' current financial position, and the consideration of current and anticipated economic conditions and their potential effects on specific borrowers and or lines of business. In determining our ability to collect certain loans, we also consider the fair value of any underlying collateral. We also evaluate credit risk concentrations, including trends in large dollar exposures to related borrowers, industry and geographic concentrations, and economic and environmental factors.

Residential, Home Equity and Consumer

Consumer, home equity and residential mortgage loans are generally segregated into homogeneous pools with similar risk characteristics. Trends and current conditions in these pools are analyzed and historical loss experience is adjusted accordingly. Quantitative and qualitative adjustment factors for the consumer, home equity and residential mortgage portfolios are consistent with those for the commercial portfolios. Certain loans in the consumer and residential portfolios identified as having the potential for further deterioration are analyzed individually to confirm the appropriate risk status and accrual status, and to determine the need for a specific reserve. Consumer loans that are greater than 120 days past due are generally charged off. Residential loans and home equity lines of credit that are greater than 90 days past due are evaluated for collateral adequacy and if deficient are placed on non-accrual status.

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Unallocated

The unallocated portion of the allowance is intended to provide for losses that are not identified when establishing the specific and general portions of the allowance and is based upon Management's evaluation of various conditions that are not directly measured in the determination of the portfolio and loan specific allowances. Such conditions may include general economic and business conditions affecting our lending area, credit quality trends (including trends in delinquencies and nonperforming loans expected to result from existing conditions), loan volumes and concentrations, duration of the current business cycle, bank regulatory examination results, findings of external loan review examiners, and Management's judgment with respect to various other conditions including loan administration and management and the quality of risk identification systems. Management reviews these conditions quarterly. We have risk management practices designed to ensure timely identification of changes in loan risk profiles; however, undetected losses may exist inherently within the loan portfolio. In response to the consequences of COVID-19, we have increased the rigor and frequency of our loan portfolio monitoring and borrower contact, particularly within those industry groups thought to be most vulnerable, including the lodging, restaurant and hospitality sectors. As the economy has re-opened initial experience within these sectors has been generally favorable; our Allowance for Loan Losses will be evaluated as additional information continues to become available. The judgmental aspects involved in applying the risk grading criteria, analyzing the quality of individual loans, and assessing collateral values can also contribute to undetected, but probable, losses. Consequently, there may be underlying credit risks that have not yet surfaced in the loan-specific or qualitative metrics the Company uses to estimate its allowance for loan losses.

The allowance for loan losses includes reserve amounts assigned to individual loans on the basis of loan impairment. Certain loans are evaluated individually and are judged to be impaired when Management believes it is probable that the Company will not collect all of the contractual interest and principal payments as scheduled in the loan agreement. Under this method, loans are selected for evaluation based on non-accrual and/or troubled debt restructure status. A specific reserve is allocated to an individual loan when that loan has been deemed impaired and when the amount of a probable loss is estimable on the basis of its collateral value, the present value of anticipated future cash flows, or its net realizable value. At June 30, 2022, impaired loans with specific reserves totaled $2.9 million and the amount of such reserves was $613,000. This compares to impaired loans with specific reserves of $3.1 million at December 31, 2021 and the amount of such reserves was $576,000.

All of these analyses are reviewed and discussed by the Directors' Loan Committee, and recommendations from these processes provide Management and the Board of Directors with independent information on loan portfolio condition. Our total allowance at June 30, 2022 is considered by Management to be appropriate to address the credit losses inherent in the loan portfolio at that date. However, our determination of the appropriate allowance level is based upon a number of assumptions we make about future events, which we believe are reasonable, but which may or may not prove valid. Thus, there can be no assurance that our charge-offs in future periods will not exceed our allowance for loan losses or that we will not need to make additional increases in our allowance for loan losses.

The following table summarizes our allocation of allowance by loan class as of June 30, 2022 and 2021 and December 31, 2021. The percentages are the portion of each loan class to total loans.

Dollars in thousands	June 30, 2022				December 31, 2021				June 30, 2021
Commercial
Real estate	$	5,480	34.5	%	$	5,367	35.0	%	$	6,088	33.2	%
Construction	1,151		7.2	%	746		4.8	%	$	750	4.1	%
Other	2,948		15.4	%	2,830		16.1	%	$	3,757	18.8	%
Municipal	157		2.6	%	157		2.9	%	$	187	2.6	%
Residential
Term	2,592		32.6	%	2,733		33.4	%	$	2,896	33.0	%
Construction	191		2.5	%	148		1.9	%	$	160	1.9	%
Home equity line of credit	966		4.0	%	925		4.5	%	$	959	4.9	%
Consumer	866		1.2	%	833		1.4	%	$	892	1.5	%
Unallocated	1,850		—	%	1,782		—	%	$	1,345	—	%
Total	$	16,201	100.0	%	$	15,521	100.0	%	$	17,034	100.0	%

The allowance for loan losses totaled $16.2 million at June 30, 2022, compared to $15.5 million as of December 31, 2021 and $17.0 million as of June 30, 2021. Management's ongoing application of methodologies to establish the allowance include an evaluation of impaired loans for specific reserves. These specific reserves increased $37,000 in the first six months of 2022 from $576,000 at December 31, 2021 to $613,000 at June 30, 2022. The specific loans that make up those categories change from period to period. Impairment on those loans, which would be reflected in the allowance for loan losses, might or might not

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exist, depending on the specific circumstances of each loan. The portion of the reserve based upon homogeneous pools of loans increased by $110,000 in the first six months of 2022. The portion of the reserve based on qualitative factors increased $465,000 in the first six months of 2022 due to a mix of factors. These included changes in various macroeconomic measures used in the qualitative model, updated analysis of the loan portfolio in multiple stress scenarios, and performance after exit of COVID-19 related loan modifications. Unallocated reserves of $1.8 million, or 11.5% of the total reserve at December 31, 2021, increased to $1.9 million, or 11.4% as of June 30, 2022. After consideration of the shifts in specific, pooled and qualitative reserves, Management determined that the unallocated portion of the reserve at June 30, 2022 adequately addresses general imprecision related to loan portfolio growth, along with other underlying credit risks not yet captured in loan specific or qualitative metrics the Company uses to estimate its allowance.

A breakdown of the allowance for loan losses as of June 30, 2022, by loan class and allowance element, is presented in the following table:

Dollars in thousands	Specific Reserves on Loans Evaluated Individually for Impairment		General Reserves on Loans Based on Historical Loss Experience		Reserves for Qualitative Factors		Unallocated Reserves		Total Reserves
Commercial
Real estate	$	—	$	873	$	4,607	$	—	$	5,480
Construction	8		182		961		—		1,151
Other	502		390		2,056		—		2,948
Municipal	—		—		157		—		157
Residential
Term	103		164		2,325		—		2,592
Construction	—		13		178		—		191
Home equity line of credit	—		104		862		—		966
Consumer	—		240		626		—		866
Unallocated	—		—		—		1,850		1,850
	$	613	$	1,966	$	11,772	$	1,850	$	16,201

Based upon Management's evaluation, provisions are made to maintain the allowance as a best estimate of inherent losses within the portfolio. The provision for loan losses to maintain the allowance was $900,000 for the first six months of 2022 and $1.1 million the first six months of 2021. Net charge-offs were $220,000 in the first six months of 2022, down from $269,000 in the first six months of 2021. Our allowance as a percentage of outstanding loans was 0.91% as of June 30, 2022, down marginally from 0.94% as of December 31, 2021, and down from 1.07% as of June 30, 2021.

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The following table summarizes the activities in our allowance for loan losses for the six months ended June 30, 2022 and 2021 and for the year ended December 31, 2021:

Dollars in thousands	June 30, 2022			December 31, 2021			June 30, 2021
Balance at the beginning of period	$	15,521		$	16,253		$	16,253
Loans charged off:
Commercial
Real estate	—			106			5
Construction	—			—			—
Other	43			288			286
Municipal	—			—			—
Residential
Term	—			42			41
Construction	—			—			—
Home equity line of credit	29			—			—
Consumer	287			312			147
Total	359			748			479
Recoveries on loans previously charged off
Commercial
Real estate	17			95			95
Construction	—			—			—
Other	2			84			2
Municipal	—			—			—
Residential
Term	11			66			9
Construction	—			—			—
Home equity line of credit	1			61			48
Consumer	108			85			56
Total	139			391			210
Net loans charged off	220			357			269
Provision (credit) for loan losses	900			(375)			1,050
Balance at end of period	$	16,201		$	15,521		$	17,034
Ratio of net loans charged off to average loans outstanding1	0.03		%	0.02		%	0.04		%
Ratio of allowance for loan losses to total loans outstanding	0.91		%	0.94		%	1.07		%

1 Annualized using a 365-day basis for both 2022 and 2021.

In Management's opinion, the level of the provision for loan losses is directionally consistent with the overall credit quality of our loan portfolio and corresponding levels of nonperforming loans, as well as with the performance of the national and local economies, including effects of the COVID-19 pandemic.

COVID-19 Impact on Loan Portfolio

First National Bank is a designated SBA preferred lender and has participated in both the 2020 (PPP1) and 2021 (PPP2) rounds of the PPP. Under PPP1, 1,718 loans were granted totaling $97.8 million in funds disbursed to qualified small businesses and under PPP2 there were 1,263 loans granted totaling $52.1 million. The Bank worked actively with borrowers to process applications for forgiveness per PPP guidelines. As of June 30, 2022, remaining PPP1 & PPP2 balances totaled $56,000.

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The State of Maine, where most of the Bank's customers reside and/or operate businesses, has re-opened its economy. The emergence of COVID-19 variants virus has not resulted in new restrictions or curtailment of economic activity, but COVID-19 remains a threat to economic normalization and could ultimately have a negative impact on the Bank's borrowers.

The Company regularly monitors activity on open credit lines and has not observed increased utilization related to COVID-19.

Nonperforming Loans

Nonperforming loans are comprised of loans, for which based on current information and events, it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan agreement or when principal and interest is 90 days or more past due unless the loan is both well secured and in the process of collection (in which case the loan may continue to accrue interest in spite of its past due status). A loan is "well secured" if it is secured (1) by collateral in the form of liens on or pledges of real or personal property, including securities, that have a realizable value sufficient to discharge the debt including accrued interest) in full, or (2) by the guarantee of a financially responsible party. A loan is "in the process of collection" if collection of the loan is proceeding in due course either (1) through legal action, including judgment enforcement procedures, or, (2) in appropriate circumstances, through collection efforts not involving legal action which are reasonably expected to result in repayment of the debt or in its restoration to a current status in the near future.

Generally, when a loan becomes 90 days past due it is evaluated for collateral dependency based upon the most recent appraisal or other evaluation method. If the collateral value is lower than the outstanding loan balance plus accrued interest and estimated selling costs, the loan is placed on non-accrual status, all accrued interest is reversed from interest income, and a specific reserve is established for the difference between the loan balance and the collateral value less selling costs, or, in certain situations, the difference between the loan balance and the collateral value less selling costs is written off. Concurrently, a new appraisal or valuation may be ordered, depending on collateral type, currency of the most recent valuation, the size of the loan, and other factors appropriate to the loan. Upon receipt and acceptance of the new valuation, the loan may have an additional specific reserve or write down based on the updated collateral value. On an ongoing basis, appraisals or valuations may be done periodically on collateral dependent nonperforming loans and an additional specific reserve or write down will be made, if appropriate, based on the new collateral value.

Once a loan is placed on nonaccrual, it remains in nonaccrual status until the loan is current as to payment of both principal and interest and the borrower demonstrates the ability to pay and remain current. All payments made on nonaccrual loans are applied to the principal balance of the loan.

Nonperforming loans, expressed as a percentage of total loans, totaled 0.27% at June 30, 2022 compared to 0.35% at December 31, 2021 and 0.44% at June 30, 2021. The following table shows the distribution of nonperforming loans by class as of June 30, 2022 and 2021 and December 31, 2021:

Dollars in thousands	June 30, 2022			December 31, 2021			June 30, 2021
Commercial
Real estate	$	197		$	242		$	1,029
Construction	25			27			105
Other	953			1,068			1,452
Municipal	—			—			—
Residential
Term	3,383			3,808			3,820
Construction	—			—			—
Home equity line of credit	254			457			575
Consumer	—			—			—
Total nonperforming loans	$	4,812		$	5,602		$	6,981
Allowance for loan losses as a percentage of nonperforming loans	336.7		%	277.1		%	244.0		%

The amounts shown for total nonperforming loans do not include loans 90 or more days past due and still accruing interest. These are loans for which we expect to collect all amounts due, including past-due interest. As of June 30, 2022, loans 90 or more days past due and still accruing interest totaled $76,000, compared to $32,000 at December 31, 2021 and $104,000 at June 30, 2021.

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Troubled Debt Restructured

A TDR constitutes a restructuring of debt if the Company, for economic or legal reasons related to the borrower's financial difficulties, grants a concession to the borrower that it would not otherwise consider. To determine whether or not a loan should be classified as a TDR, Management evaluates a loan based upon the following criteria:

•The borrower demonstrates financial difficulty; common indicators include past due status with bank obligations, substandard credit bureau reports, or an inability to refinance with another lender, and

•The Company has granted a concession; common concession types include maturity date extension, interest rate adjustments to below market pricing, and deferment of payments.

As of June 30, 2022, we had 53 loans with a balance of $7.5 million that have been restructured. This compares to 60 loans with a balance of $8.3 million and 72 loans with a balance of $10.8 million classified as TDRs as of December 31, 2021 and June 30, 2021, respectively.

The following table shows the activity in loans classified as TDRs between December 31, 2021 and June 30, 2022:

Balance in Thousands of Dollars	Number of Loans	Aggregate Balance
Total at December 31, 2021	60	$	8,341
Added in 2022	—	—
Loans paid off in 2022	(7)	(660)
Repayments in 2022	—	(197)
Total at June 30, 2022	53	$	7,484

As of June 30, 2022, 36 loans with an aggregate balance of $6.1 million were performing under the modified terms, 14 loans with an aggregate balance of $1.3 million were on nonaccrual and three loans with an aggregate balance of $64,000 were more than 30 days past due and accruing. As a percentage of aggregate outstanding balance, 81.23% were performing under the modified terms, 17.92% were on nonaccrual and 0.86% were past due and still accruing.

The performance status of all TDRs as of June 30, 2022, as well as the associated specific reserve in the allowance for loan losses, is summarized by type of loan in the following table.

In thousands of dollars	Performing As Modified			30+ Days Past Due and Accruing			On Nonaccrual			All TDRs
Commercial
Real estate	$	1,155		$	—		$	—		$	1,155
Construction	661			—			—			661
Other	207			—			502			709
Municipal	—			—			—			—
Residential
Term	4,056			63			839			4,958
Construction	—			—			—			—
Home equity line of credit	—			—			—			—
Consumer	—			1			—			1
	$	6,079		$	64		$	1,341		$	7,484
Percent of balance	81.2		%	0.86		%	17.9		%	100.0		%
Number of loans	36			3			14			53
Associated specific reserve	$	112		$	—		$	316		$	428

Residential and consumer TDRs as of June 30, 2022 included 41 loans with an aggregate balance of $5.0 million, and the modifications granted fell into four major categories. Loans totaling $2.9 million had an extension of term, allowing the borrower to repay over an extended number of years and lowering the monthly payment to a level the borrower can afford. Loans totaling $1.8 million had interest capitalized, allowing the borrower to become current after unpaid interest was added to the balance of the loan and re-amortized over the remaining life of the loan. Rate concessions were granted on loans totaling $360,000. Loans with an aggregate balance of $771,000 were involved in bankruptcy. Certain residential TDRs had more than one modification.

Commercial TDRs as of June 30, 2022 were comprised of 12 loans with a balance of $2.5 million. Of this total, four loans with an aggregate balance of $1.1 million had an extended period of interest-only payments, deferring the start of principal repayment. One loan with an aggregate balance of $230,000 had an extension of term, allowing the borrower to repay over an

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extended number of years and lowering the monthly payment to a level the borrower can afford. Three loans with an aggregate balance of $252,000 had a deferral of payment. The remaining four loans with an aggregate balance of $1.0 million had several different modifications.

In each case when a loan was modified, Management determined it was in the Bank's best interest to work with the borrower with modified terms rather than to proceed to foreclosure. Once a loan is classified as a TDR it generally remains classified as such until the balance is fully repaid, whether or not the loan is performing under the modified terms. As of June 30, 2022, Management is aware of six loans classified as TDRs that are involved in bankruptcy with an outstanding balance of $885,000. There were also 14 loans with an outstanding balance of $1.3 million that were classified as TDRs and on non-accrual status, of which no loans were in the process of foreclosure.

Impaired Loans

Impaired loans include restructured loans and loans placed on non-accrual status. These loans are measured at the present value of expected future cash flows discounted at the loan's effective interest rate or at the fair value of the collateral less estimated selling costs if the loan is collateral dependent. If the measure of an impaired loan is lower than the recorded investment in the loan, a specific reserve is established for the difference. Impaired loans totaled $11.0 million at June 30, 2022, and have decreased $1.1 million from December 31, 2021. There were 92 impaired loans at June 30, 2022 down from 107 loans at December 31, 2021. Impaired commercial loans decreased $222,000 between December 31, 2021 and June 30, 2022. The specific allowance for impaired commercial loans increased from $439,000 at December 31, 2021 to $510,000 as of June 30, 2022, which represented the fair value deficiencies for loans where the fair value of the collateral or net present value of expected cash flows was estimated at less than our carrying amount of the loan. From December 31, 2021 to June 30, 2022, impaired residential loans decreased $671,000 and impaired home equity lines of credit decreased $203,000.

The following table sets forth impaired loans as of June 30, 2022 and 2021 and December 31, 2021:

Dollars in thousands	June 30, 2022		December 31, 2021		June 30, 2021
Commercial
Real estate	$	1,352	$	1,428	$	3,074
Construction	686		689		787
Other	1,160		1,303		1,989
Municipal	—		—		—
Residential
Term	7,502		8,173		9,126
Construction	—		—		—
Home equity line of credit	254		457		596
Consumer	1		2		6
Total	$	10,955	$	12,052	$	15,578

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Past Due Loans

The Bank's overall loan delinquency ratio was 0.18% at June 30, 2022 compared to 0.26% at December 31, 2021 and 0.22% at June 30, 2021. Loans 90 days delinquent and accruing increased from $32,000 at December 31, 2021 to $76,000 as of June 30, 2022. The following table sets forth loan delinquencies as of June 30, 2022 and 2021 and December 31, 2021:

Dollars in thousands	June 30, 2022			December 31, 2021			June 30, 2021
Commercial
Real estate	$	197		$	440		$	266
Construction	—			24			29
Other	607			157			883
Municipal	—			—			—
Residential
Term	2,035			2,297			1,622
Construction	—			—			—
Home equity line of credit	186			1,035			289
Consumer	122			392			331
Total	$	3,147		$	4,345		$	3,420
Loans 30-89 days past due to total loans	0.09		%	0.13		%	0.08		%
Loans 90+ days past due and accruing to total loans	0.004		%	0.000		%	0.010		%
Loans 90+ days past due on non-accrual to total loans	0.08		%	0.13		%	0.12		%
Total past due loans to total loans	0.18		%	0.26		%	0.22		%

Potential Problem Loans and Loans in Process of Foreclosure

Potential problem loans consist of classified, accruing commercial and commercial real estate loans that were between 30 and 89 days past due. Such loans are characterized by weaknesses in the financial condition of borrowers or collateral deficiencies. Based on historical experience, the credit quality of some of these loans may improve due to improvements in the economy as well as changes in collateral values or the financial condition of the borrowers, while the credit quality of other loans may deteriorate, resulting in some amount of loss. At June 30, 2022, there were two potential problem loans with a balance of $111,000 or 0.006% of total loans. At December 31, 2021, there were no potential problem loans.

As of June 30, 2022, there were six loans in the process of foreclosure with a total balance of $727,000. The Bank's residential foreclosure process begins when a loan becomes 75 days past due at which time a Demand/Breach Letter is sent to the borrower. If the loan becomes 120 days past due, copies of the promissory note and mortgage deed are forwarded to the Bank's attorney for review and a complaint for foreclosure is then prepared. An authorized Bank officer signs the affidavit certifying the validity of the documents and verification of the past due amount which is then forwarded to the court. Once a Motion for Summary Judgment is granted, a Period of Redemption (POR) begins which gives the customer 90 days to cure the default. A foreclosure auction date is then set 30 days from the POR expiration date if the default is not cured.

The Bank's commercial foreclosure process begins when a loan becomes 60 days past due, at which time a default letter is issued. At expiration of the period to cure default, which lasts 12 days after the issuing of the default letter, copies of the promissory note and mortgage deed are forwarded to the Bank's attorney for review. A Notice of Statutory Power of Sale is then prepared. This notice must be published for three consecutive weeks in a newspaper located in the county in which the property is located. A notice also must be issued to the mortgagor and all parties of interest 21 days prior to the sale. The foreclosure auction occurs and the Affidavit of Sale is recorded within the appropriate county within 30 days of the sale.

The Bank’s written policies and procedures for foreclosures, along with implementation of same, are subject to annual review by its internal audit provider.  The scope of this review includes loans held in portfolio and loans serviced for others.  There were no issues requiring management attention in the most recent review.  Servicing for others includes loans sold to Freddie Mac, Fannie Mae, and the FHLB through its MPF program.  The Bank follows the published guidelines of each investor.  Loans serviced for Freddie Mac and Fannie Mae have been sold without recourse, and the Bank has no liability for these loans in the event of foreclosure.  A de minimis volume of loans has been sold to and serviced for MPF to date.  The Bank retains a second loss layer credit enhancement obligation; no losses have been recorded on this credit enhancement obligation since the Bank started selling loans to MPF in 2013.

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Other Real Estate Owned

Other real estate owned and repossessed assets ("OREO") are comprised of properties or other assets acquired through a foreclosure proceeding, or acceptance of a deed or title in lieu of foreclosure. Real estate acquired through foreclosure is carried at the lower of fair value less estimated cost to sell or the cost of the asset and is not included as part of the allowance for loan loss totals. At June 30, 2022 there were two properties owned with an OREO balance of $51,000, with no allowance for losses. This compares to December 31, 2021, when there were no OREO properties, and June 30, 2021 when there was one property owned with an OREO balance of $224,000, with no allowance for losses.

The following table presents the composition of other real estate owned:

Dollars in thousands	June 30, 2022		December 31, 2021		June 30, 2021
Carrying Value
Commercial
Real estate	$	—	$	—	$	224
Construction	—		—		—
Other	—		—		—
Municipal	—		—		—
Residential
Term	51		—		—
Construction	—		—		—
Home equity line of credit	—		—		—
Consumer	—		—		—
Total	51		—		224
Related Allowance
Commercial
Real estate	—		—		—
Construction	—		—		—
Other	—		—		—
Municipal	—		—		—
Residential
Term	—		—		—
Construction	—		—		—
Home equity line of credit	—		—		—
Consumer	—		—		—
Total	—		—		—
Net Value
Commercial
Real estate	—		—		224
Construction	—		—		—
Other	—		—		—
Municipal	—		—		—
Residential
Term	51		—		—
Construction	—		—		—
Home equity line of credit	—		—		—
Consumer	—		—		—
Total	$	51	$	—	$	224

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Liquidity Management

As of June 30, 2022, the Bank had primary sources of liquidity of $964.0 million. It is Management's opinion this is sufficient to meet liquidity needs under a broad range of scenarios. The Bank has $482.0 million in contingent sources of liquidity, including the Federal Reserve Borrower in Custody program, municipal and corporate securities, and correspondent bank lines of credit. The Asset/Liability Committee ("ALCO") establishes guidelines for liquidity in its Asset/Liability policy and monitors internal liquidity measures to manage liquidity exposure. Based on its assessment of the liquidity considerations described above, Management believes the Company's sources of funding will meet anticipated funding needs.

Liquidity is the ability of a financial institution to meet maturing liability obligations and customer loan demand.  The Bank's primary source of liquidity is deposits, which funded 84.8% of total average assets in the first six months of 2022, up from 79.6% a year ago. While the generally preferred funding strategy is to attract and retain low-cost deposits, the ability to do so is affected by competitive interest rates and terms in the marketplace. Other sources of funding include discretionary use of purchased liabilities (e.g., FHLB term advances and other borrowings), cash flows from the securities portfolios and loan repayments. Securities designated as available for sale may also be sold in response to short-term or long-term liquidity needs although Management has no intention to do so at this time.

The Bank has a detailed liquidity funding policy and a contingency funding plan that provide for the prompt and comprehensive response to unexpected demands for liquidity. Management has developed quantitative models to estimate needs for contingent funding that could result from unexpected outflows of funds in excess of "business as usual" cash flows. In Management's estimation, risks are concentrated in two major categories: runoff of in-market deposit balances and the inability to renew wholesale sources of funding. Of the two categories, potential runoff of deposit balances would have the most significant impact on contingent liquidity. Our modeling attempts to quantify deposits at risk over selected time horizons. In addition to these unexpected outflow risks, several other "business as usual" factors enter into the calculation of the adequacy of contingent liquidity including payment proceeds from loans and investment securities, maturing debt obligations and maturing time deposits. The Bank has established collateralized borrowing capacity with the FRB of Boston and also maintains additional collateralized borrowing capacity with the FHLB in excess of levels used in the ordinary course of business as well as Fed Funds lines with two correspondent banks and availability through the FRB Borrower in Custody program.

Deposits

During the first six months of 2022, total deposits increased by $128.7 million or 6.1% from December 31, 2021 levels. Low-cost deposits (demand, NOW, and savings accounts) decreased by $8.9 million or 0.7% in the first six months of 2022, money market deposits decreased $588,000 or 0.3%, and certificates of deposit increased $138.2 million or 24.4%. Between June 30, 2021 and June 30, 2022, total deposits increased by $290.7 million or 14.8%. Low-cost deposits increased by $152.0 million or 12.8%, money market accounts increased $30.5 million or 17.3%, and certificates of deposit increased $108.2 million or 18.1%. Estimated uninsured deposits totaled $222.8 million, $172.3 million and $228.4 million at June 30, 2022, 2021 and December 31, 2021, respectively.

Borrowed Funds

The Company uses funding from the FHLB, the FRB and repurchase agreements enabling it to grow its balance sheet and its revenues. This funding may also be used to balance seasonal deposit flows or to carry out interest rate risk management strategies, and may be used to replace or supplement other sources of funding, including core deposits and certificates of deposit. During the six months ended June 30, 2022, borrowed funds decreased $9.8 million or 7.2% from December 31, 2021, all in customer repurchase agreements. Between June 30, 2021 and June 30, 2022, borrowed funds decreased by $102.1 million or 44.6%; this decrease resulted primarily from repayment of various FHLB borrowings.

Shareholders' Equity

Shareholders' equity as of June 30, 2022 was $227.7 million, compared to $245.7 million as of December 31, 2021 and $234.2 million as of June 30, 2021. The Company's earnings in the first six months of 2022, net of dividends declared, added to shareholders' equity. The net unrealized loss on available-for-sale securities, net of tax, presented in accordance with FASB ASC Topic 320 "Investments – Debt and Equity Securities" stands at $32.8 million as of June 30, 2022 and $1.7 million as of December 31, 2021. Additional information about the net unrealized loss on available-for-sale securities was provided in Note 2 of the Consolidated Financial Statements and in the Impaired Securities section of Management's Discussion and Analysis of Financial Condition and Results of Operations.

A cash dividend of $0.34 per share was declared in the second quarter of 2022. The dividend payout ratio, which is calculated by dividing dividends declared per share by basic earnings per share, was 36.67% for the first six months of 2022 compared to 38.65% for the same period in 2021. In determining future dividend payout levels, the Board of Directors carefully analyzes capital requirements and earnings retention, as set forth in the Company's Dividend Policy. The ability of the Company to pay cash dividends to its shareholders depends on receipt of dividends from its subsidiary, the Bank. The subsidiary may pay dividends to its parent out of so much of its net profits as the Bank's directors deem appropriate, subject to the limitation that the total of all dividends declared by the Bank in any calendar year may not exceed the total of its net profits

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of that year combined with its retained net profits of the preceding two years. The amount available for dividends in 2022 is this year's net income plus $38.2 million.

Financial institution regulators have established guidelines for minimum capital ratios for banks and bank holding companies. The net unrealized gain or loss on available for sale securities is generally not included in computing regulatory capital. During the first quarter of 2015, the Company adopted the new Basel III regulatory capital framework as approved by the federal banking agencies. In order to avoid limitations on capital distributions, including dividend payments, the Company must hold a capital conservation buffer of 2.5% above the adequately capitalized risk-based capital ratios.

The Company met each of the well-capitalized ratio guidelines at June 30, 2022. The following tables indicate the capital ratios for the Bank and the Company at June 30, 2022 and December 31, 2021.

As of June 30, 2022	Leverage		Tier 1		Common Equity Tier 1		Total Risk-Based
Bank	8.78	%	12.66	%	12.66	%	13.56	%
Company	8.92	%	12.73	%	12.73	%	13.63	%
Adequately capitalized ratio	4.00	%	6.00	%	4.50	%	8.00	%
Adequately capitalized ratio plus capital conservation buffer	4.00	%	8.50	%	7.00	%	10.50	%
Well capitalized ratio (Bank only)	5.00	%	8.00	%	6.50	%	10.00	%

As of December 31, 2021	Leverage		Tier 1		Common Equity Tier 1		Total Risk-Based
Bank	8.56	%	13.21	%	13.21	%	14.17	%
Company	8.63	%	13.31	%	13.31	%	14.27	%
Adequately capitalized ratio	4.00	%	6.00	%	4.50	%	8.00	%
Adequately capitalized ratio plus capital conservation buffer	4.00	%	8.50	%	7.00	%	10.50	%
Well capitalized ratio (Bank only)	5.00	%	8.00	%	6.50	%	10.00	%

The Bank maintains and annually updates a capital plan over a five year horizon; the capital plan was last updated in the second quarter of 2022. Based upon reasonable assumptions of growth and operating performance, the base capital plan model projects that the Bank will be well capitalized throughout the five year period. The base model is also stress tested for interest rate risk from increasing and decreasing rates, credit risk in normal, elevated and severe loss scenarios, and combinations of interest rate and credit risk. In each stress scenario, the Bank maintained well capitalized status. To further validate its internal results, the Bank engaged a third party consultant during the first quarter of 2022 to conduct credit stress tests on its loan portfolio under six scenarios. Three of the scenarios emulated the Federal Reserve's Dodd Frank Act Stress Tests (DFAST), and three were developed by a leading forecasting firm. The consultant's report applied projected credit losses over a thirteen quarter horizon to the Bank's capital position with immediate effect. In each of the six scenarios the Bank remained well capitalized.

Off-Balance Sheet Financial Instruments and Contractual Obligations

Derivative Financial Instruments Designated as Hedges

As part of its overall asset and liability management strategy, the Bank periodically uses derivative instruments to minimize significant unplanned fluctuations in earnings and cash flows caused by interest rate volatility. The Bank's interest rate risk management strategy involves modifying the re-pricing characteristics of certain assets and/or liabilities so that change in interest rates does not have a significant adverse effect on net interest income. Derivative instruments that Management periodically uses as part of its interest rate risk management strategy may include interest rate swap agreements, interest rate floor agreements, and interest rate cap agreements. 

At June 30, 2022, the Bank had three outstanding off-balance sheet, derivative instruments designated as cash flow hedges. These derivative instruments were interest rate swap agreements, with notional principal amounts totaling $30.0 million and an unrealized gain of $146,000, net of taxes. The notional amounts and net unrealized gain (loss) of the financial derivative instruments do not represent exposure to credit loss. The Bank is exposed to credit loss only to the extent the counterparty defaults in its responsibility to pay interest under the terms of the agreements. The credit risk in derivative instruments is mitigated by entering into transactions with highly-rated counterparties that Management believes to be creditworthy and by

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limiting the amount of exposure to each counter-party. At June 30, 2022, the Bank's derivative instrument counterparties

had a composite credit rating of “A-” based upon the ratings of several major credit rating agencies. The interest rate swap agreements were entered into by the Bank to limit its exposure to rising interest rates.

The Bank also enters into swap arrangements with qualified loan customers as a means to provide these customers with access to long-term fixed interest rates for borrowings, and simultaneously enters into a swap contract with an approved third- party financial institution. The terms of the contracts are designed to offset one another resulting in their being neither a net gain or a loss. The notional amounts of the financial derivative instruments do not represent exposure to credit loss. The Bank is exposed to credit loss only to the extent that either counter-party defaults in its responsibility to pay interest under the terms of the agreements. Credit risk is mitigated by prudent underwriting of the loan customer and financial institution counterparties. As of June 30, 2022, the Bank had six loan swap agreements in place with a total notional value of $77.8 million.

Contractual Obligations

The following table sets forth the contractual obligations of the Company as of June 30, 2022:

Dollars in thousands	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Borrowed funds	$	126,588	$	126,501	$	87	$	—	$	—
Operating leases	919		113		207		154		445
Certificates of deposit	704,410		437,726		183,394		83,290		—
Total	$	831,917	$	564,340	$	183,688	$	83,444	$	445
Total loan commitments and unused lines of credit	$	364,890	$	364,890	$	—	$	—	$	—

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Item 3 – Quantitative and Qualitative Disclosures About Market Risk

Market-Risk Management

Market risk is the risk of loss arising from adverse changes in the fair value of financial instruments due to changes in interest rates. The First Bancorp, Inc.'s market risk is composed primarily of interest rate risk. The Bank's ALCO is responsible for reviewing the interest rate sensitivity position of the Company and establishing policies to monitor and limit exposure to interest rate risk. All guidelines and policies established by ALCO have been approved by the Board of Directors.

Asset/Liability Management

The primary goal of asset/liability management is to maximize net interest income within the interest rate risk limits set by ALCO. Interest rate risk is monitored through the use of two complementary measures: static gap analysis and earnings simulation modeling. While each measurement has limitations, taken together they represent a reasonably comprehensive view of the magnitude of interest rate risk in the Company, the level of risk through time, and the amount of exposure to changes in certain interest rate relationships.

Static gap analysis measures the amount of repricing risk embedded in the balance sheet at a point in time. It does so by comparing the differences in the repricing characteristics of assets and liabilities. A gap is defined as the difference between the principal amount of assets and liabilities that reprice within a specified time period. The Company's cumulative one-year gap at June 30, 2022 was (2.93)% of total assets compared to 7.09% of total assets at December 31, 2021. Core deposits with non-contractual maturities are presented based upon historical patterns of balance attrition and pricing behavior, which are reviewed at least annually.

The gap repricing distributions include principal cash flows from residential mortgage loans and mortgage-backed securities in the time frames in which they are expected to be received. Mortgage prepayments are estimated by applying industry median projections of prepayment speeds to portfolio segments based on coupon range and loan age.

A summary of the Company's static gap, as of June 30, 2022, is presented in the following table:

	0-90			90-365			1-5			5+
Dollars in thousands	Days			Days			Years			Years
Investment securities at amortized cost (HTM) and fair value (AFS)	$	36,340		$	32,700		$	146,456		$	465,934
Restricted stock, at cost	3,684			—			—			1,037
Loans held for sale	—			—			—			689
Loans	457,148			203,317			865,893			261,997
Other interest-earning assets	—			25,696			—			—
Non-rate-sensitive assets	32,997			—			—			68,043
Total assets	530,169			261,713			1,012,349			797,700
Interest-bearing deposits	500,181			313,005			269,294			914,946
Borrowed funds	55,000			—			87			—
Non-rate-sensitive liabilities and equity	—			—			—			549,418
Total liabilities and equity	555,181			313,005			269,381			1,464,364
Period gap	$	(25,012)		$	(51,292)		$	742,968		$	(666,664)
Percent of total assets	(0.96)		%	(1.97)		%	28.55		%	(25.62)		%
Cumulative gap (current)	$	(25,012)		$	(76,304)		$	666,664		$	—
Percent of total assets	(0.96)		%	(2.93)		%	25.62		%	—		%

The earnings simulation model forecasts capture the impact of changing interest rates on one-year and two-year net interest income. The modeling process calculates changes in interest income received and interest expense paid on all interest-earning assets and interest-bearing liabilities reflected on the Company's balance sheet. None of the assets used in the simulation are held for trading purposes. The modeling is done for a variety of scenarios that incorporate changes in the absolute level of interest rates as well as basis risk, as represented by changes in the shape of the yield curve and changes in interest rate relationships. Management evaluates the effects on income of alternative interest rate scenarios against earnings in a stable interest rate environment. This analysis is also most useful in determining the short-run earnings exposures to changes in customer behavior involving loan payments and deposit additions and withdrawals.

The Company's most recent simulation model projects net interest income would be unchanged from stable-rate net interest income if short-term rates affected by Federal Open Market Committee actions fall gradually by one percentage point over the

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next year, and decrease by approximately 3.8% if rates rise gradually by two percentage points. Both scenarios are well within ALCO's policy limit of a decrease in net interest income of no more than 10.0% given a 2.0% move in interest rates, up or down. Management believes this reflects a reasonable interest rate risk position. In year two, and assuming no additional movement in rates, the model forecasts that net interest income would be higher than that earned in a stable rate environment by 1.5% in a falling-rate scenario, and lower than that earned in a stable rate environment by 4.8% in a rising rate scenario, when compared to the year-one base scenario. Both year two scenarios are well within ALCO's policy limit of a decrease of no more than 20% given a 2.0% move in interest rates, up or down. A summary of the Bank's interest rate risk simulation modeling, as of June 30, 2022 and December 31, 2021 is presented in the following table:

Changes in Net Interest Income	June 30, 2022	December 31, 2021
Year 1
Projected change if rates decrease by 1.0%	0.0%	(1.5)%
Projected change if rates increase by 2.0%	(3.8)%	(2.8)%
Year 2
Projected change if rates decrease by 1.0%	1.5%	(7.3)%
Projected change if rates increase by 2.0%	(4.8)%	(3.6)%

This dynamic simulation model includes assumptions about how the balance sheet is likely to evolve through time and in different interest rate environments. Loans and deposits are projected to maintain stable balances. All maturities, calls and prepayments in the securities portfolio are assumed to be reinvested in similar assets. Mortgage loan prepayment assumptions are developed from industry median estimates of prepayment speeds for portfolios with similar coupon ranges and seasoning. Non-contractual deposit volatility and pricing are assumed to follow historical patterns. The sensitivities of key assumptions are analyzed annually and reviewed by ALCO.

This sensitivity analysis does not represent a Company forecast and should not be relied upon as being indicative of expected operating results. These hypothetical estimates are based upon numerous assumptions including, among others, the nature and timing of interest rate levels, yield curve shape, prepayments on loans and securities, pricing decisions on loans and deposits, and reinvestment/ replacement of asset and liability cash flows. While assumptions are developed based upon current economic and local market conditions, the Company cannot make any assurances as to the predictive ability of these assumptions, including how customer preferences or competitor influences might change.

Interest Rate Risk Management

A variety of financial instruments can be used to manage interest rate sensitivity. These may include investment securities, interest rate swaps, and interest rate caps and floors. Frequently called interest rate derivatives, interest rate swaps, caps and floors have characteristics similar to securities but possess the advantages of customization of the risk-reward profile of the instrument, minimization of balance sheet leverage and improvement of liquidity. As of June 30, 2022, the Company was using interest rate swaps for interest rate risk management.

The Company engages an independent consultant to periodically review its interest rate risk position, as well as the effectiveness of simulation modeling and reasonableness of assumptions used. As of June 30, 2022, there were no significant differences between the views of the independent consultant and Management regarding the Company's interest rate risk exposure. Management expects interest rates will increase slightly in the next year and believes that the current level of interest risk is acceptable.

Cessation of LIBOR

The Company is aware that 1) certain tenors of USD denominated LIBOR indices ceased to be published after December 31, 2021, while other tenors are expected to continue being published until June 30, 2023, and 2) no new contracts referencing LIBOR are to be written after December 31, 2021. The Federal Reserve formed the ARRC to guide the transition process in the United States. ARRC has issued a number of recommendations including the adoption of the SOFR as a replacement for LIBOR. The ISDA, the organization that oversees and guides swap and derivatives markets and participants, continues to work on transitions and has issued a voluntary fallback protocol for market participants. The Company has adopted SOFR as its replacement reference rate index for new transactions. Each of the customer loan interest rate swap contracts the Company has in place as of June 30, 2022 is tied to a LIBOR tenor expected to be published until June 2023. The six contracts in place have maturity dates of December 19, 2029, August 21, 2030, April 1, 2031, July 1, 2035, October 1, 2035 and October 1, 2039. It is anticipated that necessary actions to amend these legacy contracts and designate a replacement reference rate index will be undertaken in late 2022.

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Item 4: Controls and Procedures

As required by Rule 13a-15 under the Securities Exchange Act of 1934, as of June 30, 2022, the end of the quarter covered by this report, the Company carried out an evaluation under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. In designing and evaluating the Company's disclosure controls and procedures, the Company and its management recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and the Company's management necessarily was required to apply its judgment in evaluating and implementing possible controls and procedures. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective at the reasonable assurance level to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. There was no change in the Company's internal control over financial reporting that occurred during the quarter ended June 30, 2022 that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting. The Company reviews its disclosure controls and procedures, which may include its internal controls over financial reporting on an ongoing basis, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that the Company's systems evolve with its business.

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Part II – Other Information

Item 1 – Legal Proceedings

The Company was not involved in any legal proceedings requiring disclosure under Item 103 of Regulation S-K during the reporting period.

Item 1A – Risk Factors

The Company's Form 10-K for the year ended December 31, 2021 provides information on risk factors at that time and mentions the potential economic consequences associated with the COVID-19 outbreak. The COVID-19 outbreak, which evolved into a worldwide pandemic, has had a myriad of adverse impacts upon society as a whole. The spread of COVID-19 has caused illness, quarantines, cancellation of events and travel, business and school shutdowns, reduction in business activity and financial transactions, supply chain interruptions and overall economic and financial market instability. In response to the COVID-19 pandemic, Federal, State and Local governments have taken preventative or protective actions, such as imposing restrictions on travel and business operations, advising or requiring individuals to limit or forgo their time outside of their homes, and ordering temporary closures of businesses that have been deemed to be non-essential. The initial restrictions and other consequences of the pandemic resulted in significant adverse effects for many different types of businesses, including, among others, those in the retail sales, travel, hospitality and food and beverage industries, and resulted in a significant number of layoffs and furloughs of employees nationwide and in the markets in which we operate. The initial restrictions have been largely lifted nationally and within the Company's operating footprint. An increase in virus spread or infection rates, or the emergence of new variants of the virus could result in restrictions being re-implemented with negative impacts on economic activity.

Ongoing effects of COVID-19 on the broader economy and the markets that we serve remain uncertain, as are the ultimate length of any remaining restrictions described above or any accompanying effects. The impact of the removal of most pandemic related economic stimulus programs is also unknown. Additional impacts of COVID-19 on our business could be widespread and material, and may include, or exacerbate, among other consequences, the following:

•employees contracting COVID-19

•unavailability of key personnel necessary to conduct our business activities

•disruption resulting from having a significant percentage of employees work remotely

•repeated or sustained closures of our branch lobbies

•declines in demand for loans and other banking services

•reduced consumer spending due to job losses or other impacts of the virus

•adverse conditions in financial markets may have a negative impact on our investment portfolio

•adverse economic conditions result in a slowdown in municipal tax collections potentially impacting municipal loans, investments, and deposit balances

•decline in credit quality of our loan portfolio leading to increased provisions for loan losses

•declines in the value of loan collateral, including residential and commercial real estate

•decline in the liquidity of borrowers and guarantors impairing their ability to honor financial commitments

•actions of governmental entities to limit business activities

The significant contribution of tourism and hospitality businesses to the State of Maine's overall economy, and the Company's primary market areas in particular, may result in a disproportionate effect relative to other regions. These factors, together or in combination with other events or occurrences related to COVID-19 that may not yet be known or anticipated, may materially and adversely affect our business, financial condition and results of operations.

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Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds

a. None

b. None

c. The Company made the following repurchases of its common stock in the six months ended June 30, 2022:

Month	Shares Purchased	Average Price Per Share		Total shares purchased as part of publicly announced repurchase plans	Maximum number of shares that may be purchased under the plans
January 2022	3,233	32.56		—	—
February 2022	5,211	31.76		—	—
March 2022	—	—		—	—
April 2022	196	29.14		—	—
May 2022	—	—		—	—
June 2022	—	—		—	—
	8,640	$	31.15		—

Item 3 – Default Upon Senior Securities

None.

Item 4 – Other Information

A.  None.

B.  None.

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Item 5 – Exhibits

Exhibit 3.2 Amendment to the Registrant's Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Company's Form 8-K filed on May 1, 2008).

Exhibit 3.3 Amendment to the Registrant's Articles of Incorporation (incorporated by reference to the Definitive Proxy Statement for the Company's 2008 Annual Meeting filed on March 14, 2008).

Exhibit 3.4 Amendment to the Registrant's Articles of Incorporation authorizing issuance of preferred stock (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on December 29, 2008).

Exhibit 3.5 Conformed Copy of the Company's Bylaws (incorporated by reference to Exhibit 3.5 to the Company's Form 10-K filed March 10, 2017).

Exhibit 3.6 Amendment to the Company Bylaws (incorporated by reference to Exhibit 3.6 to the Company's Form 8-K filed under item 5.03 on December 20, 2019.

Exhibit 4.1 Description of Capital Stock (incorporated by reference to Exhibit 4.1 to the Company's Form 10-K filed March 5, 2021.

Exhibit 10.1 Director Split Dollar Insurance Plan and Specimen Agreement dated January 1, 2016, attached as Exhibit 10.1 to the Company's Form 8-K filed on October 25, 2017.

Exhibit 10.2 Executive Split Dollar Insurance Plan and Specimen Agreement dated January 1, 2016, attached as Exhibit 10.2 to the Company's Form 8-K filed on October 25, 2017.

Exhibit 10.3 Amendments dated November 8, 2019 to the Restricted Stock Agreements of an Executive Officer dated January 29, 2015, January 28, 2016, January 26, 2017 and January 4, 2018 attached as Exhibit 10.3 to the Company’s Form 10-Q filed under Part II Item 4A on November 12, 2019.

Exhibit 10.4 Branch Purchase and Assumption Agreement between the Bank and Bangor Savings Bank for the purchase of a bank branch, loans and deposits at 1 Belmont Ave, Belfast, Maine, attached as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q filed on November 6, 2020.

Exhibit 14.1 Code of Ethics for Senior Financial Officers, adopted by the Board of Directors on September 19, 2003. Incorporated by reference to Exhibit 14.1 to the Company's Annual Report on Form 10-K filed on March 15, 2006.

Exhibit 14.2 Code of Business Conduct and Ethics, adopted by the Board of Directors on April 15, 2004. Incorporated by reference to Exhibit 14.2 to the Company's Annual Report on Form 10-K filed on March 15, 2006.

Exhibit 23.1 Consent of Independent Registered Public Accounting Firm

Exhibit 31.1 Certification of Chief Executive Officer Pursuant to Rule 13A-14(A) of The Securities Exchange Act of 1934

Exhibit 31.2 Certification of Chief Financial Officer Pursuant to Rule 13A-14(A) of The Securities Exchange Act of 1934

Exhibit 32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002

Exhibit 32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002

Exhibit 101.INS XBRL Instance Document

Exhibit 101.SCH XBRL Taxonomy Extension Schema Document

Exhibit 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document

Exhibit 101.LAB XBRL Taxonomy Extension Label Linkbase Document

Exhibit 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document

Exhibit 101.DEF XBRL Taxonomy Extension Definitions Linkbase

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Signatures

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

THE FIRST BANCORP, INC.

/s/ Tony C. McKim

Tony C. McKim

President & Chief Executive Officer

Date: August 5, 2022

/s/ Richard M. Elder

Richard M. Elder

Executive Vice President & Chief Financial Officer

Date: August 5, 2022

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