Amended Annual Report (10-k/a)

CSBB CSB Bancorp Inc (PK)

CSBB CSB Bancorp Inc (PK)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

(Amendment No. 1)

(Mark One)

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

For the fiscal year ended December 31, 2021

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO

Commission File Number 0-21714

CSB BANCORP, INC.

(Exact name of Registrant as specified in its Charter)

Ohio	34-1687530
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
91 North Clay Street Millersburg, Ohio	44654
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (330) 674-9015

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

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Shares, $6.25 par value

CSBB

OTC Pink

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐

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

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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant, based on the closing price of the shares of common stock as of June 30, 2021 of $38.00 per share on the OTC Stock Market, was $95.2 million.

The number of shares of Registrant’s Common Stock outstanding as of March 15, 2022 was 2,718,024.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of CSB Bancorp Inc.’s Proxy Statement for the 2022 Annual Meeting of Shareholders are incorporated by reference in Part III of this Form 10-K.

Auditor Firm Id:

Auditor Name:

S.R. Snodgrass, P.C.

Auditor Location:

Cranberry Township, PA

EXPLANATORY NOTE

This Amendment No. 1 (“Amendment No. 1”) to the Annual Report on Form 10-K of CSB Bancorp, Inc. (the “Company”) for the year ended December 31, 2021, as filed with the U.S. Securities and Exchange Commission on March 16, 2022 (the “Original Form 10-K”), is being filed for the sole purpose of providing a revised version of the S.R. Snodgrass audit opinion with a legible date. The opinion of S.R. Snodgrass included in the Original Form 10-K in Part II, Item 8 contained an illegible date due to a formatting error. There are no other changes to the Original Form 10-K.

Except as otherwise expressly noted herein, this Amendment No. 1 does not modify or update in any way the financial position, results of operations, cash flows, or other disclosures in, or exhibits to, the Original Form 10-K, nor does it reflect events occurring after the filing of the Original Form 10-K. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Form 10-K.

In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), new certifications by the Company’s principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment No. 1 pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

REPORT ON MANAGEMENT’S ASSESSMENT OF INTERNAL CONTROL OVER FINANCIAL REPORTING

The management of CSB Bancorp, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act of 1934, as amended. The Company’s internal control over financial reporting is designed to provide reasonable assurance that our published financial statements are fairly presented, in all material respects, in conformity with generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management conducted the required assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2021. Management’s assessment did not identify any material weaknesses in the Company’s internal control over financial reporting. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in the 2013 Internal Control-Integrated Framework. Based upon this assessment, management believes that the Company’s internal control over financial reporting is effective as of December 31, 2021.



Eddie L. Steiner				Paula J. Meiler
President,				Senior Vice President,
Chief Executive Officer				Chief Financial Officer

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of CSB Bancorp, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of CSB Bancorp, Inc. and subsidiaries (the “Company”) as of December 31, 2021 and 2020; the related consolidated statements of income, comprehensive income, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2021; and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent, with respect to the Company, in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements; and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter, in any way, our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Allowance for Loan Losses (ALL) – Qualitative Factors

Description of the Matter

The Company’s loan portfolio totaled $549 million as of December 31, 2021, and the associated ALL was $7.6 million. As discussed in Notes 1 and 3 to the consolidated financial statements, determining the amount of the ALL requires significant judgment about the collectability of loans, which includes an assessment of historical loss experience within each risk category of loans, qualitative adjustment to those historical loss allocations, and testing of certain commercial loans for impairment. Management applies the additional qualitative adjustments to reflect the inherent losses that exist in the loan portfolio at the balance sheet date that are not reflected in the historical loss experience. Qualitative adjustments are made based upon changes in lending policies and practices, economic conditions, changes in the loan portfolio mix, trends in loan delinquencies and classified loans, collateral values, concentrations of credit risk for the commercial loan portfolios, and specific industry exposures that are more susceptible to loss during the COVID-19 pandemic.

We identified these qualitative adjustments within the ALL as critical audit matters because they involve a high degree of subjectivity and are highly difficult to estimate based on the uncertainty of the pandemic. In turn, auditing management’s judgments regarding the qualitative factors applied in the ALL calculation involved a high degree of subjectivity.

How We Addressed the Matter in Our Audit

We gained an understanding of the Company’s process for establishing the ALL, including the qualitative adjustments made to the ALL. We evaluated the design and tested the operating effectiveness of controls over the Company’s ALL process, which included, among others, management’s review and approval controls designed to assess the need and level of qualitative adjustments to the ALL, as well as the reliability of the data utilized to support management’s assessment. To test the qualitative adjustments, we evaluated the appropriateness of management’s methodology and assessed whether all relevant risks were reflected in the ALL.

Regarding the measurement of the qualitative adjustments, we evaluated the completeness, accuracy, and relevance of the data and inputs utilized in management’s estimate. For example, we compared the inputs and data to the Company’s historical loan performance data, third-party macroeconomic data, and other internal and external data points and considered the existence of new or contrary information. Furthermore, we analyzed the changes in the components of the qualitative reserves relative to changes in external economic factors, the Company’s loan portfolio, and asset quality trends, which included the evaluation of management’s ability to capture and assess relevant data from both external sources and internal reports on loan customers affected by the COVID-19 pandemic and the supporting documentation for substantiating revisions to qualitative factors. We assessed the reasonableness of the factors from both a directional perspective and from an overall magnitude perspective as compared to the underlying data.

We also utilized internal credit review specialists with knowledge to evaluate the appropriateness of management’s risk-rating processes, to ensure that the risk ratings applied to the commercial loan portfolio were reasonable.

We have served as the Company’s auditor since 2005.

Cranberry Township, Pennsylvania

March 2, 2022

CONSOLIDATED BALANCE SHEETS

At December 31, 2021 and 2020

(Dollars in thousands, except share data)	2021			2020
ASSETS
Cash and cash equivalents
Cash and due from banks	$	19,543		$	19,281
Interest-earning deposits in other banks		224,114			162,371
Total cash and cash equivalents		243,657			181,652

Securities
Available-for-sale, at fair value		131,708			190,438
Held-to-maturity; fair value of $174,528 in 2021 and $9,225 in 2020		174,808			9,045
Equity securities		115			87
Restricted stock, at cost		4,614			4,614
Total securities		311,245			204,184

Loans held for sale		231			1,378

Loans		549,154			609,159
Less allowance for loan losses		7,618			8,274
Net loans		541,536			600,885

Premises and equipment, net		13,866			12,633
Core deposit intangible		—			44
Goodwill		4,728			4,728
Bank-owned life insurance		24,035			21,416
Accrued interest receivable and other assets		4,941			4,712
TOTAL ASSETS	$	1,144,239		$	1,031,632

LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES
Deposits
Noninterest-bearing	$	334,346		$	272,051
Interest-bearing		668,401			619,511
Total deposits		1,002,747			891,562

Short-term borrowings		36,530			37,215
Other borrowings		3,407			4,664
Accrued interest payable and other liabilities		4,240			4,332
Total liabilities		1,046,924			937,773

SHAREHOLDERS’ EQUITY
Common stock, $6.25 par value. Authorized 9,000,000 shares; issued 2,980,602 shares; and outstanding 2,718,024 shares in 2021 and 2,742,350 in 2020		18,629			18,629
Additional paid-in capital		9,815			9,815
Retained earnings		76,715			69,209
Treasury stock at cost: 262,578 shares in 2021, 238,252 shares in 2020		(5,719	)		(4,780	)
Accumulated other comprehensive income (loss)		(2,125	)		986
Total shareholders’ equity		97,315			93,859
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,144,239		$	1,031,632

These consolidated financial statements should be read in connection with the accompanying notes to the consolidated financial statements.

CONSOLIDATED STATEMENTS OF INCOME

Years Ended December 31, 2021, 2020, and 2019

(Dollars in thousands, except per share data)	2021			2020			2019
INTEREST AND DIVIDEND INCOME
Loans, including fees	$	26,124		$	28,354		$	28,553
Taxable securities		2,613			1,882			2,247
Nontaxable securities		455			464			532
Other		337			366			1,129
Total interest and dividend income		29,529			31,066			32,461
INTEREST EXPENSE
Deposits		1,884			2,723			3,609
Short-term borrowings		53			89			317
Other borrowings		75			101			136
Total interest expense		2,012			2,913			4,062
NET INTEREST INCOME		27,517			28,153			28,399

PROVISION (RECOVERY) FOR LOAN LOSSES		(655	)		1,650			1,140
Net interest income, after provision (recovery) for loan losses		28,172			26,503			27,259
NONINTEREST INCOME
Service charges on deposit accounts		939			1,003			1,252
Trust services		1,059			896			899
Debit card interchange fees		2,050			1,661			1,481
Gain on sale of loans, net		1,449			1,951			462
Earnings on bank owned life insurance		619			522			446
Unrealized gain (loss) on equity securities		28			(4	)		9
Other income		1,181			906			879
Total noninterest income		7,325			6,935			5,428
NONINTEREST EXPENSES
Salaries and employee benefits		12,599			11,707			11,663
Occupancy expense		1,033			953			832
Equipment expense		714			657			571
Professional and director fees		1,184			1,284			1,332
Financial institutions and franchise tax		765			684			612
Marketing and public relations		461			398			535
Software expense		1,342			1,101			938
Debit card expense		710			621			554
Amortization of intangible assets		44			60			63
FDIC insurance expense		478			203			98
Other expenses		2,763			2,674			2,571
Total noninterest expenses		22,093			20,342			19,769
INCOME BEFORE INCOME TAXES		13,404			13,096			12,918
FEDERAL INCOME TAX PROVISION		2,567			2,528			2,504
NET INCOME	$	10,837		$	10,568		$	10,414
EARNING PER SHARE
Basic and diluted	$	3.97		$	3.85		$	3.80

These consolidated financial statements should be read in connection with the accompanying notes to the consolidated financial statements.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Years Ended December 31, 2021, 2020, and 2019

(Dollars in thousands)	2021			2020			2019
Net income	$	10,837		$	10,568		$	10,414
Other comprehensive (loss) income
Unrealized (loss) gains arising during the period		(2,050	)		1,094			1,803
Unrealized losses on held-to-maturity transfer		(1,976	)		—			—
Reclassification of unrealized losses on held-to-maturity transfer		86			63			75
Income tax effect at 21%		829			(243	)		(394	)
Other comprehensive (loss) income		(3,111	)		914			1,484
Total comprehensive income	$	7,726		$	11,482		$	11,898

These consolidated financial statements should be read in connection with the accompanying notes to the consolidated financial statements.

CONSOLIDATED STATEMENTS OF CHANGES IN

SHAREHOLDERS’ EQUITY

Years Ended December 31, 2021, 2020, and 2019

(Dollars in thousands, except per share data)	Common Stock		Additional Paid-In Capital		Retained Earnings			Treasury Stock			Accumulated Other Comprehensive Income (Loss)			Total
BALANCE AT DECEMBER 31, 2018	$	18,629	$	9,815	$	54,288		$	(4,784	)	$	(1,412	)	$	76,536
Net income		—		—		10,414			—			—			10,414
Other comprehensive income		—		—		—			—			1,484			1,484
Issuance of 108 treasury shares		—		—		—			4			—			4
Cash dividends declared, $1.08 per share		—		—		(2,962	)		—			—			(2,962	)

BALANCE AT DECEMBER 31, 2019	$	18,629	$	9,815	$	61,740		$	(4,780	)	$	72		$	85,476
Net income		—		—		10,568			—			—			10,568
Other comprehensive income		—		—		—			—			914			914
Cash dividends declared, $1.13 per share		—		—		(3,099	)		—			—			(3,099	)

BALANCE AT DECEMBER 31, 2020	$	18,629	$	9,815	$	69,209		$	(4,780	)	$	986		$	93,859
Net income		—		—		10,837			—			—			10,837
Other comprehensive loss		—		—		—			—			(3,111	)		(3,111	)
Purchase of 24,326 treasury shares		—		—		—			(939	)		—			(939	)
Cash dividends declared, $1.22 per share		—		—		(3,331	)		—			—			(3,331	)

BALANCE AT DECEMBER 31, 2021	$	18,629	$	9,815	$	76,715		$	(5,719	)	$	(2,125	)	$	97,315

These consolidated financial statements should be read in connection with the accompanying notes to the consolidated financial statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Years Ended December 31, 2021, 2020, and 2019

(Dollars in thousands)	2021			2020			2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	10,837		$	10,568		$	10,414
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of premises, equipment and software		890			853			745
Deferred income taxes		(131	)		(36	)		66
(Recovery of) provision for loan losses		(655	)		1,650			1,140
Gain on sale of loans, net		(1,449	)		(1,951	)		(462	)
Security amortization, net of accretion		1,288			926			478
Secondary market loan sale proceeds		46,783			60,765			19,671
Originations of secondary market loans held-for-sale		(42,394	)		(59,410	)		(19,820	)
Earnings on bank-owned life insurance		(619	)		(522	)		(446	)
Effects of changes in operating assets and liabilities:
Net deferred loan fees (costs)		(386	)		1,169			46
Accrued interest receivable		523			(518	)		(60	)
Accrued interest payable		(33	)		(36	)		39
Other assets and liabilities		363			714			87
Net cash provided by operating activities	$	15,017		$	14,172		$	11,898

CASH FLOWS FROM INVESTING ACTIVITIES
Securities:
Proceeds from repayments, available-for-sale	$	47,925		$	54,315		$	20,597
Proceeds from repayments, held-to-maturity		8,660			8,280			6,861
Purchases, available-for-sale		(46,267	)		(132,406	)		(45,858	)
Purchases, held-to-maturity		(122,580	)		(3,425	)		—
Purchase of bank-owned life insurance		(2,000	)		(2,000	)		(4,894	)
Loan originations and payments, net		58,374			(59,547	)		(2,734	)
Proceeds from sale of other real estate		—			95			—
Proceeds from sale of assets		—			716			—
Purchases of premises and equipment		(1,989	)		(1,990	)		(2,655	)
Purchases of software		(108	)		(152	)		(131	)
Net cash used in investing activities	$	(57,985	)	$	(136,114	)	$	(28,814	)

These consolidated financial statements should be read in connection with the accompanying notes to the consolidated financial statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Years Ended December 31, 2021, 2020, and 2019

(Dollars in thousands)	2021			2020			2019
CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits	$	111,185		$	208,016		$	77,048
Net change in short-term borrowings		(685	)		(1,674	)		1,474
Proceeds from other borrowings		—			5,000			—
Repayment of other borrowings		(1,257	)		(6,666	)		(2,195	)
Cash dividends paid		(3,331	)		(3,099	)		(2,962	)
(Purchase) issuance of treasury stock		(939	)		—			4
Net cash provided by financing activities	$	104,973		$	201,577		$	73,369

NET INCREASE IN CASH AND CASH EQUIVALENTS		62,005			79,635			56,453

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR		181,652			102,017			45,564

CASH AND CASH EQUIVALENTS AT END OF YEAR	$	243,657		$	181,652		$	102,017

SUPPLEMENTAL DISCLOSURES
Cash paid during the year for:
Interest	$	2,045		$	2,950		$	4,023
Income taxes		2,425			2,300			4,725

Noncash investing activities:
Transfer of securities from available-for-sale to held-to-maturity		77,194			—			—

Lease adoption:
Right of use lease asset		—			—		477
Lease liability		—			—		469

These consolidated financial statements should be read in connection with the accompanying notes to the consolidated financial statements.

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

CSB Bancorp, Inc. (the “Company” or “CSB”) was incorporated in 1991 in the State of Ohio, and is a registered bank holding company. The Company’s wholly-owned subsidiaries are The Commercial and Savings Bank of Millersburg, Ohio (the “Bank”) and CSB Investment Services, LLC. The Company, through its subsidiaries, operates in one industry segment, the commercial banking industry.

The Bank, an Ohio-chartered bank organized in 1879, provides financial services through its sixteen Banking Centers located in Holmes, Stark, Tuscarawas and Wayne counties. These communities are the source of a substantial majority of the Bank’s deposit, loan, and trust activities. The majority of the Bank’s income is derived from commercial and retail lending activities, and investments in securities. Its primary deposit products are checking, savings, and term certificate accounts. Its primary lending products are residential real estate, commercial real estate, commercial, and installment loans. Substantially, all loans are secured by specific items of collateral including business assets, consumer assets, and real estate. Commercial loans are expected to be repaid with cash flow from business operations. Real estate loans are secured by both residential and commercial real estate.

Significant accounting policies followed by the Company are presented below:

USE OF ESTIMATES IN PREPARING FINANCIAL STATEMENTS

In preparing the Consolidated Financial Statements, in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions affecting the reported amounts of assets and liabilities as of the date of the Consolidated Balance Sheets and reported amounts of revenues and expenses during each reporting period. Actual results could differ from those estimates. The most significant estimates susceptible to change in the near term relate to management’s determination of the allowance for loan losses and the fair value of financial instruments.

PRINCIPLES OF CONSOLIDATION

The Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in consolidation.

The Bank has a trust department and the assets held by the Bank in fiduciary or agency capacities for its customers are not included in the Consolidated Balance Sheets as such items are not assets of the Bank.

CASH AND CASH EQUIVALENTS

For purposes of the Consolidated Statements of Cash Flows, cash, and cash equivalents include cash on hand and amounts due from banks which mature overnight or within ninety days.

CASH RESERVE REQUIREMENTS

Effective, March 26, 2020, the Federal Reserve reduced reserve requirements to zero for all depository institutions. There were no required federal reserves included in “Cash and due from banks” at December 31, 2021 or December 31, 2020. The required reserves are used to facilitate the implementation of monetary policy by the Federal Reserve System. The required reserves are computed by applying prescribed ratios to the classes of average deposit balances. These are held in the form of vault cash and depository amount held with the Federal Reserve Bank. Federal law prohibits the Company from borrowing from the Bank unless the loans are secured by specific collateral.

DEBT SECURITIES

At the time of purchase all debt securities are evaluated and designated as available-for-sale or held-to-maturity. Securities designated as available-for-sale are carried at fair value with unrealized gains and losses on such securities, net of applicable income taxes, recognized as other comprehensive income or loss. During 2021, approximately $77 million par value US Treasuries and mortgage-backed securities were transferred from available-for-sale to held-to-maturity. Held-to-maturity securities are carried at their fair value on the date of transfer or at amortized cost if security purchases are designated as held-to-maturity. On December 31, 2021, 56% of the total investment portfolio was classified as held-to-maturity. The amortized cost of debt securities is adjusted for the accretion of discounts to maturity and the amortization of premiums to the earlier of a bond’s call date or maturity based on the interest method. Such amortization and accretion is included in interest and dividends on securities.

Gains and losses on sales of securities are accounted for on a trade date basis, using the specific identification method, and are included in noninterest income. Securities are periodically reviewed for other-than-temporary impairment based upon a number of factors, including, but not limited to: the length of time and extent to which the market value has been less than cost, the financial condition of the underlying issuer, the receipt of principal and interest according to the contractual terms, the ability of the issuer to meet contractual obligations, the likelihood of the security’s ability to recover any decline in its market value and management’s intent, and ability to hold the security for a period of time sufficient to allow for a recovery in market value. Among the factors considered in determining management’s intent and ability to hold the security, is a review of the Company’s capital adequacy, interest rate risk position, and liquidity. The assessment of a security’s ability to recover any decline in market value, the ability of the issuer to meet contractual obligations, and management’s intent and ability to hold the security requires considerable judgment. A decline in value considered to be other-than-temporary, is recorded as a loss within noninterest income in the Consolidated Statements of Income.

EQUITY SECURITIES

Equity securities are held at fair value. Holding gains and losses are recorded in income. Dividends on equity securities are recognized as income when earned.

RESTRICTED STOCK

Investments in FHLB and Federal Reserve Bank stock are classified as restricted stock, carried at cost, and evaluated for impairment. The Bank is required to maintain an investment in common stock of the FHLB and Federal Reserve Bank because the Bank is a member of the FHLB and the Federal Reserve System.

LOANS

Loans that management has the intent and ability to hold for the foreseeable future, until maturity, or pay-off, generally are stated at their outstanding principal amount, adjusted for charge-offs, the allowance for loan losses, and any deferred loan fees or costs on originated loans. Interest is accrued based upon the daily outstanding principal balance. Loan origination fees and certain direct origination costs are capitalized and recognized as an adjustment of the yield over the life of the related loan.

Interest income is not reported when full repayment is in doubt, typically when the loan is impaired, or payments are past due over 90 days. All interest accrued, but not collected for loans placed on nonaccrual or charged-off is reversed against interest income. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

At origination, a determination is made whether a loan will be held in the Bank’s portfolio or is intended for sale in the secondary market. Mortgage loans held for sale are recorded at the lower of the aggregate cost or fair value. Generally, these loans are held for sale for less than three (3) days. The Bank recognizes gains and losses on sales of the loans held for sale when the sale is completed.

ALLOWANCE FOR LOAN LOSSES

The allowance for loan losses is established as losses are estimated to have occurred through a provision for loan losses charged to income. Loan losses are charged against the allowance when management believes the uncollectability of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.

The allowance for loan losses is evaluated on a regular basis by management and is based upon management’s periodic review of the collectability of the loans in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect borrowers’ ability to repay, estimated value of any underlying collateral, and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value and the probability of collecting scheduled principal and interest payments when due. Loans experiencing insignificant payment delays and payment shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record and the amount of the shortfall in relation to the principal and interest owed. Impairment is measured on a loan-by-loan basis for commercial, commercial real estate, construction loans, and troubled debt restructurings by either the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s obtainable market price, or the fair value of the collateral if the loan is collateral dependent.

Large groups of smaller balance homogeneous loans are collectively evaluated for impairment. Accordingly, the Company does not separately identify individual residential real estate or consumer loans for impairment disclosures.

OTHER REAL ESTATE OWNED

Other real estate acquired through or in lieu of foreclosure is initially recorded at fair value, less estimated costs to sell, and any loan balance in excess of fair value is charged to the allowance for loan losses. Subsequent valuations are periodically performed and write-downs are included in noninterest expenses, as well as expenses related to maintenance of the properties. Gains or losses upon sale are recorded through noninterest income. Other real estate owned amounted to $0 on December 31, 2021 and 2020, respectively.

PREMISES AND EQUIPMENT

Premises and equipment are stated at cost, less accumulated depreciation and amortization. Land is carried at cost. Depreciation and amortization are determined based on the estimated useful lives of the individual assets (typically 20 to 40 years for buildings and 3 to 10 years for equipment) and is computed using the straight-line method. Leasehold improvements are amortized over the useful life of the asset, or lease term, whichever is shorter. Expenses for maintenance and repairs are charged against income as incurred. Costs of major additions and improvements are capitalized.

GOODWILL AND CORE DEPOSIT INTANGIBLE ASSETS

Goodwill is not amortized, but is tested for impairment at least annually in the fourth quarter or more frequently if indicators of impairment are present. The evaluation for impairment involves comparing the current fair value of the reporting unit to the carrying value, including goodwill. If the current fair value of a reporting unit exceeds the carrying value, no additional testing is required, and an impairment loss is not recorded. The Company uses market capitalization and multiples of tangible book value methods to determine the estimated current fair value of its reporting unit. Based on this analysis no impairment was recorded in 2021, 2020 or 2019.

The core deposit intangible assets are assigned useful lives, which are amortized on an accelerated basis over their weighted average lives. There was no remaining core deposit intangible at December 31,2021.

MORTGAGE SERVICING RIGHTS

Mortgage servicing rights (“MSRs”) represent the right to service loans for third party investors. MSRs are recognized at fair value as a separate asset upon the sale of mortgage loans to a third-party investor with the servicing rights retained by the Company. Originated MSRs are recorded at allocated fair value at the time of the sale of the loans to the third-party investor. MSRs are amortized in proportion to and over the estimated period of net servicing income. MSRs are carried at amortized cost, less a valuation allowance for impairment, if any. MSRs are evaluated on a discounted earnings basis to determine the present value of future earnings of the underlying serviced mortgages. All assumptions are reviewed annually, or more frequently if necessary, adjusted to reflect current, and anticipated market conditions.

BANK-OWNED LIFE INSURANCE

The cash surrender value of bank-owned life insurance policies is included as an asset on the Consolidated Balance Sheets and any increases in the cash surrender value are recorded as noninterest income on the Consolidated Statements of Income. In the event of the death of an individual insured under these policies, the Company would receive a death benefit, which would be recorded as noninterest income.

REPURCHASE AGREEMENTS

Substantially all securities sold under repurchase agreements represent amounts advanced by various customers. Securities owned by the Bank are pledged to secure those obligations. Repurchase agreements are not deposits and are not covered by federal deposit insurance.

ADVERTISING COSTS

All advertising costs are expensed as incurred. Advertising expenses amounted to $165 thousand, $165 thousand, and $223 thousand for the years ended 2021, 2020, and 2019, respectively.

FEDERAL INCOME TAXES

The Company and its subsidiaries file a consolidated tax return. Deferred income taxes are provided on temporary differences between financial statement and income tax reporting. Temporary differences are differences between the amounts of assets and liabilities reported for financial statement purposes and their respective tax bases. Deferred tax assets are recognized for temporary differences deductible in future years’ tax returns and for operating loss and tax credit carry forwards. Deferred tax assets are reduced by a valuation allowance if it is deemed more likely than not that some or all of the deferred tax assets will not be realized. Deferred tax liabilities are recognized for temporary differences taxable in future years’ tax returns.

The Bank, domiciled in Ohio, is not currently subject to state and local income taxes.

COMPREHENSIVE INCOME

The Company includes recognized revenue, expenses, gains, and losses in net income. Although certain changes in assets and liabilities, such as unrealized gains and losses on available-for-sale securities, are reported as a separate component of the equity section of the Consolidated Balance Sheets, net of tax, these items along with net income are components of comprehensive income.

TRANSFERS OF FINANCIAL ASSETS

Transfers of financial assets are accounted for as sales when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated from the Company, (2) the transferee obtains the right (free of conditions constraining it from taking advantage of that right) to pledge or exchange the transferred assets, and (3) the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity.

PER SHARE DATA

Earnings per share is computed based on the weighted average number of shares of common stock outstanding during each year. The company currently maintains a simple capital structure, thus, there are no dilutive effects on earnings per share.

The weighted average number of common shares outstanding for earnings per share computations was as follows:

	2021			2020			2019
Weighted average common shares		2,980,602			2,980,602			2,980,602
Average treasury shares		(247,476	)		(238,252	)		(238,306	)
Total weighted average common shares outstanding basic and diluted		2,733,126			2,742,350			2,742,296

Dividends per share are based on the number of shares outstanding at the declaration date.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

ASU 2016-13 - Financial Instruments - Credit Losses. The Update and all subsequent ASU’s that modified Topic 326, requires financial assets be presented at the net amount expected to be collected (i.e. net of expected credit losses), eliminating the probable recognition threshold for credit losses on financial assets measured at amortized cost. The measurement of expected credit losses should be based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. We expect the Update will result in an increase in the allowance for credit losses for the estimated life of the financial asset, including an estimate for debt securities. The amount of any increase will be impacted by the portfolio composition and quality at the adoption date, as well as economic conditions and forecasts at that time. A cumulative-effect adjustment to retained earnings is required as of the beginning of the year of adoption. The Company expects to recognize a one-time cumulative effect adjustment to the allowance for loan losses but cannot yet determine the magnitude of any such one-time adjustment or the overall impact of the new guidance on the consolidated financial statements. In November 2019, the FASB deferred the effective date for ASC 326, Financial Instruments – Credit Losses, for smaller reporting companies to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company qualifies as a smaller reporting company and does not expect to early adopt these ASU’s.

ASU 2017-04 - Simplifying the Test for Goodwill Impairment. The Update, and all subsequent ASU’s, simplifies the goodwill impairment test. Under the new guidance, Step 2 of the goodwill impairment process that requires an entity to determine the implied fair value of its goodwill by assigning fair value to all its assets and liabilities is eliminated. Instead, the entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The new guidance is effective for annual and interim goodwill tests performed in fiscal years beginning after December 15, 2019. Early adoption is permitted. In November 2019, the FASB deferred the effective date for ASC 350, Intangibles – Goodwill and Other, for smaller reporting companies to fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. This Update is not expected to have a material impact on the Company’s financial statements.

ASU 2020-4 – Reference Rate Reform (Topic 848). This update provides temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates, such as Secured Overnight Financing Rate. Entities can elect not to apply certain modification accounting requirements to contracts affected by what the guidance calls reference rate reform if certain criteria are met. An entity that makes this election would not have to remeasure the contracts at the modification date or reassess a previous accounting determination. Also, entities can elect various optional expedients allowing them to continue applying hedge accounting for hedging relationships affected by reference rate reform, if certain criteria are met, and can make a one-time election to sell and/or reclassify held-to-maturity debt securities that reference an interest rate affected by reference rate reform. The amendments in this ASU are effective for all entities upon issuance through December 31, 2022. This Update is not expected to have a significant impact on the Company’s financial statements.

RECLASSIFICATION OF COMPARATIVE AMOUNTS

Certain comparative amounts from the prior years have been reclassified to conform to current year classifications. Such classifications had no effect on net income or shareholders’ equity.

NOTE 2 – SECURITIES

Securities consisted of the following on December 31:

(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
2021
Available-for-sale
U.S. Treasury securities	$	4,982	$	—	$	(10	)	$	4,972
U.S. Government agencies		13,999		—		(327	)		13,672
Mortgage-backed securities of government agencies		78,224		393		(843	)		77,774
Asset-backed securities of government agencies		760		—		(7	)		753
State and political subdivisions		23,189		343		(201	)		23,331
Corporate bonds		11,238		57		(89	)		11,206
Total available-for-sale		132,392		793		(1,477	)		131,708
Held-to-maturity
U.S. Treasury securities		12,700		32		(39	)		12,693
Mortgage-backed securities of government agencies		159,916		504		(766	)		159,654
State and political subdivisions		2,192		3		(14	)		2,181
Total held-to-maturity		174,808		539		(819	)		174,528
Equity securities		53		62		—			115
Restricted stock		4,614		—		—			4,614
Total securities	$	311,867	$	1,394	$	(2,296	)	$	310,965

2020
Available-for-sale
U.S. Treasury security	$	999	$	12	$	—		$	1,011
U.S. Government agencies		13,998		8		—			14,006
Mortgage-backed securities of government agencies		138,964		1,184		(136	)		140,012
Asset-backed securities of government agencies		848		—		(11	)		837
State and political subdivisions		23,422		544		—			23,966
Corporate bonds		10,841		42		(277	)		10,606
Total available-for-sale		189,072		1,790		(424	)		190,438
Held-to-maturity
Mortgage-backed securities of government agencies		5,620		192		(12	)		5,800
State and political subdivisions		3,425		—		—			3,425
Total held-to-maturity		9,045		192		(12	)		9,225
Equity securities		53		34		—			87
Restricted stock		4,614		—		—			4,614
Total securities	$	202,784	$	2,016	$	(436	)	$	204,364

The amortized cost and fair value of debt securities on December 31, 2021, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

(Dollars in thousands)	Amortized Cost		Fair Value
Available-for-sale
Due in one year or less	$	602	$	605
Due after one through five years		29,583		29,589
Due after five through ten years		30,066		29,884
Due after ten years		72,141		71,630
Total debt securities available-for-sale	$	132,392	$	131,708

Held-to-maturity
Due after one through five years	$	9,876	$	9,837
Due after five through ten years		3,887		3,911
Due after ten years		161,045		160,780
Total debt securities held-to-maturity	$	174,808	$	174,528

Securities with a carrying value of approximately $103.0 million and $91.0 million were pledged on December 31, 2021 and 2020 respectively, to secure public deposits, as well as other deposits and borrowings as required or permitted by law.

Restricted stock primarily consists of investments in FHLB and Federal Reserve Bank stock. The Bank’s investment in FHLB stock amounted to $4.1 million on December 31, 2021 and 2020, respectively. Federal Reserve Bank stock was $471 thousand on December 31, 2021 and 2020.

There were no proceeds from sales of debt securities for the years ended December 31, 2021, 2020, and 2019. Gains and losses recognized on equity securities on the consolidated statements of income of $28 thousand, $(4) thousand, and $9 thousand, respectively for the years ended December 31, 2021, 2020, and 2019 were unrealized.

The following table presents gross unrealized losses, fair value of securities, aggregated by investment category, and length of time individual securities have been in a continuous unrealized loss position, on December 31:

	Less Than 12 Months					12 Months or More					Total
(Dollars in thousands)	Gross Unrealized Losses			Fair Value		Gross Unrealized Losses			Fair Value		Gross Unrealized Losses			Fair Value
2021
Available-for-sale
U.S. Treasury securities	$	(10	)	$	4,972	$	—		$	—	$	(10	)	$	4,972
U.S. Government agencies		(69	)		2,930		(258	)		10,742		(327	)		13,672
Mortgage-backed securities of government agencies		(574	)		43,595		(269	)		12,653		(843	)		56,248
Asset-backed securities of government agencies		—			—		(7	)		753		(7	)		753
State and political subdivisions		(201	)		9,646		—			—		(201	)		9,646
Corporate bonds		(44	)		5,710		(45	)		955		(89	)		6,665
Held-to-maturity
U.S. Treasury securities		(39	)		9,837		—			—		(39	)		9,837
Mortgage-backed securities of government agencies		(766	)		98,906		—			—		(766	)		98,906
State and political subdivisions		(14	)		1,749		—			—		(14	)		1,749
Total temporarily impaired securities	$	(1,717	)	$	177,345	$	(579	)	$	25,103	$	(2,296	)	$	202,448

2020
Available-for-sale
Mortgage-backed securities of government agencies	$	(70	)	$	10,808	$	(66	)	$	8,974	$	(136	)	$	19,782
Asset-backed securities of government agencies		—			—		(11	)		837		(11	)		837
Corporate bonds		(32	)		1,968		(245	)		3,733		(277	)		5,701
Held-to-maturity
Mortgage-backed securities of government agencies		(12	)		1,734		—			—		(12	)		1,734
Total temporarily impaired securities		(114	)	$	14,510	$	(322	)	$	13,544	$	(436	)	$	28,054

There were 66 securities in an unrealized loss position on December 31, 2021, eleven (11) of which were in a continuous loss position for twelve (12) or more months. At least quarterly, the Company conducts a comprehensive security-level impairment assessment. The assessments are based on the nature of the securities, the extent and duration of the securities, the extent and duration of the loss, and management’s intent to sell or if it is more likely than not that management will be required to sell a security before recovery of its amortized cost basis, which may be maturity. Management believes the Company will fully recover the cost of these securities and it does not intend to sell these securities and likely will not be required to sell them before the anticipated recovery of the remaining amortized cost basis, which may be maturity. As a result, management concluded that these securities were not other-than-temporarily impaired on December 31, 2021.

NOTE 3 – LOANS

Loans consisted of the following on December 31:

(Dollars in thousands)	2021		2020
Commercial	$	123,933	$	191,540
Commercial real estate		194,754		187,221
Residential real estate		168,247		177,155
Construction & land development		46,042		36,038
Consumer		16,074		17,916
Total loans before deferred loan (fees) and costs		549,050		609,870
Deferred loan (fees) and costs		104		(711	)
Total loans	$	549,154	$	609,159

Loan Origination/Risk Management

The Company has certain lending policies and procedures in place designed to maximize loan income within an acceptable level of risk. Management reviews and the Board of Directors approves these policies and procedures on a regular basis. A reporting system supplements the review process by providing management with frequent reports related to loan production, loan quality, concentrations of credit, loan delinquencies, and non-performing and potential problem loans. Diversification in the loan portfolio is a means of managing risk associated with fluctuations in economic conditions.

Commercial loans are underwritten after evaluating and understanding the borrower’s ability to operate profitably and prudently expand their business. Underwriting standards are designed to promote relationship banking rather than transactional banking. The Company’s management examines current and occasionally projected cash flows to determine the ability of the borrower to repay their obligations as agreed. Commercial loans are primarily made based on the identified cash flows of the borrower and secondarily on the underlying collateral provided by the borrower. However, the cash flows of borrowers may not be as expected and the collateral securing these loans may fluctuate in value. Most commercial loans are secured by the assets being financed or other business assets, such as accounts receivable or inventory, and generally incorporate a personal guarantee; however, some short-term loans may be made on an unsecured basis. In the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers.

Commercial real estate loans are subject to underwriting standards and processes similar to commercial loans, in addition to those of real estate loans. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Commercial real estate lending typically involves higher loan principal amounts and the repayment of these loans is largely dependent on the successful operation of the property securing the loan or the business conducted on the property securing the loan. Commercial real estate loans may be adversely affected by conditions in the real estate markets or in the general economy. The properties securing the Company’s commercial real estate portfolio are diverse in terms of type. This diversity helps reduce the Company’s exposure to adverse economic events that affect any single industry. Management monitors and evaluates commercial real estate loans based on collateral, geography, and risk grade criteria.

With respect to loans to developers and builders secured by non-owner occupied properties, the Company generally requires the borrower to have had an existing relationship with the Company and have a proven record of success. Construction and land development loans are underwritten utilizing independent appraisal reviews, sensitivity analysis of absorption, lease rates, and financial analysis of developers and property owners. Construction and land development loans are generally based upon estimates of costs and value associated with the completed project. These estimates may be inaccurate. Construction and land development loans often involve the disbursement of substantial funds with repayment substantially dependent on the success of the project. Sources of repayment for these types of loans may be pre-committed permanent loans from approved long-term lenders, sales of developed property, or permanent financing from the Company. These loans are closely monitored by on-site inspections and are considered to have higher risk than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, governmental regulation of real property, general economic conditions, and the availability of long-term financing.

The Company originates consumer loans utilizing a judgmental underwriting process. Policies and procedures are developed and modified, as needed, by management to monitor and manage consumer loan risk. This activity, coupled with relatively small loan amounts spread across many individual borrowers, minimizes risk.

The Company engages an independent loan review vendor that reviews and validates the credit risk program on a periodic basis. Results of these reviews are presented to management and the Audit Committee. The loan review process complements and reinforces the risk identification and assessment decisions made by lenders and credit personnel, as well as the Company’s policies and procedures.

Paycheck Protection Program

The Coronavirus Aid, Relief, and Economic Security Act, or CARES Act, was signed into law on March 27, 2020 and provided over $2 trillion in economic relief to individuals and businesses impacted by the COVID-19 pandemic. The CARES Act authorized the Small Business Administration (“SBA”) to temporarily guarantee loans under a new 7(a) loan program called the Paycheck Protection Program (“PPP”). As a qualified SBA lender, the Company was automatically authorized to originate PPP loans. The PPP provides loans to small businesses who have been affected by economic conditions as a result of COVID-19 to provide cash flow assistance to employers who maintain their payroll (including

healthcare and certain related expenses), mortgage interest, rent, leases, utilities and interest on existing debt during the COVID-19 emergency. During 2021 and 2020, the Company originated 1,351 PPP loans with principal balances of $128.9 million. The PPP loans are 100% guaranteed by the SBA and are eligible for forgiveness by the SBA to the extent that the proceeds are used to cover eligible payroll costs, interest costs, rent, and utility costs over a period of up to 24 weeks after the loan is made if certain conditions are met regarding employee retention and compensation levels. PPP loans deemed eligible for forgiveness by the SBA will be repaid by the SBA to the Company. As of December 31, 2021, the Company has received $124.3 million in loan forgiveness from the SBA. The remaining $4.6 million of PPP loans are included in the Commercial loan category with no allowance for loan losses allocated.

In accordance with the SBA terms and conditions on these PPP loans, the Company received approximately $5.4 million in fees associated with the processing of these loans. Upon funding of the loans, these fees were deferred and are being amortized over the life of the loan as an adjustment to yield in accordance with FASB ASC 310-20-25-2. During 2021 and 2020, $3.0 million and $2.2 million of these fees were recognized in income, respectively with $170 thousand remaining to be recognized.

Concentrations of Credit

Nearly all the Company’s lending activity occurs within the State of Ohio, including the four counties of Holmes, Stark, Tuscarawas, and Wayne, as well as other markets. The majority of the Company’s loan portfolio consists of commercial and industrial and commercial real estate loans. Credit concentrations, including commitments, as determined using North American Industry Classification Codes (NAICS), to the four largest industries compared to total loans at December 31, 2021, included $52 million, or 9%, of total loans to lessors of non-residential buildings or dwellings; $33 million, or 6%, of total loans to assisted living facilities for the elderly; $28 million, or 5%, of total loans to lessors of other real estate property; and $14 million, or 3%, of total loans to lessors of residential buildings and dwellings. These loans are generally secured by real property and equipment, with repayment expected from operational cash flow. Credit evaluation is based on a review of cash flow coverage of principal, interest payments, and the adequacy of the collateral received.

Allowance for Loan Losses

The following table details activity in the allowance for loan losses by portfolio segment for the years ended December 31, 2021, 2020, and 2019. Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.

During 2021, the increase in the provision for loan losses for construction and land development loans was primarily related to loans to assisted living facilities that have been affected by the COVID-19 pandemic. The decrease in the provision related to commercial, commercial real estate and residential real estate loans was primarily related to the improvement in economic conditions along with fewer delinquent and nonperforming loans and improvement in adversely classified loans. The provision related to consumer loans increased primarily as a result of the increase in historical losses of loans in this category.

During 2020, the increase in the provision for loan losses for commercial real estate loans was primarily related to businesses affected by the COVID economic shutdown. The provision for losses in the construction and land development category also increased due to effects of the COVID shutdown as well as the increase in volume of loans. The provision related to commercial loans decreased primarily as a result of the decrease in loans graded special mention along with the decrease in historical losses of loans in this category.

During 2019, the increase in the provision for loan losses related to commercial loans was primarily related to loans in the sawmill industry affected by tariffs on trade with China along with an increase in loans in the special mention category. The increase in the provision for commercial real estate loans was primarily related to the $13 million increase in loan volume. The increase in the provision related to consumer loans was due to historical losses of loans in this category. The decrease in the provision related to residential real estate loans was primarily related to the decrease in specific allocation amounts related to three mortgage loans.

Summary of Allowance for Loan Losses

(Dollars in thousands)	Commercial			Commercial Real Estate			Residential Real Estate			Construction & Land Development			Consumer			Unallocated			Total
December 31, 2021
Beginning balance	$	1,739		$	3,469		$	1,156		$	756		$	352		$	802		$	8,274
Provision for loan losses		(495	)		(639	)		(189	)		624			99			(55	)		(655	)
Charge-offs		(35	)		—			—			—			(95	)					(130	)
Recoveries		31			8			25			—			65						129
Net (charge-offs) recoveries		(4	)		8			25			—			(30	)					(1	)
Ending balance	$	1,240		$	2,838		$	992		$	1,380		$	421		$	747		$	7,618

December 31, 2020
Beginning balance	$	2,408		$	2,153		$	1,152		$	203		$	481		$	620		$	7,017
Provision for loan losses		(722	)		1,413			16			865			(104	)		182			1,650
Charge-offs		(77	)		(138	)		(15	)		(312	)		(100	)					(642	)
Recoveries		130			41			3			—			75						249
Net (charge-offs) recoveries		53			(97	)		(12	)		(312	)		(25	)		—			(393	)
Ending balance	$	1,739		$	3,469		$	1,156		$	756		$	352		$	802		$	8,274

December 31, 2019
Beginning balance	$	2,178		$	1,791		$	1,245		$	258		$	306		$	129		$	5,907
Provision for loan losses		102			361			(100	)		(55	)		341			491			1,140
Charge-offs		(47	)		—			—			—			(211	)					(258	)
Recoveries		175			1			7			—			45						228
Net (charge-offs) recoveries		128			1			7			—			(166	)		—			(30	)
Ending balance	$	2,408		$	2,153		$	1,152		$	203		$	481		$	620		$	7,017

The following table presents the balance in the allowance for loan losses and the ending loan balances by portfolio segment and impairment method as of December 31:

(Dollars in thousands)	Commercial		Commercial Real Estate		Residential Real Estate		Construction & Land Development		Consumer		Unallocated		Total
2021
Allowance for loan losses:
Ending allowance balances attributable to loans:
Individually evaluated for impairment	$	208	$	9	$	2	$	—		3	$	—	$	222
Collectively evaluated for impairment		1,032		2,829		990		1,380		418		747		7,396
Total ending allowance balance	$	1,240	$	2,838	$	992	$	1,380	$	421	$	747	$	7,618

Loans:
Loans individually evaluated for impairment	$	342	$	291	$	856	$	329	$	137			$	1,955
Loans collectively evaluated for impairment		123,591		194,463		167,391		45,713		15,937				547,095
Total ending loans balance	$	123,933	$	194,754	$	168,247	$	46,042	$	16,074			$	549,050

2020
Allowance for loan losses:
Ending allowance balances attributable to loans:
Individually evaluated for impairment	$	4	$	20	$	1	$	—		5	$	—	$	30
Collectively evaluated for impairment		1,735		3,449		1,155		756		347		802		8,244
Total ending allowance balance	$	1,739	$	3,469	$	1,156	$	756	$	352	$	802	$	8,274

Loans:
Loans individually evaluated for impairment	$	2,560	$	2,875	$	756	$	—	$	141			$	6,332
Loans collectively evaluated for impairment		188,980		184,346		176,399		36,038		17,775				603,538
Total ending loans balance	$	191,540	$	187,221	$	177,155	$	36,038	$	17,916			$	609,870

The following table presents loans individually evaluated for impairment by class of loans as of December 31:

(Dollars in thousands)	Unpaid Principal Balance		Recorded Investment With No Allowance		Recorded Investment With Allowance		Total Recorded Investment ¹		Related Allowance		Average Recorded Investment		Interest Income Recognized
2021
Commercial	$	354	$	134	$	208	$	342	$	208	$	1,397	$	23
Commercial real estate		433		233		59		292		9		1,945		85
Residential real estate		925		571		291		862		2		826		31
Construction & land development		646		330		—		330		—		330		—
Consumer		141		23		119		142		3		132		8
Total impaired loans	$	2,499	$	1,291	$	677	$	1,968	$	222	$	4,630	$	147

2020
Commercial	$	2,604	$	1,965	$	597	$	2,562	$	4	$	2,305	$	66
Commercial real estate		3,755		2,673		211		2,884		20		2,569		13
Residential real estate		923		513		247		760		1		782		33
Consumer		143		—		146		146		5		114		7
Total impaired loans	$	7,425	$	5,151	$	1,201	$	6,352	$	30	$	5,770	$	119

2019
Commercial	$	2,982	$	2,541	$	16	$	2,557	$	16	$	2,054	$	68
Commercial real estate		2,952		2,471		176		2,647		17		2,517		11
Residential real estate		1,024		457		396		853		1		1,093		54
Consumer		14		14		—		14		—		12		1
Total impaired loans	$	6,972	$	5,483	$	588	$	6,071	$	34	$	5,676	$	134

¹ Includes principal, accrued interest, unearned fees, and origination costs.

The following table presents the aging of accruing past due and nonaccrual loans by class of loans as of December 31:

			Accruing Loans
(Dollars in thousands)	Current		30-59 Days Past Due		60-89 Days Past Due		90 Days + Past Due		Nonaccrual		Total Past Due and Nonaccrual		Total Loans
2021
Commercial	$	123,698	$	5	$	17	$	5	$	208	$	235	$	123,933
Commercial real estate		194,615		—		—		—		139		139		194,754
Residential real estate		167,689		191		—		—		367		558		168,247
Construction & land development		45,713		—		—		—		329		329		46,042
Consumer		15,863		171		—		—		40		211		16,074
Total loans	$	547,578	$	367	$	17	$	5	$	1,083	$	1,472	$	549,050

2020
Commercial	$	190,264	$	51	$	—	$	—	$	1,225	$	1,276	$	191,540
Commercial real estate		185,005		11		—		—		2,205		2,216		187,221
Residential real estate		175,812		606		—		49		688		1,343		177,155
Construction & land development		35,721		—		—		—		317		317		36,038
Consumer		17,713		168		22		—		13		203		17,916
Total loans	$	604,515	$	836	$	22	$	49	$	4,448	$	5,355	$	609,870

CARES Act Loan Modifications

The Company offered loan modifications to customers under the COVID-19 loan modification program. Loan modifications consisted of three (3) to four (4) months deferral of principal and interest payments, and extension of maturity date. During 2021, there were five loans

totaling $1.1 million, granted modifications under this program. During 2020, there were 197 loans granted modifications totaling $64.9 million. As of December 31, 2021 there was one modified loan for $125 thousand in nonaccrual status and one loan for $148 thousand that was 30 days past due. All remaining loans provided modifications were performing in accordance with their terms as of December 31, 2021. In accordance with the CARES Act, these loans are not required to be evaluated as TDR’s.

Troubled Debt Restructurings

The Company had troubled debt restructurings (“TDRs”) of $1.3 million as of December 31, 2021, with $14 thousand of specific reserves allocated to customers whose loan terms have been modified in TDRs. On December 31, 2021, $1.2 million of the loans classified as TDRs were performing in accordance with their modified terms. The remaining $98 thousand were classified as nonaccrual. On December 31, 2020, the Company had TDRs of $2.8 million, with $30 thousand of specific reserves allocated.

Loan modifications considered TDRs completed during the year ended December 31 were as follows:

(Dollars in thousands)	Number Of Loans Restructured		Pre-Modification Recorded Investment		Post-Modification Recorded Investment
2021
Commercial		4	$	960	$	960
Commercial Real Estate		2		1,686		1,686
Residential Real Estate		1		159		159
Consumer		1		13		13
Total restructured loans		8	$	2,818	$	2,818

2020
Commercial		6	$	648	$	648
Commercial Real Estate		2		177		177
Residential Real Estate		2		189		189
Consumer		6		146		146
Total restructured loans		16	$	1,160	$	1,160

2019
Commercial		1	$	17	$	17
Total restructured loans		1	$	17	$	17

The loans restructured were modified by changing the monthly payment to interest only and extending the maturity dates. No principal reductions were made. There was one loan in the amount of $200 thousand restructured in 2018 that has subsequently defaulted in 2019.

Real Estate Loans in Foreclosure

There was no other real estate owned on December 31, 2021, or 2020, respectively. There were no mortgage loans in the process of foreclosure on December 31, 2021, and $21 thousand on December 31, 2020.

Credit Quality Indicators

The Company categorizes commercial and commercial real estate loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes commercial and commercial real estate loans individually by classifying the loans as to credit risk. This analysis includes commercial loans with an outstanding balance greater than $500 thousand. This analysis is performed on an annual basis.

The Company uses the following definitions for risk ratings:

Pass. Loans classified as pass (Cash Secured, Exceptional, Acceptable, Monitor or Pass Watch) may exhibit a wide array of characteristics but at a minimum represent an acceptable risk to the Bank. Borrowers in this rating may have leveraged but acceptable balance sheet positions, satisfactory asset quality, stable to favorable sales and earnings trends, acceptable liquidity, and adequate cash flow. Loans are considered fully collectible and require an average amount of administration. While generally adhering to credit policy, these loans may exhibit occasional exceptions that do not result in undue risk to the Bank. Borrowers are generally capable of absorbing setbacks, financial and otherwise, without the threat of failure.

Special Mention. Loans classified as special mention have a material weakness deserving of management’s close attention. If left uncorrected, these weaknesses may result in deterioration of the repayment prospects for the loan or of the Bank’s credit position at some future date.

Substandard. Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses jeopardizing the liquidation of the debt. They are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected.

Doubtful. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, values, highly questionable, and improbable.

Loans not meeting the criteria above that are analyzed individually as part of the above-described process are considered to be pass rated loans. Loans listed as not rated are either less than $500 thousand or are included in groups of homogeneous loans. Based on the most recent analysis performed, the risk category of loans by class was as follows on December 31:

(Dollars in thousands)	Pass		Special Mention		Substandard		Doubtful		Not Rated		Total
2021
Commercial	$	114,608	$	5,959	$	2,203	$	—	$	1,163	$	123,933
Commercial real estate		176,547		7,313		10,186		—		708		194,754
Construction & land development		33,205		5,439		329		—		7,069		46,042
Total	$	324,360	$	18,711	$	12,718	$	—	$	8,940	$	364,729

2020
Commercial	$	177,620	$	2,352	$	9,644	$	—	$	1,924	$	191,540
Commercial real estate		161,091		2,545		21,812		—		1,773		187,221
Construction & land development		29,182		—		—		317		6,539		36,038
Total	$	367,893	$	4,897	$	31,456	$	317	$	10,236	$	414,799

Management monitors the credit quality of residential real estate and consumer loans as homogenous groups. These loans are evaluated based on delinquency status and included in the past due table in this section. Nonperforming loans include loans past due 90 days and greater and loans on nonaccrual of interest status.

Mortgage Servicing Rights

For the years ended December 31, 2021, and 2020, the Company had outstanding MSRs of $604 thousand and $488 thousand, respectively. No valuation allowance was recorded on December 31, 2021, or 2020, as the fair value of the MSRs exceeded their carrying value. On December 31, 2021, the Company had $133.8 million residential mortgage loans with servicing retained as compared to $107.1 million with servicing retained on December 31, 2020.

Total loans serviced for others approximated $142.1 million and $117.5 million on December 31, 2021, and 2020, respectively.

NOTE 4 – PREMISES AND EQUIPMENT

Premises and equipment consisted of the following on December 31:

(Dollars in thousands)	2021		2020
Land and improvements	$	2,550	$	2,550
Buildings and improvements		14,420		12,664
Furniture and equipment		6,621		6,499
Leasehold improvements		329		329
		23,920		22,042
Accumulated depreciation		10,054		9,409
Premises and equipment, net	$	13,866	$	12,633

Depreciation expense amounted to $753 thousand, $704 thousand, and $562 thousand for the years ended December 31, 2021, 2020, and 2019, respectively.

NOTE 5 – LEASES

Operating leases in which the Company is the lessee are recorded as operating lease Right of Use (“ROU”) assets and operating lease liabilities, included in other assets and other liabilities, respectively, on the consolidated balance sheets. The Company does not currently have any finance leases. Operating lease ROU assets represent the right to use an underlying asset during the lease term and operating lease liabilities represent the obligation to make lease payments arising from the lease. The Company elected to adopt the transition method, which uses a modified retrospective transition approach. ROU assets and operating lease liabilities are recognized as of the date of adoption based on the present value of the remaining lease payments using a discount rate that represents the Company’s incremental borrowing rate at the date of initial application.

Operating lease expense, which is comprised of amortization of the ROU asset and the implicit interest accreted on the operating lease liability, is recognized on a straight-line basis over the lease term and is recorded in occupancy and equipment expense in the consolidated statements of income and other comprehensive income. The leases relate to bank branches with remaining lease terms of generally 3 to 5 years. Certain lease arrangements contain extension options which are typically 5 years at the then fair market rental rates. As these extension options are generally considered reasonably certain of exercise, they are included in the lease term.

As of December 31, 2021, operating lease ROU assets were $409 thousand, and liabilities were $400 thousand. For the years ended December 31, 2021, 2020, and 2019, CSB recognized $105 thousand, $105 thousand, and $71 thousand in operating lease cost respectively.

The following table summarizes other information related to our operating leases:

December 31, 2021
Weighted-average remaining lease term - operating leases in years	4.2
Weighted-average discount rate - operating leases	3.15	%

The following table presents aggregate lease maturities and obligations as of December 31, 2021:

(Dollars in thousands)
December 31, 2021
2022		96
2023		105
2024		105
2025		74
2026		46
2027 and thereafter		6
Total lease payments		432
Less: interest		32
Present value of lease liabilities	$	400

NOTE 6 – CORE DEPOSIT INTANGIBLE ASSETS

Core Deposit Intangible

No additional core deposit intangible was recorded in 2021, 2020, or 2019. The core deposit intangible asset will be amortized over an estimated life of ten years. Amortization expense related to the core deposit intangible asset totaled $44 thousand, $60 thousand, and $63 thousand in 2021, 2020, and 2019, respectively. The following table shows the core deposit intangible and the related accumulated amortization as of December 31:

(Dollars in thousands)	2021			2020			2019
Gross carrying amount	$	1,251		$	1,251		$	1,251
Accumulated amortization		(1,251	)		(1,207	)		(1,147	)
Net carrying amount	$	—		$	44		$	104

NOTE 7 – INTEREST-BEARING DEPOSITS

Interest-bearing deposits on December 31 were as follows:

(Dollars in thousands)	2021		2020
Demand	$	242,387	$	243,467
Savings		304,639		252,712
Time deposits:
In excess of $250,000		26,213		23,378
Other		95,162		99,954
Total interest-bearing deposits	$	668,401	$	619,511

On December 31, 2021, stated maturities of time deposits were as follows:

(Dollars in thousands)
2022	$	79,518
2023		27,975
2024		7,621
2025		3,873
2026		2,388
Total	$	121,375

NOTE 8 – BORROWINGS

Short-term borrowings

Short-term borrowings include overnight repurchase agreements, federal funds purchased, and short-term advances through the FHLB. The outstanding balances and related information for short-term borrowings are summarized as follows:

(Dollars in thousands)	2021			2020
Balance at year-end	$	36,530		$	37,215
Average balance outstanding		38,680			43,017
Maximum month-end balance		39,665			48,865
Weighted-average rate at year-end		0.12	%		0.14	%
Weighted-average rate during the year		0.14			0.21

Average balances outstanding during the year represent daily average balances; average interest rates represent interest expenses divided by the related average balances.

The following table provides additional detail regarding the collateral pledged to secure repurchase agreements accounted for as secured borrowings:

	Remaining Contractual Maturity Overnight and Continuous
(Dollars in thousands)	December 31, 2021		December 31, 2020
Securities of U.S. Government agencies and mortgage-backed securities of government agencies pledged, fair value	$	36,737	$	37,393
Repurchase agreements		36,530		37,215

Other borrowings

The following table sets forth information concerning other borrowings:

Maturity Range

Weighted

Average

Interest

Stated Interest

Rate Range

At December 31,

(Dollars in thousands)

From

Rate

From

2021

2020

Fixed-rate amortizing

4/1/24

6/1/37

1.92

1.16

2.01

3,407

4,664

Maturities of other borrowings on December 31, 2021, are summarized as follows for the years ended December 31:

(Dollars in thousands)	Amount		Weighted Average Rate
2022		946		1.86	%
2023		707		1.87
2024		488		1.94
2025		349		1.98
2026		262		1.98
2027 and beyond		655		1.99
	$	3,407		1.92	%

Monthly principal and interest payments, as well as 10% – 20% principal curtailments on the borrowings’ anniversary dates are due on the fixed-rate amortizing borrowings. FHLB borrowings are secured by a blanket collateral agreement. On December 31, 2021, the Company had the capacity to borrow an additional $107.1 million from the FHLB.

NOTE 9 – INCOME TAXES

Income tax expense (benefit) was as follows:

(Dollars in thousands)	2021			2020			2019
Current	$	2,698		$	2,564		$	2,438
Deferred		(131	)		(36	)		66
Total income tax provision	$	2,567		$	2,528		$	2,504

Effective tax rates differ from the federal statutory rate of 21% for 2021, 2020, and 2019 applied to income before taxes due to the following:

(Dollars in thousands)	2021			2020			2019
Expected provision using statutory federal income tax rate	$	2,815		$	2,750		$	2,713
Effect of bond and loan tax-exempt income		(121	)		(117	)		(124	)
Bank owned life insurance income		(130	)		(110	)		(94	)
Other		3			5			9
Total income tax provision	$	2,567		$	2,528		$	2,504

The tax effects of temporary differences that give rise to deferred tax assets and deferred tax liabilities on December 31 were as follows:

(Dollars in thousands)	2021			2020
Allowance for loan losses	$	1,698		$	1,835
Unrealized loss on securities	$	565		$	—
Other		50			22
Deferred tax assets		2,313			1,857
Premises and equipment		(683	)		(564	)
Federal Home Loan Bank stock dividends		(376	)		(376	)
Deferred loan fees		(267	)		(282	)
Prepaid expenses		(157	)		(114	)
Unrealized gain on securities		—			(262	)
Other		(505	)		(412	)
Deferred tax liabilities		(1,988	)		(2,010	)
Net deferred tax asset (liability)	$	325		$	(153	)

There is currently no liability for uncertain tax positions and no known unrecognized tax benefits. The Company recognizes, when applicable, interest and penalties related to unrecognized tax benefits in the provision for income taxes in the Consolidated Statements of Income. With few exceptions, the Company is no longer subject to U.S. federal, state, or local income tax examinations by tax authorities for years prior to 2018.

NOTE 10 – EMPLOYEE BENEFITS

The Company sponsors a contributory 401(k) profit-sharing plan (the “Plan”) covering substantially all employees who meet certain age and service requirements. The Plan permits investment in the Company’s common stock subject to various limitations and provides for discretionary profit sharing and matching contributions. The discretionary profit-sharing contribution is determined annually by the Board of Directors and amounted to 3% in 2021, 2020, and 2019 of each eligible participant’s compensation. Beginning in 2018, the Plan provided for a 100% Company match up to a maximum of 4% of eligible compensation. The Company auto enrolls all eligible new hires into the Plan. Expense under the Plan amounted to approximately $615 thousand, $655 thousand, and $679 thousand for 2021, 2020, and 2019, respectively.

The Company sponsors a non-qualified deferred compensation plan covering eligible officers. Expense under the plan amounted to $0.6 thousand and $0.1 thousand in 2021 and 2020, respectively.

NOTE 11 – FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

The Bank is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments are primarily loan commitments to extend credit and letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amounts recognized in the Consolidated Balance Sheets. The contract amount of these instruments reflects the extent of involvement the Bank has in these financial instruments. The Bank’s exposure to credit loss in the event of the nonperformance by the other party to the financial instruments for loan commitments to extend credit and letters of credit is represented by the contractual amounts of these instruments. The Bank uses the same credit policies in making loan commitments as it does for on-balance sheet loans.

The following financial instruments whose contract amount represents credit risk were outstanding on December 31:

(Dollars in thousands)	2021		2020
Commitments to extend credit	$	246,838	$	227,532
Letters of credit		964		700

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Consumer commitments generally have fixed expiration dates and commercial commitments are generally due on demand and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. The Company evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral, obtained if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the customer. Collateral held varies but may include residential real estate, accounts receivable, recognized inventory, property, plant and equipment, and income-producing commercial properties.

Letters of credit are written conditional commitments issued by the Company to guarantee the performance of a customer to a third party and are reviewed for renewal at expiration. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. The Company requires collateral supporting these commitments when deemed appropriate.

The Company had a reserve for unfunded loan commitments of $128 thousand as of December 31, 2021 and $25 thousand as of December 31, 2020.

NOTE 12 – RELATED-PARTY TRANSACTIONS

In the ordinary course of business, loans are made by the Bank to executive officers, directors, their immediate family members, and their related business interests consistent with Federal Reserve Regulation O and GAAP definition of related parties.

The following is an analysis of activity of related-party loans for the years ended December 31:

(Dollars in thousands)	2021		2020
Balance at beginning of year	$	84	$	873
New loans and advances		11		31
Repayments, including loans sold		49		769
Changes in related parties ¹		—		(51	)
Balance at end of year	$	46	$	84

¹ The adjustments made in 2020 relate to the retirement of a director.

Deposits from executive officers, directors, their immediate family members, and their related business interests on December 31, 2021, and 2020 were approximately $6.2 million and $7.5 million.

NOTE 13 – REGULATORY MATTERS

The Company (on a consolidated basis) and Bank are subject to various regulatory capital requirements administered by the federal and state 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 the Company’s and Bank’s financial performance. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and Bank must meet specific capital guidelines involving quantitative measures of the 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.

Quantitative measures established by regulation to ensure capital adequacy require the Company and Bank to maintain minimum amounts and ratios (set forth in the following table) of Total capital, Tier 1 capital and Common equity tier 1 capital (as defined in the regulations) to risk-weighted assets (as defined), and of Tier 1 capital to average assets (as defined). Management believes as of December 31, 2021 and 2020, the Company and Bank met or exceeded all capital adequacy requirements to which they are subject.

As of December 31, 2021, the most recent notification from federal and state banking agencies categorized the Bank as “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well capitalized” an institution must maintain minimum Total risk-based, Tier 1 risk-based, Common equity Tier 1, and Tier 1 leverage ratios as set forth in the following tables. There are no known conditions or events since that notification that Management believes have changed the Bank’s category.

The actual capital amounts and ratios of the Company and Bank as of December 31 are presented in the following tables:

	Actual					Minimum Required For Capital Adequacy Purposes					Minimum Required To Be Well Capitalized Under Prompt Corrective Action
(Dollars in thousands)	Amount		Ratio			Amount		Ratio			Amount		Ratio
2021
Total capital to risk-weighted assets
Consolidated	$	101,999		17.5	%	$	46,615		8.0	%	$	58,268		10.0	%
Bank		100,547		17.3			46,599		8.0			58,248		10.0
Tier 1 capital to risk-weighted assets
Consolidated		94,712		16.3			34,961		6.0			46,615		8.0
Bank		93,260		16.0			34,949		6.0			46,599		8.0
Common equity tier 1 capital to risk-weighted assets
Consolidated		94,712		16.3			26,221		4.5			37,875		6.5
Bank		93,260		16.0			26,212		4.5			37,861		6.5
Tier 1 leverage ratio
Consolidated		94,712		8.3			45,441		4.0			56,801		5.0
Bank		93,260		8.2			45,433		4.0			56,791		5.0

2020
Total capital to risk-weighted assets
Consolidated	$	95,149		16.9	%	$	44,969		8.0	%	$	56,211		10.0	%
Bank		93,333		16.6			44,954		8.0			56,193		10.0
Tier 1 capital to risk-weighted assets
Consolidated		88,101		15.7			33,727		6.0			44,969		8.0
Bank		86,285		15.4			33,716		6.0			44,954		8.0
Common equity tier 1 capital to risk-weighted assets
Consolidated		88,101		15.7			25,295		4.5			36,537		6.5
Bank		86,285		15.4			25,287		4.5			36,526		6.5
Tier 1 leverage ratio
Consolidated		88,101		8.7			40,518		4.0			50,647		5.0
Bank		86,285		8.5			40,511		4.0			50,638		5.0

The Company’s primary source of funds with which to pay dividends, are dividends received from the Bank. The payment of dividends by the Bank to the Company is subject to restrictions by its regulatory agencies. These restrictions generally limit dividends to current year net income and prior two-years’ net retained earnings. Also, dividends may not reduce capital levels below the minimum regulatory requirements disclosed in the prior table. Under these provisions, on January 1, 2022, the Bank could dividend $13.6 million to the Company. The Company does not anticipate the financial need to obtain regulatory approval to pay dividends. Federal law prevents the Company from borrowing from the Bank unless loans are secured by specific obligations. Further, such secured loans are limited to an amount not exceeding ten percent of the Bank’s common stock and capital surplus.

NOTE 14 – CONDENSED PARENT COMPANY FINANCIAL INFORMATION

A summary of condensed financial information of the parent company as of December 31, 2021, and 2020, and for each of the three years in the period ended December 31, 2021 follows:

(Dollars in thousands)	2021		2020
CONDENSED BALANCE SHEETS
ASSETS
Cash deposited with subsidiary bank	$	1,244	$	1,631
Investment in subsidiary bank		95,863		92,043
Securities available-for-sale		115		87
Other assets		143		146
TOTAL ASSETS	$	97,365	$	93,907
LIABILITIES AND SHAREHOLDERS’ EQUITY
Total liabilities	$	50	$	48
Total shareholders’ equity		97,315		93,859
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	97,365	$	93,907

(Dollars in thousands)	2021			2020			2019
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
Dividends on securities	$	3		$	3		$	3
Dividends from subsidiary		4,150			4,140			3,170
Unrealized gain (loss) on equity securities		28			(4	)		9
Other income		—			4			—
Total income		4,181			4,143			3,182
Operating expenses		341			357			357
Income before taxes and undistributed equity income of subsidiary		3,840			3,786			2,825
Income tax benefit		(65	)		(76	)		(73	)
Equity earnings in subsidiary, net of dividends		6,932			6,706			7,516
NET INCOME	$	10,837		$	10,568		$	10,414
COMPREHENSIVE INCOME	$	7,726		$	11,482			11,898

(Dollars in thousands)	2021			2020			2019
CONDENSED STATEMENTS OF CASH FLOWS
Cash flows from operating activities:
Net income	$	10,837		$	10,568		$	10,414
Adjustments to reconcile net income to cash provided by operations:
Equity earnings in subsidiary, net of dividends		(6,932	)		(6,706	)		(7,516	)
Change in other assets, liabilities		(22	)		(3	)		(38	)
Net cash provided by operating activities		3,883			3,859			2,860
Cash flows from financing activities:
Cash dividends paid		(3,331	)		(3,099	)		(2,962	)
(Purchase) issuance of treasury stock		(939	)		—			4
Net cash used in financing activities		(4,270	)		(3,099	)		(2,958	)
(Decrease) increase in cash		(387	)		760			(98	)
Cash at beginning of year		1,631			871			969
Cash at end of year	$	1,244		$	1,631		$	871

NOTE 15 – FAIR VALUE MEASUREMENTS

The Company provides disclosures about assets and liabilities carried at fair value. The framework provides a fair value hierarchy prioritizing the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and lowest priority to unobservable inputs. The three broad levels of the fair value hierarchy are described below:

Level I:		Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets the Company has the ability to access.
Level II:		Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; inputs other than quoted prices observable for the asset or liability; inputs derived principally from or corroborated by observable market data by or other means including certified appraisals. If the asset or liability has a specified (contractual) term, the Level II input must be observable for substantially the full term of the asset or liability.
Level III:		Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The following table presents the assets reported on the consolidated statements of financial condition at their fair value on a recurring basis as of December 31, 2021, and December 31, 2020, by level within the fair value hierarchy. No liabilities were carried at fair value. As required by the accounting standards, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Equity securities with readily determinable values and U.S. Treasury Notes are valued at the closing price reported on the active market on which the individual securities are traded. Obligations of U.S. government agencies, mortgage-backed securities, asset-backed securities, obligations of states and political subdivisions and corporate bonds are valued at observable market data for similar assets. Equity securities without readily determinable values are carried at amortized cost, adjusted for impairment and observable price changes.

(Dollars in thousands)	Level I		Level II		Level III		Total
Assets:			December 31, 2021
Securities available-for-sale
U.S. Treasury securities	$	4,972	$	—	$	—	$	4,972
U.S. Government agencies		—		13,672		—		13,672
Mortgage-backed securities of government agencies		—		77,774		—		77,774
Asset-backed securities of government agencies		—		753		—		753
State and political subdivisions		—		23,331		—		23,331
Corporate bonds		—		11,206		—		11,206
Total available-for-sale securities	$	4,972	$	126,736	$	—	$	131,708
Equity securities	$	69	$	—	$	—	$	69

Assets:			December 31, 2020
Securities available-for-sale
U.S. Treasury security	$	1,011	$	—	$	—	$	1,011
U.S. Government agencies		—		14,006		—		14,006
Mortgage-backed securities of government agencies		—		140,012		—		140,012
Asset-backed securities of government agencies		—		837		—		837
State and political subdivisions		—		23,966		—		23,966
Corporate bonds		—		10,606		—		10,606
Total available-for-sale securities	$	1,011	$	189,427	$	—	$	190,438
Equity securities	$	41	$	—	$	—	$	41

There were no assets measured on a nonrecurring basis as of December 31, 2021. The following table presents the assets measured on a nonrecurring basis on the consolidated balance sheets at their fair value as of December 31, 2020, by level within the fair value hierarchy. Impaired loans that are collateral dependent are written down to fair value through the establishment of specific reserves. Techniques used to value the collateral securing the impaired loans include: quoted market prices for identical assets classified as Level I inputs; observable inputs, employed by certified appraisers, for similar assets classified as Level II inputs. In cases where valuation techniques included unobservable inputs and are based on estimates and assumptions developed by management based on the best information available under each circumstance, the asset valuation is classified as Level III inputs.

(Dollars in thousands)		Level I			Level II			Level III			Total
Assets measured on a nonrecurring basis					December 31, 2020
Impaired loans	$		—	$		—	$		10	$		10

The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis and for which the Company has utilized Level III inputs to determine fair value:

Quantitative Information about Level III Fair Value Measurements

	Fair Value		Valuation	Unobservable	Range
(Dollars in thousands)	Estimate		Techniques	Input	(Weighted Average)
	December 31, 2020
Impaired loans	$	10	Appraisal of	Appraisal adjustments ²	-20%
			collateral¹	Liquidation expense ²	-10%

¹ Fair value is generally determined through independent appraisals of the underlying collateral, which generally include various inputs which are not identifiable.

² Appraisals may be adjusted by management for qualitative factors such as estimated liquidation expenses. The range of liquidation expenses and other appraisal adjustments are presented as a percent of the appraisal.

NOTE 16 – FAIR VALUES OF FINANCIAL INSTRUMENTS

The estimated fair values of recognized financial instruments carried at amortized cost as of December 31 were as follows:

	2021
		Carrying								Total Fair
(Dollars in thousands)		Value		Level I		Level II		Level III		Value
Financial assets
Securities held-to-maturity	$		174,808	$	12,693	$	161,835	$	—	$	174,528
Loans held for sale			231		238		—		—		238
Net loans			541,536		—		—		548,317		548,317
Mortgage servicing rights			604		—		—		604		604
Financial liabilities
Deposits	$		1,002,747	$	881,372	$	—	$	121,005	$	1,002,377
Other borrowings			3,407		—		—		3,431		3,431

	2020
		Carrying								Total Fair
(Dollars in thousands)		Value		Level I		Level II		Level III		Value
Financial assets
Securities held-to-maturity	$		9,045	$	—	$	9,225	$	—	$	9,225
Loans held for sale			1,378		1,428		—		—		1,428
Net loans			600,885		—		—		598,583		598,583
Mortgage servicing rights			488		—		—		488		488
Financial liabilities
Deposits	$		891,562	$	768,230	$	—	$	124,127	$	892,357
Other borrowings			4,664		—		—		4,775		4,775

Other financial instruments carried at amortized cost include cash and cash equivalents, restricted stock, bank-owned life insurance, accrued interest receivable, short-term borrowings, and accrued interest payable, all of which have a level 1 fair value that approximates their carrying value.

NOTE 17 – ACCUMULATED OTHER COMPREHENSIVE INCOME

The following table presents the changes in accumulated other comprehensive income (loss) by component net of tax for the years ended December 31, 2021, 2020, and 2019:

(Dollars in thousands)	Pretax			Tax Effect			After-Tax
BALANCE AS OF DECEMBER 31, 2018	$	(1,786	)	$	374		$	(1,412	)
Unrealized holding gain (loss) on available-for-sale securities arising during the period		1,803			(378	)		1,425
Amortization of held-to-maturity discount resulting from transfer		75			(16	)		59
Total other comprehensive income		1,878			(394	)		1,484

BALANCE AS OF DECEMBER 31, 2019	$	92		$	(20	)	$	72
Unrealized holding gain (loss) on available-for-sale securities arising during the period		1,094			(230	)		864
Amortization of held-to-maturity discount resulting from transfer		63			(13	)		50
Total other comprehensive income		1,157			(243	)		914

BALANCE AS OF DECEMBER 31, 2020	$	1,249		$	(263	)	$	986
Unrealized holding gain (loss) on available-for-sale securities arising during the period		(2,050	)		432			(1,618	)
Unrealized loss on securities transferred from available-for-sale to held to maturity		(1,976	)		415			(1,561	)
Amortization of held-to-maturity discount resulting from transfer		86			(18	)		68
Total other comprehensive loss		(3,940	)		829			(3,111	)

BALANCE AS OF DECEMBER 31, 2021	$	(2,691	)	$	566		$	(2,125	)

NOTE 18 – CONTINGENT LIABILITIES

In the normal course of business, the Company is subject to pending and threatened legal actions. Although, the Company is not able to predict the outcome of such actions, after reviewing pending and threatened actions, management believes that the outcome of any or all such actions will not have a material adverse effect on the results of operations or shareholders’ equity of the Company.

The Company has an employment agreement with an officer. Upon the occurrence of certain types of termination of employment, the Company may be required to make specified severance payments if termination occurs within a specified period of time, generally two years from the date of the agreement, or pursuant to certain change in control transactions.

NOTE 19– QUARTERLY FINANCIAL DATA (UNAUDITED)

The following is a summary of selected quarterly financial data (unaudited) for the years ended December 31:

(Dollars in thousands, except per share data)	Interest Income		Net Interest Income		Net Income		Basic Earnings Per Share		Diluted Earnings Per Share
2021
First quarter	$	7,581	$	7,008	$	2,885	$	1.05	$	1.05
Second quarter		7,014		6,471		2,745		1.00		1.00
Third quarter		7,805		7,325		2,901		1.06		1.06
Fourth quarter		7,129		6,713		2,306		0.85		0.85

2020
First quarter	$	7,817	$	6,916	$	2,483	$	0.91	$	0.91
Second quarter		7,731		7,012		2,606		0.95		0.95
Third quarter		7,714		7,041		2,800		1.02		1.02
Fourth quarter		7,804		7,184		2,679		0.97		0.97

2019
First quarter	$	7,968	$	7,011	$	2,540	$	0.93	$	0.93
Second quarter		8,121		7,071		2,586		0.94		0.94
Third quarter		8,262		7,188		2,695		0.98		0.98
Fourth quarter		8,110		7,129		2,593		0.95		0.95

Exhibit Index

The documents listed below are filed with this Annual Report on Form 10-K as exhibits or incorporated into this Annual Report on Form 10-K by reference as noted:


Exhibit Number		Description of Document

21*		Subsidiaries of CSB Bancorp, Inc.

23.1*		Consent of S.R. Snodgrass, P.C.

31.1*		Section 302 Certification of Chief Executive Officer

31.2*		Section 302 Certification of Chief Financial Officer

32.1**		Section 906 Certification of Chief Executive Officer

32.2**		Section 906 Certification of Chief Financial Officer

101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH		Inline XBRL Taxonomy Extension Schema Document

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104		The cover page for the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, has been formatted in Inline XBRL and contained in Exhibit 101

* Filed herewith.

** Furnished herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

		CSB BANCORP, INC.

		/s/ Eddie L. Steiner
Date: April 6, 2022		Eddie L. Steiner, President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on April 6, 2022.

Signatures		Title

/s/ Eddie L. Steiner		President and Chief Executive Officer
Eddie L. Steiner

/s/ Paula J. Meiler		Senior Vice President and Chief Financial Officer
Paula J. Meiler

/s/ Pamela S. Basinger		Vice President and Principal Accounting Officer
Pamela S. Basinger

/s/ Robert K. Baker		Director
Robert K. Baker

/s/ Vikki G. Briggs		Director
Vikki G. Briggs

/s/ Julian L. Coblentz		Director
Julian L. Coblentz

/s/ Cheryl M. Kirkbride		Director
Cheryl M. Kirkbride

/s/ Jeffery A. Robb, Sr.		Director
Jeffery A. Robb, Sr.

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