FORWARD LOOKING STATEMENTS


This Annual Report on Form 10-K contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Such statements
include projections, predictions, expectations or statements as to beliefs or
future events or results, or refer to other matters that are not purely
statements of historical facts. Forward-looking statements are subject to known
and unknown risks, uncertainties and other factors that could cause the actual
results to differ materially from those contemplated by the statements. The
forward-looking statements contained in this Annual Report are based on various
factors and were derived using numerous assumptions. In some

                                       17

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cases, you can identify these forward-looking statements by words like "may",
"will", "should", "expect", "plan", "anticipate", "intend", "believe",
"estimate", "predict", "potential", or "continue" or the negative of those words
and other comparable words. You should be aware that those statements reflect
only our predictions. If known or unknown risks or uncertainties should
materialize, or if underlying assumptions should prove inaccurate, actual
results could differ materially from past results and those anticipated,
estimated or projected. Further, factors or events that could cause our actual
results to differ from our forward-looking statements may emerge from time to
time, and it is not possible for us to predict all of them. In addition, we
cannot assess the impact of each factor on our business or the extent to which
any factor, or combination of factors, may cause actual results to differ
materially from those contained in any forward-looking statements. Factors that
might cause such differences include, but are not limited to:

? changes in our plans and strategies and the results thereof;

? the impact of acquisitions and other strategic transactions;

? unexpected changes in the housing market, business markets, and/or general

economic conditions in our market area;

? unexpected changes in market interest rates or monetary policy;

? the impact of new laws, regulations and governmental policies and guidelines

that might require changes to our business model;

changes in laws, regulations and governmental policies and guidelines that

? might impact our ability to collect on outstanding loans or otherwise

negatively impact our business;

? higher than anticipated credit losses or the insufficiency of the allowance for

credit losses;

? our potential exposure to various types of market risks, such as interest rate

risk and credit risk;

? our ability to recover the fair values of available for sale securities;

? our obligation to fund commitments to extend credit and unused lines of credit;

? changes in consumer confidence, spending and savings habits relative to the

services we provide;

? continued relationships with major customers;

competition from other financial institutions in originating loans, attracting

? deposits, and providing various financial services that may affect our

profitability;

? the ability to continue to grow our business internally and through acquisition

and successful integration of bank entities while controlling our costs;

changes in competitive, governmental, regulatory, accounting, technological and

? other factors that may affect us specifically or the banking industry

generally, including as a result of the Dodd-Frank Wall Street Reform and

Consumer Protection Act of 2010 (the "Dodd-Frank Act");

? changes in our sources and availability of liquidity;

? the impact of pending and future legal proceedings; and

? losses that we may realize from off-balance sheet arrangements.


You should also carefully consider additional factors that could cause our
actual results to differ from those set forth in the forward-looking statements
and could materially and adversely affect our business, operating results and
financial condition.

The forward-looking statements speak only as of the date on which they are made,
and, except to the extent required by federal securities laws, we undertake no
obligation to update any forward-looking statement to reflect events or
circumstances after the date on which the statement is made or to reflect the
occurrence of unanticipated events. In

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addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

OVERVIEW



This section is intended to help investors understand the financial performance
of the Company through a discussion of the factors affecting our financial
condition at December 31, 2022 and 2021 and our results of operations for the
years ended December 31, 2022 and 2021. This section should be read in
conjunction with the consolidated financial statements and notes thereto that
appear elsewhere in this Annual Report on Form 10-K.

Net interest income was $11.9 million for the year ended December 31, 2022, and
$12.4 million for the year ended December 31, 2021. Total interest income
decreased from $13.5 million in 2021 to $12.7 million in 2022, a 5.96% decrease.
Interest expense for 2022 totaled $0.9 million, a 20.58% decrease from $1.1
million in 2021. Net income at December 31, 2022 was $1.7 million and $2.5
million at December 31, 2021.

COMPARISON OF RESULTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021



General. For the year ended December 31, 2022, the Company reported consolidated
net income of $1.7 million ($0.61 per basic and diluted earnings per share)
compared to consolidated net income of $2.5 million ($0.88 per basic and diluted
earnings per share) for the year ended December 31, 2021. The $771,000 decrease
in the 2022 consolidated net income as compared to 2021 was primarily due to an
$805,000 decrease in interest income, an $863,000 decrease in the release of
credit loss provision for loans and a $388,000 increase in noninterest expenses,
offset by a $221,000 decrease in interest expense and a $727,000 increase in
noninterest income. Annualized return on average assets was 0.41% at December
31, 2022 compared to 0.58% at December 31, 2021. Annualized return on average
equity was 7.26% and 6.99% at December 31, 2022 and 2021, respectively. The
dividend payout ratio was 65% at December 31, 2022 and 45% at December 31, 2021.
The equity to asset ratio was 4.21% and 8.08% at December 31, 2022 and 2021,
respectively.

Net Interest Income. The primary component of the Company's net income is its
net interest income, which is the difference between income earned on assets and
interest paid on the deposits and borrowings used to fund income producing
assets. Net interest income is determined by the spread between the yields
earned on the Company's interest-earning assets and the rates paid on
interest-bearing liabilities as well as the relative amounts of such assets and
liabilities.

The Company's net interest margin is determined by dividing net interest income by the Company's average interest-earning assets.

Net interest income is affected by the mix of loans in the Bank's loan portfolio. Currently, a majority of the Bank's loans are residential and commercial mortgage loans secured by real estate, and indirect automobile loans secured by automobiles.



Consolidated net interest income for the year ended December 31, 2022 was $11.9
million and $12.4 million for the year ended December 31, 2021. Total interest
income decreased from $13.5 million in 2021 to $12.7 million in 2022, a
$805,000, or 5.96% decrease, primarily due to a $2.3 million decrease in
interest and fees on loans, offset by a $1.5 million increase in interest and
dividends on securities and interest on deposits with banks.

Total interest expense decreased from $1.1 million in 2021 to $0.9 million in
2022, a $221,000 or 20.58% decrease, primarily due to a $138,000 decrease in
interest on deposits and an $83,000 decrease in interest on short- and long-term
borrowings. Net interest margin for the year ended December 31, 2022 was 2.81%
compared to 3.00% for the year ended December 31, 2021.

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The following table allocates changes in income and expense attributable to the
Company's interest-earning assets and interest-bearing liabilities for the
periods indicated between changes due to changes in rate and changes in volume.
Changes due to rate/volume are allocated to changes due to volume.

                                                       Year Ended December 31,
                                                     2022          VS.        2021
                                                            Change Due To:
                                                  Increase/
(dollars in thousands)                             Decrease      Rate        Volume
ASSETS:
Interest-earning assets:
Interest-bearing deposits w/ banks & fed funds    $      755    $     481

$ 274



Investment securities:
Investment securities available for sale                 745          745  

       -
Restricted equity securities                             (4)            3        (7)
Total investment securities                              741          748        (7)

Loans, net of unearned income
Loans Secured by Real Estate
Construction and land                                     18            -         18
Farmland                                                   -            -          -
Single-family residential                              (140)        (140)          -
Multi-family                                            (40)         (40)          -
Commercial                                           (1,058)        (555)      (503)

Total loans secured by real estate                   (1,220)        (735)  

   (485)
Commercial and Industrial
Commercial and industrial                                (8)            -        (8)
SBA guaranty                                           (375)        (283)       (92)
Comm SBA PPP                                            (56)          (8)       (48)

Total commercial and industrial loans                  (439)        (291)  

   (148)
Consumer Loans
Consumer                                                 (6)            -        (6)
Automobile                                             (636)        (636)          -
Total consumer loans                                   (642)        (636)        (6)
Total gross loans(1)                                 (2,301)      (1,662)      (639)

Total interest-earning assets                     $    (805)    $   (433)

(372)

LIABILITIES:


Interest-bearing deposits:
Interest-bearing checking and savings             $        8    $       2
 $     6
Money market                                               1            -          1
Other time deposits                                    (147)         (92)       (55)

Total interest-bearing deposits                        (138)         (90)  

(48)


Borrowed funds                                          (80)         (87)  

7


Total interest-bearing liabilities                $    (218)    $   (177)
 $  (41)


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The following table provides information for the designated periods with respect
to the average balances, income and expense and annualized yields and costs
associated with various categories of interest-earning assets and
interest-bearing liabilities.

                                                         Year Ended December 31,
                                                2022                                2021
                                   Average                  Yield/     Average                  Yield/
                                   Balance     Interest      Cost      Balance     Interest      Cost

                                                          (dollars In thousands)
ASSETS:
Interest-earning assets:
Interest-bearing deposits w/
banks & fed funds                 $  53,914    $     833      1.44 %  $  34,921    $      79      0.12 %

Investment securities:
Investment securities
available for sale                  168,990        3,403      2.05      145,496        2,657      1.85
Restricted equity securities            926           39      4.18        1,092           43      3.90

Total investment securities 169,916 3,442 2.06 146,588 2,700 1.87



Loans Secured by Real Estate
Construction and land                 4,178          138      3.29        3,640          120      3.30
Farmland                                338           17      5.04          347           17      5.04
Singlefamily residential             78,865        3,260      4.13       79,768        3,400      4.26
Multifamily                           4,902          271      5.52        5,322          311      5.84
Commercial                           46,248        2,423      5.24       55,838        3,481      6.23
Total loans secured by real
estate                              134,531        6,109      4.54      144,915        7,329      5.06
Commercial and Industrial
Commercial and industrial             9,261          300      3.24        9,518          308      3.23
SBA guaranty                          6,123          372      6.08        7,631          747      9.79
Comm SBA PPP                            405            4      0.92        5,674           60      1.06
Total commercial and
industrial loans                     15,789          676      4.28       22,823        1,115      4.88
Consumer Loans
Consumer                              2,032           24      1.18        2,560           30      1.18
Automobile                           46,582        1,628      3.50       63,658        2,264      3.56
Total consumer loans                 48,614        1,652      3.40       66,218        2,294      3.46
Total gross loans(1)                198,934        8,437      4.24      233,956       10,738      4.59
Total interest-earning assets       422,764       12,712      3.01      415,465       13,517      3.25
Cash and due from banks               2,144                               2,181
Allowance for credit losses         (2,308)                             (2,838)
Other assets                          2,392                              16,361
Total assets                      $ 424,992                           $ 431,169

LIABILITIES AND STOCKHOLDERS'
EQUITY:
Interest-bearing deposits:
Interest-bearing checking and
savings                           $ 149,776           70      0.05 %  $ 137,861           62      0.05 %
Money market                         23,573           12      0.05       21,557           11      0.05
Certificates of deposit              57,213          389      0.68       65,358          536      0.82
Total interest-bearing
deposits                            230,562          471      0.20      224,776          609      0.27
Borrowed funds:
Federal funds purchased                   -            -         -          308            1      0.44
PPPLF Term Funding                        -            -         -            1            -         -
FHLB advances                        16,613          382      2.30       20,000          464      2.32
Total interest-bearing
liabilities                         247,175          853      0.35      245,085        1,074      0.44

Non-interest-bearing deposits       151,602                             147,182
Other liabilities                     2,173                               2,892

Stockholders' equity                 24,042                              36,010
Total liabilities and equity      $ 424,992                           $ 431,169
Net interest income                            $  11,859                           $  12,443
Net interest spread                                           2.66 %                              2.81 %
Net interest margin                                           2.81 %                              3.00 %

1 Nonaccrual loans included in average balance.




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Allowance for Credit Losses. Effective January 1, 2021, the Company applied ASU
2016-13, Financial Instruments - Credit Losses ("ASC 326"), such that the
allowance calculation is based on the CECL methodology. Prior to January 1,
2021, the calculation was based on incurred loss methodology. The Company
maintains an allowance for credit losses ("ACL") for the expected credit losses
of the loan portfolio as well as unfunded loan commitments. The amount of ACL is
based on ongoing, quarterly assessments by management. The CECL methodology
requires an estimate of the credit losses expected over the life of an exposure
(or pool of exposures) and replaces the incurred loss methodology's threshold
that delayed the recognition of a credit loss until it was probable a loss event
was incurred.

The ACL consists of the allowance for credit losses - loans and the reserve for
unfunded commitments. The estimate of expected credit losses under the CECL
methodology is based on relevant information about past events, current
conditions, and reasonable and supportable forecasts that affect the
collectability of the reported amounts. Historical loss experience is generally
the starting point for estimating expected credit losses. We then consider
whether the historical loss experience should be adjusted for asset-specific
risk characteristics or current conditions at the reporting date that did not
exist over the period that historical experience was based for each loan type.
Finally, we consider forecasts about future economic conditions or changes in
collateral values that are reasonable and supportable.

Portfolio segment is defined as the level at which the Company develops and
documents a systematic methodology to determine its ACL. The Company has
designated three loan portfolio segments: loans secured by real estate,
commercial and industrial loans, and consumer loans. These loan portfolio
segments are further disaggregated into classes, which represent loans of
similar type, risk characteristics, and methods for monitoring and assessing
credit risk. The loans secured by real estate portfolio segment is disaggregated
into five classes: construction and land, farmland, single-family residential,
multi-family, and commercial. The commercial and industrial loan portfolio
segment is disaggregated into two classes: commercial and industrial, and SBA
guaranty. The risk of loss for the commercial and industrial loan portfolio
segment is generally most indicated by the credit risk rating assigned to each
borrower. Commercial and industrial loan risk ratings are determined by
experienced senior credit officers based on specific facts and circumstances and
are subject to periodic review by an independent internal team of credit
specialists. The consumer loan portfolio segment is disaggregated into two
classes: consumer and automobile. The risk of loss for the consumer loan
portfolio segment is generally most indicated by delinquency status and general
economic factors. Each of the three loan portfolio segments may also be further
segmented based on risk characteristics.

For most of our loan portfolio classes, the historical loss experience is
determined using the Average Charge-Off Method. This method pools loans into
groups ("cohorts") sharing similar risk characteristics and tracks each cohort's
net charge-offs over the lives of the loans. The Average Charge-Off Method uses
historical values by period (20-year look-back) to calculate losses and then
applies the historical average to future balances over the life of the account.
The historical loss rates for each cohort are then averaged to calculate an
overall historical loss rate which is applied to the current loan balance to
arrive at the quantitative baseline portion of the allowance for credit losses
for the respective loan portfolio class. For certain loan portfolio classes, the
Company determined there was not sufficient historical loss information to
calculate a meaningful historical loss rate using the average charge-off
methodology. For any such loan portfolio class, peer group history contributes
to the Company's weighted average loss history. The peer group data is included
in the weighted average loss history that is developed for each loan pool.

The Company also considers qualitative adjustments to the historical loss rate
for each loan portfolio class. The qualitative adjustments for each loan class
consider the conditions over the 20-year look-back period from which historical
loss experience was based and are split into two components: 1) asset or class
specific risk characteristics or current conditions at the reporting date
related to portfolio credit quality, remaining payments, volume and nature,
credit culture and management, business environment or other management factors;
and 2) reasonable and supportable forecast of future economic conditions and
collateral values.

The Company performs a quarterly asset quality review which includes a review of
forecasted gross charge-offs and recoveries, nonperforming assets, criticized
loans, risk rating migration, delinquencies, etc. The asset quality review is
performed by management and the results are used to consider a qualitative
overlay to the quantitative baseline.

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When management deems it to be appropriate, the Company establishes a specific reserve for individually evaluated loans that do not share similar risk characteristics with the loans included in each respective loan pool. These individually evaluated loans are removed from their respective pools and typically represent collateral dependent loans but may also include other non-performing loans or troubled debt restructurings ("TDRs").



During the year ended December 31, 2022, the Company recognized a release of
credit loss provision - loans of $0.1 million, compared to a release of $1.0
million for the year ended December 31, 2021. The decrease was primarily driven
by a decrease in the size of the loan portfolio, and lower CECL loss percentage
due to the overall credit-quality of the loan portfolio. The allowance for
credit losses - loans was $2.2 million, or 1.16% of total loans at December 31,
2022, compared to $2.5 million, or 1.17% of total loans at December 31, 2021. At
December 31, 2022, the allowance for credit losses - loans equaled 434.0% of
nonaccrual and past due loans compared to 700.3% at December 31, 2021. During
the year ended December 31, 2022, the Company recorded net charge offs of $0.2
million compared to net recoveries $0.4 million during the year ended December
31, 2021.

Noninterest Income. Noninterest income includes service charges on deposit
accounts, other fees and commissions, net gains/losses on investment securities
sold, gain on sale of other real estate, income on life insurance policies and
gain on unwind of derivative contracts. Noninterest income increased from $0.6
million in 2021 to $1.4 million in 2022, a $0.7 million, or 115.95% increase.
The increase was primarily due to a $0.6 million loss on investment securities
that were sold in 2021, and a $0.2 million gain on unwind of derivative swap
contracts that was recognized in 2022.

Noninterest Expenses. Noninterest expenses increased from $11.0 million in 2021
to $11.3 million in 2022, a $0.4 million or 3.54% increase. Salary and employee
benefits decreased by $0.1 million, or 1.52%, to $6.4 million at December 31,
2022, compared to $6.5 million at December 31, 2021 due to increases in the
number of employees, offset by lower benefits costs. Legal, accounting and other
professional fees increased from $0.7 million in 2021 to $1.0 million in 2022, a
$0.3 million, or 48.93%, increase. Other expenses increased from $1.1 million at
December 31, 2021 to $1.3 million at December 31, 2022, an increase of $0.2
million, or 17.51%.

Income Taxes. During the year ended December 31, 2022, the Company recorded an
income tax expense of $0.24 million, compared to $0.58 million for the year
ended December 31, 2021, a $0.3 million or 58.46% decrease. This decrease was
primarily due to $1.1 million lower income before taxes in 2022.

FINANCIAL CONDITION



Total assets decreased by $60.6 million, or 13.72% to $381.4 million at December
31, 2022, compared to $442.1 million at December 31, 2021. The decrease was
primarily a result of decreases in interest-bearing deposit in other financial
institutions and declines in loan portfolio balances.

Cash and cash equivalents at December 31, 2022 were $30.1 million compared to
$62.2 million at December 31, 2021. At year-end 2022, investment securities had
decreased 7.56% to $144.1 million compared to year end 2021. Loans, net at
December 31, 2022 were $184.3 million compared to $207.9 million at December 31,
2021. At December 31, 2022, total deposits were $362.9 million compared to
$383.2 million at the end of 2021, a 5.30% decrease during the period. Total
borrowings were $0 at December 31, 2022 compared to $20.0 million at December
31, 2021.

Cash

Cash and cash equivalents decreased by $32.1 million primarily due to a $20.3
million decrease in deposit balances, $20.0 million decrease in borrowings and
$15.9 million increase in investment securities, offset by$24.0 million decrease
in loans net of deferred fees and costs.

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  Table of Contents

Investment Securities

The Company's investment policy authorizes management to invest in traditional
securities instruments in order to provide ongoing liquidity, income and a ready
source of collateral that can be pledged in order to access other sources of
funds. The investment portfolio consists solely of securities available for
sale. Securities available for sale are those securities that we intend to hold
for an indefinite period of time but not necessarily until maturity. These
securities are carried at fair value and may be sold as part of an
asset/liability management strategy, liquidity management, interest rate risk
management, regulatory capital management or other similar factors.

The investment portfolio consists primarily of U.S. Treasury securities, U.S.
Government agency securities, residential mortgage-backed securities, corporate
and state and municipal obligations. The income from state and municipal
obligations may be taxable or tax-exempt from federal and state income tax.
State and municipal obligations from the State of Maryland are exempt from state
income taxes. We use the investment portfolio as a source of both liquidity and
earnings. Management continuously evaluates investment options that will produce
income without assuming significant credit or interest rate risk and looks for
opportunities to use liquidity from maturing investments to reduce our use of
high-cost time deposits and borrowed funds.

During 2022, the Company's investment securities portfolio totaled $144.1
million, an $11.8 million, or 7.56% decrease from $155.9 million at December 31,
2021. This decrease was primarily driven by a $28.6 million increase in the
unrealized loss on available for sale securities and $14.2 million of paydowns
and redemptions of investment securities, offset by $31.5 million of purchases
of available for sale securities.

In anticipation of the Federal Open Market Committee's plan to begin tapering
its bond purchase program, the Company began restructuring its bond portfolio by
lowering the overall duration of the portfolio. On October 1, 2021 and October
28, 2021, the Company entered into trade agreements to sell government agency
securities totaling approximately $28,700,000 and $4,700,000, respectively.
These trades resulted in pre-tax losses of approximately $345,300 and $246,000,
respectively, which are reflected in noninterest income in the 2021 income
statement.

The composition of investment securities, at carrying value, at December 31, 2022 and 2021 are presented in the following table:



                                                2022                   2021
(dollars in thousands)                     Amount      %          Amount   

%


Available for sale securities:
U.S. Treasury                             $   6,783     4.7 %    $       -       - %
U.S. Government agency                       36,580    25.4 %       31,351    20.1 %
Residential mortgage-backed securities       67,148    46.6 %       77,877 

  49.9 %
State and municipal                          32,297    22.4 %       45,225    29.0 %
Corporate securities                          1,325     0.9 %        1,474     1.0 %
Total debt securities                     $ 144,133   100.0 %    $ 155,927   100.0 %


At December 31, 2022, the Bank had municipal securities from 10 single issuers
that, individually, were more than 10% of stockholders' equity, which totaled
$23.9 million.

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Maturities and weighted average yields for investment securities at December 31, 2022 are presented in the following table:



                                                          2022

                                           Amortized      Fair         Yield
(dollars in thousands)                        Cost       Value       (1), (2)
Maturing Available for sale securities:
Within one year                            $        -  $       -           - %
Over one to five years                         24,687     23,827        2.41 %
Over five to ten years                         38,880     34,440        1.98 %
Over ten years                                109,886     85,866        2.42 %
Total debt securities                      $  173,453  $ 144,133


________________________

(1) Yields are stated as book yields which are adjusted for amortization and

accretion of purchase premiums and discounts, respectively.

(2) Yields on tax-exempt obligations have been computed on a tax-equivalent


    basis.


Restricted Equity Securities

Restricted equity securities were $0.2 million and $1.1 million at December 31, 2022 and 2021, respectively.



Loans

A comparison of the loan portfolio for the years indicated is presented in the
following table:

                                                                 December 31,
                             2022                2021                2020                2019                2018
(dollars in
thousands)                 $         %         $         %         $         %         $         %         $         %
Loans Secured by
Real Estate
Construction and
land                   $   4,499      2 %  $   4,087      2 %  $   2,553      1 %  $   6,565      2 %  $   3,949      1 %
Farmland                     333      -          342      -          350      -          357      -          364      -
Single-family
residential               80,251     43       78,119     37       82,520     33       88,214     32       92,104     31
Multi-family               5,304      3        5,428      3        6,105      2        6,397      2        5,664      2
Commercial                42,936     23       48,729     23       57,027     22       63,337     22       61,659     21
Total loans secured
by real estate           133,323     71      136,705     65      148,555     58      164,870     58      163,740     55
Commercial and
Industrial
Commercial and
industrial                 8,990      5       10,003      5       10,800      4       11,012      4       11,675      4
SBA guaranty               6,158      3        6,397      3        7,200   

  3        3,917      1        3,851      1
Comm SBA PPP                   -      -        1,047      -        9,912      4            -      -            -      -
Total commercial
and industrial

loans                     15,148      8       17,447      8       27,912     11       14,929      5       15,526      5
Consumer Loans
Consumer                   1,521      1        2,090      1        3,063      1        3,267      1        3,498      1
Automobile                36,448     20       54,150     26       74,242     30      101,672     36      116,356     39
Total consumer
loans                     37,969     21       56,240     27       77,305     31      104,939     37      119,854     40
Gross loans              186,440    100 %    210,392    100 %    253,772    100 %    284,738    100 %    299,120    100 %
Allowance for
credit losses            (2,162)             (2,470)             (1,476)             (2,066)             (2,541)
Net loans              $ 184,278           $ 207,922           $ 252,296           $ 282,672           $ 296,579


The Company's net loan receivables decreased by $23.6 million to $184.3 million
at December 31, 2022 from $207.9 million at December 31, 2021 primarily due to
$59.0 million in pay downs outpacing $35.0 million in new originations. This
change in the composition of the loan portfolio resulted primarily from a $3.4
million decrease in loans secured by real estate, a $2.3 million decrease in
commercial and industrial loans and a $18.3 million decrease in consumer loans.

                                       25

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The following table summarizes the scheduled repayments of our loan portfolio,
both by loan category and by fixed and adjustable rates, at December 31, 2022.
Demand loans and loans which have no stated maturity, are treated as due in

one
year or less:

                                               Due Within      Due Over One To       Due Over
                                                One Year         Five Years         Five Years       Total

                                                                  (dollars in thousands)
By Loan Category:
Loans Secured by Real Estate
Construction and land                         $        483    $               -    $      4,016    $   4,499
Farmland                                                 -                    -             333          333
Single-family residential                               76                2,091          78,084       80,251
Multi-family                                             -                  153           5,151        5,304
Commercial                                           1,584                4,522          36,830       42,936
Total loans secured by real estate                   2,143                6,766         124,414      133,323
Commercial and Industrial
Commercial and industrial                            2,337                4,061           2,592        8,990
SBA guaranty                                             -                  456           5,702        6,158
Comm SBA PPP                                             -                    -               -            -
Total commercial and industrial loans                2,337                4,517           8,294       15,148
Consumer Loans
Consumer                                                54                  274           1,193        1,521
Automobile                                           7,475               24,900           4,073       36,448
Total consumer loans                                 7,529               25,174           5,266       37,969
Gross loans                                   $     12,009    $          36,457    $    137,974    $ 186,440

By Rate Term:
Fixed rate                                           9,842               33,073         103,988      146,903
Adjustable rate                                        243                1,127          38,167       39,537
Total                                         $     10,085    $          34,200    $    142,155    $ 186,440
Loans are placed on nonaccrual status when they are past due 90 days as to
either principal or interest or when, in the opinion of management, the
collection of all interest and/or principal is in doubt. Placing a loan on
nonaccrual status means that we no longer accrue interest on such loan and
reverse any interest previously accrued but not collected. Management may grant
a waiver from nonaccrual status for a 90 day past due loan that is both well
secured and in the process of collection. An asset is "well secured" if it is
secured by (1) 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) the guarantee of
a financially responsible party. An asset is "in the process of collection" if
collection of the asset 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 prepayment of the debt or in its restoration to
a current status in the near future. A loan remains on nonaccrual status until
the loan is current as to payment of both principal and interest and the
borrower demonstrates the ability to make payments in accordance with the terms
of the loan and remains current.

A loan is considered to be impaired when, 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. Impaired loans are
measured based on the fair value of the collateral for collateral dependent
loans and at the present value of expected future cash flows using the loans'
effective interest rates for loans that are not collateral dependent.

The Bank seeks to control delinquencies through diligent collection efforts. For
consumer loans, the Bank sends out payment reminders on the seventh and twelfth
days after a payment is due. If a consumer loan becomes 15 days past due, the
account is transferred to the Bank's collections department, which will contact
the borrower by

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telephone and/or letter before the account becomes 30 days past due. If a
consumer loan becomes more than 30 days past due, the Bank will continue its
collection efforts and will move to repossession or foreclosure by the 45th day
if the Bank has reason to believe that the collateral may be in jeopardy or the
borrower has failed to respond to prior communications. The Bank may move to
repossess or foreclose in all instances in which a consumer loan becomes more
than 60 days delinquent. After repossession of a motor vehicle, the borrower has
a 15-day statutory right to redeem the vehicle and is entitled to 10 days'
notice before the sale of a repossessed vehicle. The Bank sells the vehicle as
promptly as feasible after the expiration of these periods. If the amount
realized from the sale of the vehicle is less than the loan amount, the Bank may
seek a deficiency judgment against the borrower. The Bank follows similar
collection procedures with respect to commercial loans.

Our current charge-off policy is as follows:

When the probability for full payment of a loan is unlikely, the Bank will initiate a full charge-off or a partial write-down of the asset based upon the status of the loan. The following guidelines apply:

Consumer loans less than $25,000 for which payments of principal and/or

? interest are past due ninety (90) days are charged-off and referred for

collection. Consumer loans of $25,000 or more shall be evaluated for charge-off

or partial write-down at the discretion of Bank management.

Any other loan over 120 days past due shall be evaluated for charge-off or

? partial write-down at the discretion of Bank management. Any non-consumer

unsecured loan more than 180 days delinquent in payment of principal and/or


   interest (or sooner if deemed uncollectible) is charged-off in full.

If secured, a charge-off is made to reduce the loan balance to a level equal to

? the anticipated liquidation value of the collateral when payment of principal

and/or interest is more than 180 days delinquent, or prior to that if deemed

uncollectible.

Generally, real estate secured loans are charged-off on a deficiency basis

after liquidation of the collateral. In some cases, Bank management may

? determine that a charge-off or write-down is appropriate prior to liquidation

of the collateral, when the full loan balance is clearly uncollectible and some

loss is anticipated. In order to make this determination, an updated evaluation

or appraisal of the property is obtained.

The Bank experienced a $0.1 million or (41.1)% increase in the total nonperforming loans in 2022. The following table presents details of our nonperforming loans and nonperforming assets, as these asset quality metrics are evaluated by management, for the years indicated:



                                                                     As of December 31,
                                                      2022       2021       2020      2019       2018
(dollars in thousands)
Nonaccrual loans                                    $     488  $     338  $  4,512  $ 4,127    $ 1,947

TDR loans excluding those in nonaccrual loans               -          -         -        -        204
Accruing loans past due 90+ days                           10         15   

    18       21         26

Total nonperforming loans                                 498        353     4,530    4,148      2,177

Real estate acquired through foreclosure                    -          -   

   575      705        705

Total nonperforming assets                          $     498  $     353  $  5,105  $ 4,853    $ 2,882
Nonperforming loans to gross loans                      0.3 %      0.2 %   

1.8 % 1.5 % 0.7 %

Allowance for credit losses to nonperforming loans 434.0 % 700.3 % 32.6 % 49.8 % 116.7 %

Nonperforming assets, which consist of nonaccrual loans, troubled debt restructurings, accruing loans past due 90 days or more, and real estate acquired through foreclosure, increased $0.1 million at December 31, 2022 from $0.4



                                       27

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million at December 31, 2021 to $0.5 million at December 31, 2022. Nonperforming
assets represented 0.13% of total assets at December 31, 2022, compared to 0.08%
at December 31, 2021. Management has worked diligently to identify borrowers
that may be facing difficulties in order to restructure terms where appropriate,
secure additional collateral or pursue foreclosure and other secondary sources
of repayment.

Allowance for Credit Losses - Loans and Credit Risk Management


Credit risk is the risk of loss arising from the inability of a borrower to meet
his or her obligations and entails both general risks, which are inherent in the
process of lending, and risks specific to individual borrowers. Credit risk is
mitigated through portfolio diversification, which limits exposure to any single
customer, industry, or collateral type. Residential mortgage and home equity
loans and lines generally have the lowest credit loss experience. Loans secured
by personal property, such as auto loans, generally experience medium credit
losses. Unsecured loan products, such as personal revolving credit, have the
highest credit loss experience and for that reason, the Bank has chosen not to
engage in a significant amount of this type of lending. Credit risk in
commercial lending can vary significantly, as losses as a percentage of
outstanding loans can shift widely during economic cycles and are particularly
sensitive to changing economic conditions. Generally, improving economic
conditions result in improved operating results on the part of commercial
customers, enhancing their ability to meet their particular debt service
requirements. Improvements, if any, in operating cash flows can be offset by the
impact of rising interest rates that may occur during improved economic times.
Inconsistent economic conditions may have an adverse effect on the operating
results of commercial customers, reducing their ability to meet debt service
obligations.

On January 1, 2021, the Company early adopted ASU 2016-13, Financial Instruments
- Credit Losses ("ASC 326") which replaces the "incurred loss approach" for
estimating credit losses with an expected loss methodology. The incurred loss
model delayed the recognition of credit losses until it was probable that a loss
had occurred, while the CECL model requires the immediate recognition of
expected credit losses over the contractual term for financial instruments that
fall within the scope of CECL at the date of origination or purchase of the
financial instrument. The CECL model, which is applicable to the measurement of
credit losses on financial assets measured at amortized cost and certain
off-balance sheet credit exposures, affects the Company's estimates of the
allowance for credit losses for our loan portfolio and the reserve for our
off-balance sheet credit exposures related to loan commitments. The allowance
for credit losses is established through a provision for credit losses charged
to expense. Loans are charged against the allowance for credit losses when
management believes that the collectability of the principal is unlikely. The
allowance, based on all available information from internal and external
sources, relevant to assessing the collectability of loans over their
contractual terms, adjusted for expected prepayments when appropriate, is an
amount that management believes will be adequate to absorb possible losses on
existing loans that may become uncollectible. The evaluations are performed for
each class of loans and take into consideration factors such as changes in the
nature and volume of the loan portfolio, overall portfolio quality, review of
specific problem loans, value of collateral securing the loans and current
economic conditions and trends that may affect the borrowers' ability to pay.
For example, delinquencies in unsecured loans and indirect automobile
installment loans will be reserved for at significantly higher ratios than loans
secured by real estate. Finally, the Company considers forecasts about future
economic conditions or changes in collateral values that are reasonable and
supportable. Based on that analysis, the Bank deems its allowance for credit
losses in proportion to the total nonaccrual loans and past due loans to be
sufficient.

The allowance was $2.2 million at December 31, 2022, compared to $2.5 million at
December 31, 2021. The allowance as a percentage of total portfolio loans was
1.16% at December 31, 2022 and 1.17% at December 31, 2021.

During the year ended December 31, 2022, the Company recorded net charge offs of
$0.2 million, compared to net recoveries of $0.4 million during the year ended
December 31, 2021.

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The following table reflects activity in the allowance for credit losses - loans
for the periods indicated:

                                                          Year Ended December 31,
                                              2022        2021        2020      2019      2018

                                                           (dollars in thousands)
Beginning Balance                            $ 2,470    $   1,476   $  2,066   $ 2,541   $ 2,589
Impact of ASC 326 adoption                         -        1,574          -         -         -
Loans charged-off
Loans Secured by Real Estate
Construction and land                              -            -          -         -         -
Farmland                                           -            -          -         -         -
Single-family residential                          -            -          -        16       589
Multi-family                                       -            -          -         -         -
Commercial                                         -            -          -         -        13

Total loans secured by real estate                 -            -         

-        16       602
Commercial and Industrial
Commercial and industrial                        200            -          -        27         -
SBA guaranty                                       9            -          -         -         -
Comm SBA PPP                                       -            -          -         -         -

Total commercial and industrial loans            209            -         

-        27         -
Consumer Loans
Consumer                                          14            2          -         -        68
Automobile                                       169          251        392       573       481
Total consumer loans                             183          253        392       573       549
Total                                            392          253        392       616     1,151

Recoveries
Loans Secured by Real Estate
Construction and land                              -            -          -         -         -
Farmland                                           -            -          -         -         -
Single-family residential                          -          408        266         4         2
Multi-family                                       -            -          -         -         -
Commercial                                         -            -          -         -         -
Total loans secured by real estate                 -          408        266         4         2
Commercial and Industrial
Commercial and industrial                          -            -         20        10        14
SBA guaranty                                       -            -          -         -         -
Comm SBA PPP                                       -            -          -         -         -
Total commercial and industrial loans              -            -         20        10        14
Consumer Loans
Consumer                                           8            -          6        10         6
Automobile                                       188          240        199       232       225
Total consumer loans                             196          240        205       242       231
Total                                            196          648        491       256       247

Net charge offs (recoveries)                     196      (1,969)       (99)       360       904
(Release) provisions for credit loss           (112)        (975)      (689)     (115)       856
Balance at end of year                       $ 2,162    $   2,470   $  

1,476 $ 2,066 $ 2,541



Allowance as a percentage of total
loans at the end of the year                    1.16 %       1.17 %     0.58 %    0.73 %    0.85 %
Net charge offs (recoveries) as a
percentage of
average loans during the year                   0.10 %     (0.84) %   (0.04) %    0.12 %    0.32 %


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The following table reflects the amount and percentage of credit loss allowance for each category for the periods indicated:



                                                   At December 31,
                                         2022                          2021
                                             Percentage                    Percentage
                                              Of Loans                      Of Loans
                               Allowance       In Each       Allowance       In Each
                               For Each      Category To     For Each      Category To
Portfolio                      Category      Total Loans     Category      Total Loans
  (dollars in thousands)
Loans Secured by Real
Estate
Construction and land          $       44           2.05 %   $        5           0.21 %
Farmland                               20           0.91             11           0.43
Single-family residential           1,230          56.87          1,357          54.97
Multi-family                          103           4.76            105           4.24
Commercial                            221          10.24            278          11.25
Total loans secured by
real estate                         1,618          74.83          1,756          71.10
Commercial and Industrial
Commercial and industrial             174           8.05            115           4.67
SBA guaranty                           22           1.02             30           1.23
Total commercial and
industrial loans                      196           9.07            145           5.90
Consumer Loans
Consumer                               23           1.05             36           1.44
Automobile                            325          15.05            533          21.56
Total consumer loans                  348          16.10            569          23.00
Total                         $     2,162         100.00 %  $     2,470         100.00 %


Deposits

The funds needed by the Bank to make loans are primarily generated by deposit
accounts solicited from the communities in Anne Arundel County. The Bank's
deposit products include savings accounts, money market deposit accounts, demand
deposit accounts, NOW checking accounts, IRA and SEP accounts and certificates
of deposit. The Bank does not solicit brokered deposits. Variations in service
charges, terms and interest rates are used to target specific markets. Ancillary
products and services for deposit customers include safe deposit boxes, money
orders, night depositories, automated clearinghouse transactions, wire
transfers, ATMs, electronic banking (telephone banking, online banking, bill
pay, card management and control, mobile app, merchant source capture, mobile
deposit capture, Zelle®, etc.). The Bank is a member of the Accel(R) and
MoneyPass(R) ATM networks.

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The following deposit table presents the composition of deposits at December 31,
2022 and 2021:

                                            2022                    2021                 2022 vs 2021
                                     Amount in     % of      Amount in     % of          $           %
                                     thousands     Total     thousands    

Total Change Change Noninterest-bearing deposits $ 143,262 39.5 % $ 155,624 40.6 % $ (12,362) (7.9) %



Interest-bearing deposits:
Checking                                 40,086    10.9 %        37,305     9.7 %         2,781      7.5 %
Savings                                 113,101    31.2 %       106,818    28.0 %         6,283      5.9 %
Money market                             15,791     4.4 %        23,103     6.0 %       (7,312)   (31.6) %
Total interest-bearing checking,
savings and money market deposits       168,978    46.5 %       167,226    43.7 %         1,752      1.0 %

Time deposits under $100,000             30,708     8.5 %        35,773     9.3 %       (5,065)   (14.2) %
Time deposits of $100,00 or more         19,999     5.5 %        24,624     6.4 %       (4,625)   (18.8) %
Total time deposits                      50,707    14.0 %        60,397   

15.7 % (9,690) (16.0) %

Total interest-bearing deposits 219,685 60.5 % 227,623 59.4 % (7,938) (3.5) %



Total Deposits                       $  362,947   100.0 %    $  383,247

100.0 % $ (20,300) (5.3) %





Total deposits were $362.9 million at December 31, 2022, a decrease of $20.3
million, or 5.3%, when compared to the $383.2 million recorded at December 31,
2021. Within the deposit base, noninterest bearing deposit balances decreased
$12.4 million, or 7.9%, interest bearing checking account balances increased
$2.8 million, or 7.5%, interest bearing savings account balances increased by
$6.3 million, or 5.9%, money market balances decreased $7.3 million, or 31.6%,
and time deposit balances decreased by $9.7 million, or 16.0%, when compared to
the amounts at December 31, 2021.

The following table presents the maturity distribution for time deposits of $100,000 or more at December 31, 2022:



(dollars in thousands)                            Amount
Three months or less                             $  1,853
Over three months through twelve months             8,318

Over twelve months through twenty-four months 7,340 Over twenty-four months

                             2,488

Total Time Deposits of $100,000 or More $ 19,999

Borrowings



The Bank uses borrowings from the Federal Home Loan Bank ("FHLB") of Atlanta, of
which it is a member, to supplement funding from deposits. The Bank's total
credit availability is $103.9 million at December 31, 2022 and it may draw $31.7
million which is secured by a floating lien on the Bank's residential first
mortgage loans.

The Bank has available unsecured federal funds lines of credit from two financial institutions for $9.0 million and $8.0 million as of December 31, 2022.

CAPITAL RESOURCES

Ample capital is necessary to sustain growth, provide a measure of protection against unanticipated declines in asset values and safeguard the funds of depositors. Capital also provides a source of funds to meet loan demand and enables us to manage assets and liabilities effectively.



                                       31

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Stockholders' equity decreased to $16.1 million at December 31, 2022, compared
to $35.7 million at December 31, 2021. The $19.7 million, or 55.05%, decrease
for the year ended December 31, 2022, resulted primarily from $20.4 million
increase in net unrealized losses on the available for sale bond portfolio,
offset by a $602,000 increase in retained earnings and $114,000 stock issuances
under the dividend reinvestment program. The book value of the Company's common
stock was $5.60 at December 31, 2022 and $12.51 at December 31, 2021.

The Bank is subject to various regulatory capital requirements administered by
federal banking agencies. Failure to meet minimum capital requirements can
initiate certain mandatory and possibly additional discretionary actions by
regulators that, if undertaken, could have a direct material effect on our
financial statements. Under capital adequacy guidelines and the regulatory
framework for prompt corrective action, the Bank must meet specific capital
guidelines that involve quantitative measures of its assets, liabilities and
certain off-balance sheet items as calculated under regulatory accounting
practices. The capital amounts and classification are also subject to
qualitative judgments by the regulators about components, risk weightings and
other factors.

The capital requirements to which the Bank is subject are known as the Basel
Committee on Banking Supervision and certain provisions of the Dodd-Frank Act.
These Basel III Capital Rules and have been applicable to the Bank since January
1, 2015.

Specifically, the rule imposes the following minimum capital requirements to be considered adequately capitalized:

? A common equity Tier 1 risk-based capital ratio of 4.50%;

? A Tier 1 risk-based capital ratio of 6.00%;

? A total risk-based capital ratio of 8.00%; and

? A leverage ratio of 4.00%.




Under the rule, common equity Tier 1 capital includes accumulated other
comprehensive income (which includes all unrealized net gains and losses on
available for sale debt and equity securities and all unrealized net gain or
loss on defined benefit pension plan), subject to a one-time opt-out election.
The Bank elected to opt-out of this provision. As such, accumulated
comprehensive income is not included in determining the Bank's regulatory
capital ratios.

The rule also includes risk weights of assets to reflect credit risk and other
risk exposures. These include a 150% risk weight for certain high volatility
commercial real estate acquisitions, development and construction loans and
non-residential mortgage loans that are 90 days past due or otherwise on
nonaccrual status, a 20% credit conversion factor for the unused portion of a
commitment with an original maturity of one year or less that is not
unconditionally cancellable, a 250% risk weight (up from 100%) for deferred tax
assets that are not deducted from capital and increased risk weights (from 0% to
up to 600%) for certain equity exposures.

Finally, the rule limits capital distributions and certain discretionary bonus
payments if the banking organization does not hold a "capital conservation
buffer" consisting of 2.50% of common equity Tier 1 capital to risk weighted
assets in addition to the amount necessary to meet its minimum risk-based
capital requirements.

For regulatory capital purposes, deferred tax assets that arise from net
operating loss and tax credit carryforwards (net of any related valuations
allowances and net of deferred tax liabilities) are excluded from regulatory
capital, in addition to certain overall limits on net deferred tax assets as a
percentage of common equity Tier 1 capital. At December 31, 2022, none of the
Bank's net deferred tax asset was excluded from common equity Tier 1, Tier 1 and
total regulatory capital. We will continue to evaluate the realizability of our
net deferred tax asset on a quarterly basis for both financial reporting and
regulatory capital purposes. This evaluation may result in the inclusion of a
deferred tax asset in regulatory capital in an amount that is different from the
amount determined under GAAP.

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In addition, the Bank is required to maintain a minimum level of Tier 1 capital
to average total assets excluding intangibles. This measure is known as the
leverage ratio. The current regulatory minimum for the leverage ratio for
institutions to be considered "well capitalized" is 5.00%, but an individual
institution could be required to maintain a higher level.

Quantitative measures established by regulation to ensure capital adequacy
require the Bank to maintain amounts and ratios (set forth in the table below)
of total, common equity Tier 1 and Tier 1 capital (as defined in the
regulations) to risk-weighted assets (as defined), and a leverage ratio of Tier
1 capital (as defined) to average tangible assets (as defined). At December 31,
2022 and 2021, the Bank had regulatory capital in excess of that required under
each requirement and was classified as "well capitalized".

Actual capital amounts and ratios for the Bank are presented in the following tables (dollars in thousands):



                                                                                     To Be Well Capitalized
                                                          To Be Considered           Under Prompt Corrective
                                     Actual            Adequately Capitalized           Action Provisions

(dollars in thousands) Amount Ratio Amount Ratio Amount

           Ratio
As of December 31, 2022
Common Equity Tier 1 Capital    $ 37,963    16.45 %  $       10,383
4.50 %  $      14,998          6.50 %
Total Risk-Based Capital        $ 39,866    17.28 %  $       18,459        8.00 %  $      23,074         10.00 %
Tier 1 Risk-Based Capital       $ 37,963    16.45 %  $       13,845        6.00 %  $      18,459          8.00 %
Tier 1 Leverage                 $ 37,963     9.53 %  $       15,938        4.00 %  $      19,922          5.00 %


                                                                                     To Be Well Capitalized
                                                          To Be Considered           Under Prompt Corrective
                                     Actual            Adequately Capitalized           Action Provisions

(dollars in thousands) Amount Ratio Amount Ratio Amount

           Ratio
As of December 31, 2021
Common Equity Tier 1 Capital    $ 37,592    15.32 %  $       11,044
4.50 %  $      15,952          6.50 %
Total Risk-Based Capital        $ 39,329    16.03 %  $       19,634        8.00 %  $      24,542         10.00 %
Tier 1 Risk-Based Capital       $ 37,592    15.32 %  $       14,725        6.00 %  $      19,634          8.00 %
Tier 1 Leverage                 $ 37,592     8.40 %  $       17,910        4.00 %  $      22,388          5.00 %


Federal bank regulatory agencies are required to take certain supervisory
actions against an undercapitalized bank, the severity of which depends upon the
bank's degree of capitalization. Failure to maintain an appropriate level of
capital could cause the regulator to take any one or more of a number of
discretionary supervisory actions, including the issuance of a capital directive
and the replacement of senior executive officers and directors.

LIQUIDITY



Liquidity describes our ability to meet financial obligations, including lending
commitments and contingencies, which arise during the normal course of business.
Liquidity is primarily needed to meet the borrowing and deposit withdrawal
requirements of the Company's customers, as well as to meet current and planned
expenditures. Management monitors the liquidity position daily.

Our liquidity is derived primarily from our deposit base, scheduled amortization
and prepayments of loans and investment securities, funds provided by operations
and capital. Additionally, liquidity is provided through our portfolios of cash
and interest-bearing deposits in other banks, federal funds sold and securities
available for sale. While scheduled principal repayments on loans are a
relatively predictable source of funds, deposit flows and loan prepayments are
greatly influenced by market interest rates, economic conditions, and rates
offered by the Bank's competitors.

The borrowing requirements of customers include commitments to extend credit and
the unused portion of lines of credit, which totaled $30.7 million at December
31, 2022. Management notes that, historically, a small percentage of unused
lines of credit are actually drawn down by customers within a 12-month period.

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Our most liquid assets are cash and assets that can be readily converted into
cash, including interest-bearing deposits with banks and federal funds sold, and
investment securities. At December 31, 2022, we had $2.0 million in cash and due
from banks, $28.1 million in interest-bearing deposits with banks and federal
funds sold, and $144.1 million in investment securities available for sale.

The Bank also has external sources of funds through the FHLB, Federal Reserve
Discount Window and newly formed Bank Term Funding Program which can be drawn
upon when required. The Bank has a line of credit totaling approximately $103.9
million with the FHLB of which $103.9 million was available to be drawn on
December 31, 2022, based on qualifying loans and securities pledged as
collateral. The lines of credit with the Federal Reserve are limited to the
amount of qualifying collateral pledged.

Additionally, the Bank has unsecured federal funds lines of credit totaling $17.0 million with two institutions. The proceeds of the Company's line of credit may be used for general corporate purposes.



To further aid in managing liquidity, the Bank's Board of Directors has approved
and formed an Asset/Liability Management Committee ("ALCO") and Investment
Committee to review and discuss recommendations for the use of available cash
and to maintain an investment portfolio. By limiting the maturity of securities
and maintaining a conservative investment posture, management can rely on the
investment portfolio to help meet any short-term funding needs.

We believe the Bank has adequate cash on hand and available through liquidation
of investment securities and available borrowing capacity to meet our liquidity
needs. Although we believe sufficient liquidity exists, if economic conditions
and consumer confidence deteriorate, this liquidity could be depleted, which
would then materially affect our ability to meet operating needs and to raise
additional capital.

OFF-BALANCE SHEET ARRANGEMENTS



The Bank is a party to financial instruments in the normal course of business to
meet the financing needs of its customers. These financial instruments include
commitments to extend credit and standby letters of credit, which involve, to
varying degrees, elements of credit and interest rate risk in excess of the
amounts recognized in the consolidated financial statements.

Loan commitments and lines of credit are agreements to lend to customers as long
as there is no violation of any conditions of the contracts. Loan commitments
generally have interest rates fixed at current market amounts, fixed expiration
dates, and may require payment of a fee. Lines of credit generally have variable
interest rates. Many of the loan commitments and lines of credit are expected to
expire without being drawn upon; accordingly, the total commitment amounts do
not necessarily represent future cash requirements. The Bank evaluates each
customer's creditworthiness on a case-by-case basis. The amount of collateral or
other security obtained, if deemed necessary by the Bank upon extension of
credit, is based on management's credit evaluation. Collateral held varies but
may include deposits held in financial institutions, U.S. Treasury securities,
other marketable securities, accounts receivable, inventory, property and
equipment, personal residences, income-producing commercial properties, and land
under development. Personal guarantees are also obtained to provide added
security for certain commitments.

Letters of credit are conditional commitments issued by the Bank to guarantee
the performance of a customer to a third party. Those guarantees are primarily
issued to guarantee the installation of real property improvements and similar
transactions. The credit risk involved in issuing letters of credit is
essentially the same as that involved in extending loan facilities to customers.
The Bank holds collateral and obtains personal guarantees supporting those
commitments for which collateral or other securities is deemed necessary.

The Bank's exposure to credit loss in the event of nonperformance by the customer is the contractual amount of the commitment.



                                       34

Table of Contents

Currently, we break-out our unfunded commitments into the following categories:

? Unfunded Construction Commitments

? Unfunded Commercial Lines of Credit and Other

? Unfunded Home Equity LOC

? Unfunded Demand Deposit Overdraft LOC

? Committed Loans Which Have Not Closed

? Letters of Credit




Loan commitments, lines of credit, and letters of credit are made on the same
terms, including collateral, as outstanding loans. As of December 31, 2022, the
Bank has accrued $477,215 as a reserve for credit losses on unfunded
commitments, an increase of $106,535 from the $370,680 accrued as of December
31, 2021. Unfunded commitments related to these financial instruments with off
balance sheet risk, are included in "other liabilities". The additional
provision amount is included in 'other expense'.

MARKET RISK MANAGEMENT



Our primary market risk is interest rate fluctuation. Interest rate risk results
primarily from the traditional banking activities in which the Bank engages,
such as gathering deposits and extending loans. Many factors, including economic
and financial conditions, movements in interest rates and consumer preferences
affect the difference between the interest earned on our assets and the interest
paid on liabilities. Our interest rate risk represents the level of exposure we
have to fluctuations in interest rates and is primarily measured as the change
in earnings and the theoretical market value of equity that results from changes
in interest rates. The Investment Committee oversees our management of interest
rate risk. The objective of the management of interest rate risk is to maximize
stockholder value, enhance profitability and increase capital, serve customer
and community needs, and protect us from any material financial consequences
associated with changes in interest rate risk.

Interest rate risk is that risk to earnings or capital arising from movement of
interest rates. It arises from differences between the timing of rate changes
and the timing of cash flows (repricing risk); from changing rate relationships
across yield curves that affect bank activities (basis risk); from changing rate
relationships across the spectrum of maturities (yield curve risk); and from
interest rate related options embedded in certain bank products (option risk).
Changes in interest rates may also affect a bank's underlying economic value.
The value of a bank's assets, liabilities, and interest-rate related,
off-balance sheet contracts is affected by a change in rates because the present
value of future cash flows, and in some cases the cash flows themselves, is
changed.

We believe that accepting some level of interest rate risk is necessary in order to achieve realistic profit goals. Management and the Board have chosen an interest rate risk profile that is consistent with our strategic business plan.



The Company's Board of Directors has established a comprehensive interest rate
risk management policy, which is administered by the Investment Committee. The
policy establishes limits on risk, which are quantitative measures of the
percentage change in net interest income (a measure of net interest income at
risk) and the fair value of equity capital (a measure of economic value of
equity or "EVE" at risk) resulting from a hypothetical change in U.S. Treasury
interest rates. We measure the potential adverse impacts that changing interest
rates may have on our short-term earnings, long-term value, and liquidity by
employing simulation analysis through the use of computer modeling. The
simulation model captures optionality factors such as call features and interest
rate caps and floors imbedded in investment and loan portfolio contracts. As
with any method of gauging interest rate risk, there are certain shortcomings
inherent in the interest rate modeling methodology we employ. When interest
rates change, actual movements in different categories of interest-earning
assets and interest-bearing liabilities, loan prepayments, and withdrawals of
time and other deposits, may deviate significantly from assumptions used in the
model. Finally, the methodology does not measure or reflect the impact that
higher rates may have on adjustable-rate loan customers' ability to service
their debts, or the impact of rate changes on demand for loan and deposit
products.

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We prepare a current base case and up to eight alternative simulations at least
once a quarter and report the analysis to the Board of Directors. In addition,
more frequent forecasts may be produced when interest rates are particularly
uncertain or when other business conditions or strategy analysis so dictate.

The statement of condition is subject to quarterly testing for up to eight
alternative interest rate shock possibilities to indicate the inherent interest
rate risk. Average interest rates are shocked by +/ - 100, 200, 300, and 400
basis points ("bp"), although we may elect not to use particular scenarios that
we determine are impractical in the current rate environment. It is our goal to
structure the balance sheet so that net interest-earnings at risk over a
twelve-month period and the economic value of equity at risk do not exceed
policy guidelines at the various interest rate shock levels.

At December 31, 2022, we were in an asset sensitive position. Management
continuously strives to reduce higher costing fixed rate funding instruments,
while increasing assets that are more fluid in their repricing. An asset
sensitive position, theoretically, is favorable in a rising rate environment
since more assets than liabilities will reprice in a given time frame as
interest rates rise. Similarly, a liability sensitive position, theoretically,
is favorable in a declining interest rate environment since more liabilities
than assets will reprice in a given time frame as interest rates decline.
Management works to maintain a consistent spread between yields on assets and
costs of deposits and borrowings, regardless of the direction of interest rates.

                                                             Static Balance Sheet/Immediate Change in Rates
Estimated Changes in Net Interest Income        `-200 bp                   

            `-100 bp     `+100 bp     `+200 bp
Policy Limit                                      -15 %                                  -10 %        -10 %        -15 %
December 31, 2022                                 -12 %                                   -6 %          1 %          3 %
December 31, 2021                                 -11 %                                   -7 %          9 %         20 %

As shown above, measures of net interest income at risk were slightly less favorable at December 31, 2022 than at December 31, 2021 over a 12 month modeling period. All measures remained within prescribed policy limits.


Falling Rates: If market rates decline in a parallel fashion (i.e. down 100 or
200 bp over 12 months), projected NII levels quickly fall beneath the base rates
scenario and present potential exposure to NII over the life of the simulation
as the asset base is assumed to be recycled into lower rates while the low cost
nature of the current funding base severely limits the amount of relief it can
provide to asset yield pressures.

Rising Rates: In all rising rate scenarios, regardless of the degree and pace of
rate increases, projected NII shows immediate benefit in comparison to the base
rates scenario. NII trends upward at a faster pace due to the short to
intermediate term asset base that is relatively quick to recycle into the higher
rate environment that is funded primarily with core deposits that are assumed to
be less rate sensitive in nature.

The measures of equity value at risk indicate the ongoing economic value of the
Company by considering the effects of changes in interest rates on all of the
Company's cash flows, and by discounting the cash flows to estimate the present
value of assets and liabilities. The difference between these discounted values
of the assets and liabilities is the economic value of equity, which, in theory,
approximates the fair value of the Company's net assets.

                                                             Static Balance Sheet/Immediate Change in Rates
Estimated Changes in Economic Value of
Equity (EVE)                                    `-200 bp                                `-100 bp     `+100 bp     `+200 bp
Policy Limit                                      -20 %                                  -10 %        -10 %        -20 %
December 31, 2022                                   4 %                                    3 %         -6 %        -12 %
December 31, 2021                                 -40 %                                  -18 %          6 %          9 %


The EVE at risk declined at December 31, 2022 when compared to December 31, 2021
in the down interest rate shock levels and increased in the up interest rate
shock levels. The Company's economic value of equity has a positive effect in a
declining interest rate environment and a negative effect in an increasing
interest rate environment because the liabilities reprice at a much slower rate
than our assets, and our interest earning assets are much greater than our
interest-bearing liabilities. The Company's economic value of equity improves in
declining interest rate environments as the

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majority of our liabilities cannot continue to decrease from their current low
levels thus the economic value of our liabilities and our assets both worsen in
a declining rate environment.

IMPACT OF INFLATION AND CHANGING PRICES



The consolidated financial statements and notes thereto presented herein have
been prepared in accordance with generally accepted accounting principles, which
require the measurement of financial position and operating results in terms of
historical dollars without considering the changes in the relative purchasing
power of money over time due to inflation. Unlike most industrial companies,
nearly all of the Company's assets and liabilities are monetary in nature. As a
result, interest rates have a greater impact on the Company's performance than
do the effects of general levels of inflation. Interest rates do not necessarily
move in the same direction or to the same extent as the prices of goods and
services.

CRITICAL ACCOUNTING POLICIES


Our consolidated financial statements are prepared in accordance with U.S.
generally accepted accounting principles (GAAP) and follow general practices
within the industries in which we operate. All intercompany transactions are
eliminated in consolidation and certain reclassifications are made when
necessary in order to conform the previous year's financial statements to the
current year's presentation. Application of these principles requires management
to make estimates or judgments that affect the amounts reported in the financial
statements and accompanying notes. These estimates or judgments reflect
management's view of the most appropriate manner in which to record and report
our overall financial performance. Because these estimates or judgments are
based on current circumstances, they may change over time or prove to be
inaccurate based on actual experience. As such, changes in these estimates,
judgments, and/or assumptions may have a significant impact on our financial
statements. All accounting policies are important, and all policies described in
Part II, Item 8, Financial Statements and Supplementary Data, Note 1, should be
reviewed for a greater understanding of how our financial performance is
recorded and reported.

We have identified the following three policies as being critical because they
require management to make particularly difficult, subjective, and/or complex
estimates or judgments about matters that are inherently uncertain and because
of the likelihood that materially different amounts would be reported under
different conditions or using different assumptions. These policies relate to
the determination of the allowance for credit losses - loans, fair value
measurements and the accounting for income taxes. Management believes it has
used the best information available to make the estimations or judgments
necessary to value the related assets and liabilities. Actual performance that
differs from estimates or judgments and future changes in the key variables
could change future valuations and impact net income. Management has reviewed
the application of these policies with the Audit Committee of the Board of
Directors. Following is a discussion of the areas we view as our most critical
accounting policies, including the identification of the variables most
important in the estimation process.

Allowance for Credit Losses - Loans



The Company maintains an allowance for credit losses ("ACL") for the expected
credit losses of the loan portfolio as well as unfunded loan commitments. The
amount of ACL is based on ongoing, quarterly assessments by management. The CECL
methodology requires an estimate of the credit losses expected over the life of
an exposure (or pool of exposures) and replaces the incurred loss methodology's
threshold that delayed the recognition of a credit loss until it was probable a
loss event was incurred. The Company also considers qualitative adjustments to
the historical loss rate for each loan portfolio class. The qualitative
adjustments for each loan class consider the conditions over the 20-year
look-back period from which historical loss experience was based and are split
into two components: 1) asset or class specific risk characteristics or current
conditions at the reporting date related to portfolio credit quality, remaining
payments, volume and nature, credit culture and management, business environment
or other management factors; and 2) reasonable and supportable forecast of
future economic conditions and collateral values. Our accounting policy related
to the reserve is disclosed in Note 1 under the heading "Allowance for Credit
Losses - Loans."

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Fair Value Measurements

We use fair value measurements to record certain financial instruments and to
determine fair value disclosures. Available for sale securities and interest
rate swap agreements are financial instruments recorded at fair value on a
recurring basis. Additionally, from time to time, we may be required to record
at fair value other financial assets on a nonrecurring basis. These nonrecurring
fair value adjustments typically involve write-downs of, or specific reserves
against, individual assets. GAAP establishes a three-level hierarchy for
disclosure of assets and liabilities recorded at fair value. The classification
of assets and liabilities within the hierarchy is based on whether the inputs to
the valuation methodology used in the measurement are observable or
unobservable. Observable inputs reflect market-driven or market-based
information obtained from independent sources, while unobservable inputs reflect
our estimates about market data.

The degree of management judgment involved in determining the fair value of a
financial instrument is dependent upon the availability of quoted market prices
or observable market data. For financial instruments that trade actively and
have quoted market prices or observable market data, there is minimal
subjectivity involved in measuring fair value. When observable market prices and
data are not fully available, management judgment is necessary to estimate fair
value. In addition, changes in the market conditions may reduce the availability
of quoted prices or observable data. For example, reduced liquidity in the
capital markets or changes in secondary market activities could result in
observable market inputs becoming unavailable. Therefore, when market data is
not available, we use valuation techniques that require more management judgment
to estimate the appropriate fair value measurement. Fair value is discussed
further in Note 1 under the heading "Fair Value Measurements" and in Note 15,
"Fair Value of Financial Instruments".

Accounting for Income Taxes



We use the liability method of accounting for income taxes. Under the liability
method, deferred tax assets and liabilities are determined based on differences
between the financial statement carrying amounts and the tax basis of existing
assets and liabilities (i.e., temporary differences) and are measured at the
enacted rates in effect when these differences reverse. Deferred tax assets are
reduced by a valuation allowance when, in the opinion of management, it is more
likely than not that some portion or all of the deferred tax assets will not be
realized. We exercise significant judgment in the evaluation of the amount and
timing of the recognition of the resulting tax assets and liabilities. The
judgments and estimates required for the evaluation are updated based upon
changes in business factors and the tax laws. If actual results differ from the
assumptions and other considerations used in estimating the amount and timing of
tax recognized, there can be no assurance that additional expenses will not be
required in future periods. Realization of deferred tax assets is dependent on
generating sufficient taxable income in the future.

Other significant accounting policies are presented in Note 1 to the
consolidated financial statements that appear elsewhere in this Annual Report on
Form 10K.  We have not substantively changed any aspect of our overall approach
in the application of the foregoing policies.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DICLOSURES ABOUT MARKET RISK

Not applicable.

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