Quarterlytics / Financial Services / Banks - Regional / United Bancshares, Inc.

United Bancshares, Inc.

uboh · OTC Financial Services
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Ticker uboh
Exchange OTC
Sector Financial Services
Industry Banks - Regional
Employees 211
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FY2023 Annual Report · United Bancshares, Inc.
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2023
ANNUAL
REPORT

OTCQX: UBOH

800-837-8111

www.theubank.com 

105 Progressive Drive
Columbus Grove, OH 45830

SHAREHOLDERS, CLIENTS,
AND TEAM MEMBERS:

“In  2024,  we  believe  that  effectively  implementing
technology  will  promote  growth  and  provide  the
opportunity  to  increase  the  effectiveness  of  our  team
members in serving our clients.”

Despite the significant challenges to the banking industry throughout 2023, I am pleased to report that
your Company had a successful year. In addition to reporting income before taxes of approximately $9.3
million and the return on average tangible equity of 15.82%, your Company continued to focus on serving
our  communities.  As  a  result  of  these  successes,  the  Board  of  Directors  declared  a  $0.22  per  share
quarterly dividend payable on March 15th for shareholders of record on February 29th.

While earnings were negatively impacted by cost inflation, shrinking margins, severely limited residential
mortgage activity, tightening of the labor force and economic uncertainties, the Company minimized the
impact  by  reducing  non-interest  expenses  by  over  $2.5  million,  reduced  outstanding  shares  by  242,756
over  the  last  18  months  through  repurchasing  efforts,  and  restrained  from  making  loans  until  rates
reached profitable levels. Selectively growing the loan portfolio in the first half of 2023 has positioned the
bank  to  have  capital  for  share  repurchases  and  to  obtain  more  profitable  loans  at  the  end  of  2023,
thereby saving quality loan growth capacity for 2024, while many peers start the year with less liquidity. 

As  previously  reported  the  rapid  increase  in  interest  rates  has  created  significant  fluctuations  in  our
investment unrealized loss position, reaching a high of $65.6 million on October 31, 2023. It moderated by
year  end  to  finish  at  a  $38.8  million  unrealized  loss  position.  While  this  fluctuation  has  no  impact  on
regulatory capital, it has likely been a noticeable factor in the industry’s, and our Company’s, share price.
Based on the Company’s current liquidity position and strong quality metrics in our investment portfolio,
it is very unlikely that those losses will be realized. As such, we remain focused on continuing to add value
to our shareholders through core revenue growth, strong asset quality, and consistent dividends. [YB1] 

In  2024,  we  plan  to  make  investments  in  technology  to  create  internal  efficiencies,  reduce  the  risk  of
fraud, and enhance customer tools and resources. Such investments are expected to yield positive results
in our cost structure and in customers’ ease in the use of our technology-based products. We believe that
effectively  implementing  technology  will  promote  growth  and  provide  the  opportunity  to  increase  the
effectiveness of our team members in serving our clients. 

While  we  expect  the  headwinds  to  continue  to  have  a  negative  impact  on  our  industry’s  earnings
throughout  2024,  we  believe  that  continued  focus  on  cost  controls,  new  loan  originations  and  upward
repricing of existing loans through this cycle will offset some of that earnings pressure. The efforts of the
team  and  our  strong  corporate  values  of  respect  for,  and  accountability  to,  our  shareholders,  clients,
colleagues, and communities are the foundation for the continued success of your Company. Thank you
for your ongoing support and the trust you have placed in us.

Respectfully,

Brian D. Young
President and CEO

UNITED BANCSHARES INC.

Table of Contents

Description of the Corporation

Selected Financial Data

Independent Auditor’s Report

Consolidated Financial Statements

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UNITED BANCSHARES, INC.
DESCRIPTION OF THE CORPORATION

United  Bancshares,  Inc.,  an  Ohio  corporation  (the  “Corporation”),  is  a  financial  holding  company
registered under the Bank Holding Company Act of 1956, as amended, and is subject to regulation by the
Board  of  Governors  of  the  Federal  Reserve  System  (the  “Federal  Reserve  Board”).  The  Corporation  was
incorporated  and  organized  in  1985.  The  executive  offices  of  the  Corporation  are  located  at  105
Progressive  Drive,  Columbus  Grove,  Ohio  45830.  Effective  February  1,  2007,  the  Bank  formed  a  wholly-
owned  subsidiary,  UBC  Investments,  Inc.  (“UBC”)  to  hold  and  manage  its  securities  portfolio.  The
operations of UBC are located in Wilmington, Delaware. Effective, December 4, 2009, the Bank formed a
wholly-owned  subsidiary  UBC  Property,  Inc.  to  hold  and  manage  certain  property  that  was  acquired  in
lieu of foreclosure. At this time all other real estate owned property is being held at the Bank. Through its
subsidiary,  the  Bank,  the  Corporation  is  engaged  in  the  business  of  full-service  community  banking
offering a full range of commercial and consumer banking services. Effective May 5, 2022, the Corporation
formed a wholly-owned subsidiary, UBC Risk Management, Inc. (UBC Risk) which insures various liability
and property damage policies for the Corporation and its related subsidiaries.

The  Union  Bank  Company  is  an  Ohio  state-charted  bank,  which  provides  full-service  banking  to  the
people  and  businesses  throughout  the  communities  we  serve  through  18  offices  across  Northwest  and
Central Ohio, including Bowling Green, Columbus Grove, Delphos, Findlay, Gahanna, Gibsonburg, Kalida,
Leipsic,  Lewis  Center,  Lima,  Marion,  Ottawa,  Paulding,  Pemberville  and  Westerville.  The  Union  Bank
Company is headquartered in Columbus Grove, Ohio, and remains committed to providing the very best
banking service and products to all the communities we serve. 

United Bancshares, Inc. trades its common stock on the OTCQX Exchange under the symbol “UBOH”. 

AVAILABILITY OF MORE INFORMATION

Annual  and  quarterly  shareholder  reports,  regulatory  filings,  press  releases,  and  articles  about  United
Bancshares,  Inc.  are  available  in  the  Investor  Relations  section  of  our  website  theubank.com,  by  calling
800-837-8111, or by writing to:

Denise Giesige, Secretary
United Bancshares, Inc.
105 Progressive Drive
Columbus Grove, Ohio 45830

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UNITED BANCSHARES, INC.
FIVE YEAR SUMMARY OF SELECTED FINANCIAL DATA

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UNITED BANCSHARES, INC.
CONSOLIDATED BALANCE SHEETS

8

UNITED BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF INCOME

9

UNITED BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

10

UNITED BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
YEARS ENDED DECEMBER 31, 2023, 2022 AND 2021

11

UNITED BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS

12

UNITED BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

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UNITED BANCSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

United Bancshares, Inc. (the “Corporation”) was incorporated in 1985 in the state of Ohio as a single-bank
holding company for The Union Bank Company (the “Bank”) and UBC Risk Management. The Bank has
formed  a  wholly-owned  subsidiary,  UBC  Investments,  Inc.  (“UBC”)  to  hold  and  manage  its  securities
portfolio. The operations of UBC are located in Wilmington, Delaware. The Bank has also formed a wholly-
owned  subsidiary,  UBC  Property,  Inc.  to  hold  and  manage  certain  property  that  is  acquired  in  lieu  of
foreclosure.

The Corporation, through its wholly-owned subsidiary, the Bank, is a full service community bank offering
a  full  range  of  commercial  and  consumer  banking  services.  The  Bank,  organized  in  1904  as  an  Ohio-
chartered  bank,  is  headquartered  in  Columbus  Grove,  Ohio,  with  branch  offices  in  Bowling  Green,
Delaware,  Delphos,  Findlay,  Gahanna,  Gibsonburg,  Kalida,  Leipsic,  Lima,  Marion,  Ottawa,  Paulding,
Pemberville, Plymouth and Westerville, Ohio.

The  primary  source  of  revenue  of  the  Corporation  is  providing  loans  to  customers  primarily  located  in
Northwestern  and  West  Central  Ohio.  Such  customers  are  predominately  small  and  middle-market
businesses and individuals.

UBC  Risk  Management,  Inc.  is  located  in  Las  Vegas,  Nevada.  It  is  a  captive  insurance  subsidiary  which
insures various liability and property damage policies for the Corporation and its subsidiaries. 

Significant accounting policies followed by the Corporation are presented below.

Use of Estimates in Preparing Financial Statements

The  preparation  of  financial  statements  in  conformity  with  accounting  principles  generally  accepted  in
the United States of America requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of
the consolidated financial statements and the reported amounts of revenues and expenses during each
reporting  period.  Actual  results  could  differ  from  those  estimates.  The  estimates  most  susceptible  to
significant change in the near term include the determination of the allowance for credit losses, valuation
of securities, deferred tax assets, and goodwill.

Principles of Consolidation

The  consolidated  financial  statements  include  the  accounts  of  the  Corporation  and  its  wholly-owned
subsidiaries,  the  Bank,  and  its  wholly-owned  subsidiaries.  All  significant  intercompany  balances  and
transactions have been eliminated in consolidation.

Cash and Cash Equivalents

For  purposes  of  the  consolidated  statements  of  cash  flows,  cash  and  cash  equivalents  include  cash  on
hand, amounts due from banks, and federal funds sold which mature overnight or within four days.

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NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Securities and Federal Home Loan Bank Stock

The  Corporation  has  designated  all  securities  as  available-for-sale.  Such  securities  are  recorded  at  fair
value,  with  unrealized  gains  and  losses,  net  of  applicable  income  taxes,  excluded  from  income  and
reported  as  accumulated  other  comprehensive  (loss)  income.  The  cost  of  debt  securities  is  adjusted  for
amortization of premiums and accretion of discounts to maturity. Purchase premiums and discounts are
recognized  in  interest  income  using  the  interest  method  over  the  terms  of  the  securities.  For  debt
securities purchased at a premium, the amortization period is shortened to the earliest call date.

On January 1, 2023, the Company adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326):
Measurement  of  Credit  Losses  on  Financial  Instruments.  Under  ASC  326,  for  available  for  sale  debt
securities, the Company first assesses whether it intends to sell, or is more likely than not that it will be
required to sell the security before recovery of its amortized cost basis. If either of these criteria are met,
the security’s amortized costs basis is written down to fair value through income. If these criteria are not
met,  the  Company  evaluates  whether  the  decline  in  fair  value  has  resulted  from  credit  losses  or  other
factors.  In  making  this  assessment,  management  considers  the  extent  to  which  fair  value  is  less  than
amortized  costs,  any  changes  in  the  underlying  credit  rating  of  the  security,  and  adverse  conditions
specifically  related  to  the  security,  among  other  factors.  If  it  is  determined  that  a  credit  loss  exists,  the
present  value  of  cash  flows  expected  to  be  collected  from  the  security  are  compared  to  the  amortized
cost basis of the security. If the present value of the cash flows expected to be collected is less than the
amortized cost basis, a credit loss exists and an allowance for credit losses is recorded, which is limited by
the amount that the fair value is less than the amortized costs basis. Any impairment that has not been
recorded  through  an  allowance  for  credit  losses  is  recognized  as  a  component  of  other  comprehensive
income. Changes in the allowance for credit losses are recorded as a provision for credit loss.

Prior to the adoption of ASC 326, the Corporation used an other than temporary impairment model.

Investment in Federal Home Loan Bank of Cincinnati stock is classified as a restricted security, carried at
cost, and evaluated for impairment.

Loans Held for Sale

Loans originated and intended for sale in the secondary market are carried at the estimated fair value in
the  aggregate.  Estimated  fair  value  is  determined  based  on  quoted  market  prices  in  the  secondary
market.  Any  net  unrealized  losses  are  recognized  through  a  valuation  allowance  by  charges  to  income.
The Corporation had no unrealized losses at December 31, 2023 and 2022.

Loans

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

The accrual of interest on mortgage and commercial loans is generally discontinued at the time the loan
is  90  days  past  due  unless  the  credit  is  well-secured  and  in  process  of  collection.  Personal  loans  are
typically  charged-off  no  later  than  when  they  become  150  days  past  due.  Past  due  status  is  based  on
contractual  terms  of  the  loan.  In  all  cases,  loans  are  placed  on  non-accrual  or  charged-off  at  an  earlier
date if collection of principal or interest is considered doubtful. 

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NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

All interest accrued but not collected for loans that are placed on nonaccrual or charged-off is reversed
against  interest  income.  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.

Allowance for Credit Losses

On January 1, 2023, the Company adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326):
Measurement  of  Credit  Losses  on  Financial  Instruments,  as  amended,  which  replaced  the  incurred  loss
methodology with an expected loss methodology that is referred to as the current expected credit loss
(“CECL”)  methodology.  The  measurement  of  expected  credit  losses  under  the  CECL  methodology  is
applicable  to  financial  assets  measured  at  amortized  cost,  including  loan  receivables  and  held-to-
maturity  debt  securities.  It  also  applies  to  off-balance  sheet  credit  exposures  not  accounted  for  as
insurance  (loan  commitments,  standby  letters  of  credit,  financial  guarantees,  and  other  similar
instruments) and net investments in leases recognized by a lessor in accordance to Topic 842 on leases.
In addition, ASC 326 made changes to the accounting for available-for-sale debt securities.

The Company adopted ASC 326 using the prospective transition approach for financial assets purchased
with  credit  deterioration  that  were  previously  classified  as  purchased  credit  impaired  (“PCI”)  and
accounted  for  under  ASC  310-30.  In  accordance  with  the  standard,  management  did  not  reassess
whether PCI assets met the criteria of PCD assets as of the date of adoption. 

Loans that management has the intent and ability to hold for the foreseeable future or until maturity of
payoff  are  reported  at  amortized  cost.  Amortized  cost  is  the  principal  balance  outstanding,  net  of
purchase  premiums  and  discounts,  adjustments,  and  deferred  loan  fees  and  costs.  Accrued  interest
receivable was reported in other assets and is excluded from the estimate of credit losses.

Management  estimates  the  allowance  balance  using  relevant  available  information,  from  internal  and
external  sources,  relating  to  past  events,  current  conditions,  and  reasonable  and  supportable  forecasts.
Historical  credit  loss  experience  provides  the  basis  for  the  estimation  of  expected  credit  losses.
Adjustments  to  historical  loss  information  are  made  for  differences  in  current  loan-specific  risk
characteristics such as differences in underwriting standards, portfolio mix, delinquency level, nature or
volume  of  the  Company’s  financial  assets,  changes  in  experience  in  staff,  as  well  as  changes  in
environmental  conditions,  such  as  changes  in  unemployment  rates,  property  values  and  other  external
factors, such as regulatory, legal and technological environments.

The  allowance  for  credit  losses  is  measured  on  a  collective  pool  basis  when  similar  risk  characteristics
exist. Loans that do not share risk characteristics are evaluated on an individual basis and are excluded
from  the  collective  evaluation.  A  loan  is  individually  analyzed  when,  based  on  current  information  and
events,  it  is  probable  that  the  Company  will  be  unable  to  collect  all  amounts  due  according  to  the
contractual terms of the loan agreement. When a loan is considered individually analyzed, an analysis of
the net present value of estimated cash flows is performed and an allowance may be established based
on  the  outcome  of  that  analysis,  or  if  the  loan  is  deemed  to  be  collateral  dependent  an  allowance  is
established based on the fair value of collateral.

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NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The  Company  is  utilizing  the  discounted  cash  flow  (“DCF”)  methodology  to  analyze  all  loan  pools.  DCF
models  are  forward-focused  cash  flow  models  compatible  with  the  Company’s  limited  loss  history.  The
Company  estimates  losses  over  an  approximate  one-year  forecast  period  using  the  Federal  Reserve
baseline economic forecasts, and then reverts to longer term historical loss experience over a three-year
period. 

The DCF model has two key components, the loss driver analysis combined with a cash flow analysis. The
contractual  cash  flow  is  adjusted  for  loss  driver  and  prepayment  speed  to  establish  a  reserve  level.  The
loss  driver  analysis  are  updated  annually  by  a  third  party  for  each  applicable  pool.  The  prepayment
studies are updated quarterly by a third-party for each applicable pool. The loss driver and prepayment
rates are computed using benchmark data due to the Company having insufficient loss history and lack
of specific data or observable prepayment experience.

Prior to the adoption of ASC 326, the Company used an incurred loss model to measure an allowance for
loan losses.

Acquired Loans

Purchased  loans  acquired  in  a  business  combination  are  reviewed  to  determine  whether  there  is
evidence  of  more  than  insignificant  deterioration  of  credit  quality  since  origination.  The  Company
determines  whether  each  such  loan  is  to  be  accounted  for  individually  or  whether  such  loans  will  be
assembled into pools of loans based on common risk characteristics (loan type and date of origination).

PCD loans acquired in a transaction are marked to fair value and a mark on yield is recorded. In addition,
an adjustment is made to the ACL for the expected loss on the acquisition date. These loans are assessed
on a regular basis and subsequent adjustments to the ACL are recorded on the income statement.

Loan Sales and Servicing

Mortgage loans are sold with mortgage servicing rights either retained by the Corporation or released to
the purchaser of the loan. The value of mortgage loans sold with servicing rights retained is reduced by
the cost allocated to the associated mortgage servicing rights. Gains or losses on sales of mortgage loans
are  recognized  based  on  the  difference  between  the  selling  price  and  the  carrying  value  of  the  related
mortgage loans sold. The Corporation estimates fair value for servicing rights based on the present value
of future expected cash flows, using management’s best estimates of the key assumptions – credit losses,
prepayment  speeds,  servicing  costs,  earnings  rate,  and  discount  rates  commensurate  with  the  risks
involved. Capitalized servicing rights are reported at fair value and changes in fair value are reported in
net income for the period the change occurs. Servicing fee income is recorded for servicing loans, based
on  a  contractual  percentage  of  the  outstanding  principal,  and  is  reported  as  other  operating  income.
Amortization of mortgage servicing rights is charged against loan servicing fee income.

Premises and Equipment

Premises and equipment is stated at cost, less accumulated depreciation. Upon the sale or disposition of
the assets, the difference between the depreciated cost and proceeds is charged or credited to income.
Depreciation is 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  primarily  using  the  straight-line
method.

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NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Premises and equipment is reviewed for impairment when events indicate the carrying amount may not
be recoverable from future undiscounted cash flows. If impaired, premises and equipment is recorded at
fair value and any corresponding write-downs are charged against current year earnings.

Off-Balance Sheet Credit Related Financial Instruments

In  the  ordinary  course  of  business,  the  Corporation  has  entered  into  commitments  to  extend  credit,
including commitments under commercial letters of credit, and standby letters of credit. Such financial
instruments are recorded when they are funded. The Corporation maintains a separate allowance for off-
balance  sheet  commitments.  Management  estimates  anticipated  losses  using  historical  data  and
utilization assumptions. The allowance for off-balance sheet commitments is included in other liabilities.
  Changes  in  the  allowance  for  off-balance  sheet  commitments  is  included  in  the  provision  for  credit
losses on the consolidated statements of income.

Goodwill and Core Deposit Intangible Assets

Goodwill  arising  from  acquisitions  is  not  amortized  but  is  subject  to  an  annual  impairment  test  to
determine if an impairment loss has occurred. Significant judgment is applied when goodwill is assessed
for impairment. This judgment includes developing cash flow projections, selecting appropriate discount
rates, identifying relevant market comparables, incorporating general economic and market conditions,
and  selecting  an  appropriate  control  premium.  As  of  December  31,  2023,  the  Corporation  believes  the
Bank  does  not  have  any  indicators  of  potential  impairment  based  on  the  estimated  fair  value  of  its
reporting unit.

The core deposit intangible asset resulting from the November 2014 Ohio State Bank (“OSB”) acquisition
was  determined  to  have  a  definite  life  and  is  being  amortized  on  a  straight-line  basis  over  ten  years
through October 2024. The core deposit intangible asset resulting from the September 2017 Benchmark
acquisition  was  also  determined  to  have  a  definite  life  and  is  being  amortized  on  an  accelerated  basis
over  ten  years  through  2027.  Amortization  of  core  deposit  intangible  assets  amounted  to  $139,000,
$140,000,  and  $143,000  for  the  years  ended  December  31,  2023,  2022  and  2021.  Future  amortization  of
core  deposit  intangible  assets  for  the  years  2024  thru  2027  are  $121,000,  $38,000,  $37,000,  and  $24,000
respectively. 

Supplemental Retirement Benefits

Annual provisions are made for the estimated liability for accumulated supplemental retirement benefits
under  agreements  with  certain  officers  and  directors.  These  provisions  are  determined  based  on  the
terms  of  the  agreements,  as  well  as  certain  assumptions,  including  estimated  service  periods  and
discount rates.

Advertising Costs

All advertising costs are expensed as incurred. 

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NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income Taxes

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  its  tax  bases.  Deferred  tax  assets  are  recognized  for
temporary  differences  that  will  be  deductible  in  future  years’  tax  returns  and  for  operating  loss  and  tax
credit carryforwards. 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 that will be taxable in future years’ tax returns.

Benefits  from  tax  positions  taken  or  expected  to  be  taken  in  a  tax  return  are  not  recognized  if  the
likelihood that the tax position would be sustained upon examination by a taxing authority is considered
to  be  50%  or  less.  The  Corporation  has  adopted  the  policy  of  classifying  any  interest  and  penalties
resulting from the filing of its income tax returns in the provision for income taxes.

The Corporation is not currently subject to state or local income taxes.

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 Corporation, (2) the transferee obtains the right (free of conditions that constrain it from
taking  advantage  of  that  right)  to  pledge  or  exchange  the  transferred  assets,  and  (3)  the  Corporation
does  not  maintain  effective  control  over  the  transferred  assets  through  an  agreement  to  repurchase
them before their maturity.

The  transfer  of  a  participating  interest  in  an  entire  financial  asset  must  also  meet  the  definition  of  a
participating interest. A participating interest in a financial asset has all of the following characteristics: (1)
from the date of transfer, it must represent a proportionate (pro rata) ownership interest in the financial
asset,  (2)  from  the  date  of  transfer,  all  cash  flows  received,  except  any  cash  flows  allocated  as  any
compensation  for  servicing  or  other  services  performed,  must  be  divided  proportionately  among
participating  interest  holders  in  the  amount  equal  to  their  share  ownership,  (3)  the  rights  of  each
participating  interest  holder  must  have  the  same  priority,  (4)  no  party  has  the  right  to  pledge  or
exchange the entire financial asset unless all participating interest holders agree to do so.

Comprehensive (Loss) Income

Recognized revenue, expenses, gains, and losses are included 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 sheet, such items, along with net
income, are components of comprehensive (loss) income.

Per Share Data

Basic net income per share is computed based on the weighted average number of shares of common
stock  outstanding  during  each  year.  Diluted  net  income  per  share  reflects  additional  common  shares
that would have been outstanding if dilutive potential common shares had been issued.

19

 
 
 
 
 
 
 
 
 
 
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The weighted average number of shares used for the years ended December 31, 2023, 2022 and 2021 are
as follows:

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

Derivative Financial Instruments

The  price  risk  related  to  changes  in  the  fair  value  of  interest  rate  lock  commitments  (IRLCs)  and
mortgage loans held for sale not committed to investors are subject to change primarily due to changes
in market interest rates. The Corporation is exposed to this interest rate risk for IRLCs and mortgage loans
held for sale originated until those loans are sold in the secondary market. The Corporation manages the
interest  rate  and  price  risk  associated  with  its  outstanding  IRLCs  and  mortgage  loans  held  for  sale  not
committed to investors by entering into derivative instruments such as forward loan sales commitments
and  mandatory  delivery  commitments.  Management  expects  these  derivative 
instruments  will
experience changes in fair value opposite to changes in the fair value of the IRLCs and mortgage loans
held  for  sale  not  committed  to  investors,  thereby  reducing  earnings  volatility.  Best  effort  sale
commitments are also executed for certain loans at the time the IRLC is locked with the borrower. The
fair value of the best effort IRLC and mortgage loans held for sale are valued using the commitment price
to the investor. 

The Corporation started hedging in May of 2018 and takes into account various factors and strategies in
determining the portion of the IRLCs and mortgage loans held for sale to be economically hedged. FASB
ASC 815-25, Derivatives and Hedging, requires that all derivative instruments be recognized as assets or
liabilities  on  the  balance  sheets  at  their  estimated  fair  value.  Changes  in  the  fair  value  of  the  derivative
instruments are recognized in gain on sale of loans in the statements of operations in the period in which
they  occur.  The  Corporation  accounts  for  all  derivative  instruments  as  free-standing  derivative
instruments  and  does  not  designate  any  for  hedge  accounting.  The  Corporation  recognized  a  net  gain
from  hedging  activity  of  $120,000  for  the  year  ended  December  31,  2023,  and  $1,814,000  for  the  year
ended  December  31,  2022,  and  a  net  loss  from  hedging  activity  of  $1,325,000  for  the  year  ended
December 31, 2021, which are included in gain on sale of loans in the consolidated statements of income.
A  net  hedging  asset  of  $139,000  as  of  December  31,  2023,  and  $305,000  as  of  December  31,  2022,  was
included in other assets in the consolidated balance sheets.

Fair Values of Financial Instruments

Fair  values  of  financial  instruments  are  estimated  using  relevant  market  information  and  other
assumptions, as more fully discussed in Note 17. Fair value estimates involve uncertainties and matters of
significant  judgment  regarding  interest  rates,  credit  risk,  prepayments,  and  other  factors,  especially  in
the absence of broad markets for particular items. Changes in assumptions or in market conditions could
significantly affect the estimates. 

20

 
 
 
 
 
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Subsequent Events

Management evaluated subsequent events through the date the consolidated financial statements were
issued.  Events  or  transactions  occurring  after  December  31,  2023,  but  prior  to  when  the  consolidated
financial  statements  were  issued,  that  provided  additional  evidence  about  conditions  that  existed  at
December  31,  2023,  have  been  recognized  in  the  financial  statements  for  the  year  ended  December  31,
2023. Events or transactions that provided evidence about conditions that did not exist at December 31,
2023  but  arose  before  the  financial  statements  were  issued,  have  not  been  recognized  in  the
consolidated financial statements for the year ended December 31, 2023.

On  January  18,  2024,  United  Bancshares,  Inc.  issued  a  release  announcing  that  its  Board  of  Directors
approved a cash dividend of $0.22 per common share payable March 15, 2024, to shareholders of record
at the close of business on February 29, 2024.

NOTE 2 - NEW ACCOUNTING PRONOUNCEMENTS

In  March  2022,  the  Financial  Accounting  Standards  Board  (FASB)  issued  ASU  2022-02,  Financial
Instruments  Credit  Losses  (Topic  326):  Troubled  Debt  Restructurings  and  Vintage  Disclosures.  The
amendments  in  Update  2016-13  require  that  an  entity  measure  and  record  the  lifetime  expected  credit
losses on an asset that is within the scope of the Update upon origination or acquisition, and, as a result,
credit losses from loans modified as troubled debt restructurings (TDRs) have been incorporated into the
allowance  for  credit  losses.  Investors  and  preparers  observed  that  the  additional  designation  of  a  loan
modification  as  a  TDR  and  the  related  accounting  are  unnecessarily  complex  and  no  longer  provide
decision-useful information. The amendment in this Update also requires that an entity disclose current-
period  gross  write-offs  by  year  of  origination  for  financing  receivables  and  net  investments  in  leases
within the scope of Subtopic 326-20, Financial Instruments - Credit Losses - Measured at Amortized Cost.
The Corporation implemented this update in January 2023.

In  March  2020,  the  FASB  issued  ASU  2020-04,  Reference  Rate  Reform  (Topic  848),  which  provides
optional  guidance  for  a  limited  period  of  time  to  ease  the  potential  burden  in  accounting  for  reference
rate  reform  on  financial  reporting.  The  amendments  in  this  Update  provide  optional  expedients  and
exceptions  for  applying  generally  accepted  accounting  principles  (GAAP)  to  contracts,  hedging
relationships,  and  other  transactions  that  reference  LIBOR  or  another  reference  rate  expected  to  be
discontinued because of reference rate reform. The amendments are effective for all entities as of March
12, 2020 through December 31, 2024. The Corporation does not expect this guidance to have a material
impact on its consolidated financial statements.

In  January  2021,  the  FASB  issued  ASU  2021-01,  Reference  Rate  Reform  (Topic  848):  Scope,  which  is  in
response to stakeholder concerns related to reference rate reform. The amendments in this Update are
elective and apply to all entities that have derivative instruments that use an interest rate for managing,
discounting,  or  contract  price  alignment  that  is  modified  as  a  result  of  reference  rate  reform.  The
amendments  in  this  Update  are  effective  immediately  for  all  entities.  The  Corporation  is  currently
reviewing the amendments in this Update but does not expect this guidance to have a material impact
on its consolidated financial statements.

21

 
 
 
 
 
NOTE 2 - NEW ACCOUNTING PRONOUNCEMENTS (CONTINUED)

In June 2016, the FASB issued ASU 2016-13, Financial Instruments Credit Losses (Topic 326): Measurement
of  Credit  Losses  on  Financial  Instruments.  The  ASU  requires  an  organization  to  measure  all  expected
credit  losses  for  financial  assets  held  at  the  reporting  date  based  on  historical  experience,  current
conditions,  and  reasonable  and  supportable  forecasts.  Financial  institutions  and  other  organizations  is
now  using  forward-looking  information  to  better  inform  their  credit  loss  estimates.  Many  of  the  loss
estimation  techniques  applied  under  the  previous  standard  are  still  permitted,  although  the  inputs  to
those techniques have changed to reflect the full amount of expected credit losses. Organizations are still
able to use judgment to determine which loss estimation method is appropriate for their circumstances.
Additionally,  the  ASU  amends  the  accounting  for  credit  losses  on  available-for-sale  debt  securities  and
purchased financial assets with credit deterioration. For public companies, this update was to be effective
for  interim  and  annual  periods  beginning  after  December  15,  2019.  On  July  17,  2019,  the  FASB  voted  to
issue  a  proposal  for  public  comment  that  would  potentially  result  in  a  postponement  of  the  required
implementation  date  for  ASU  2016-13.  On  October  16,  2019,  the  FASB  extended  the  implementation
deadline until the fiscal year and interim periods beginning after December 15, 2022.

The  Company  adopted  the  guidance  on  January  1,  2023.  The  Company  has  disaggregated  its  loan
portfolio into segments of like kind loans with additional disaggregation based on risk level of the loans.
Models  have  been  chosen  to  be  applied  to  loan  segments  based  on  factors  such  as  life  of  the  loan
segment  and  loan  payment  types.  The  Company  engaged  an  independent  third  party  to  validate  the
model,  methodologies,  and  compliance  with  the  regulation,  which  was  completed  during  the  third
quarter  of  2023.  Qualitative  factors  have  also  been  included  to  capture  inherent  risks  that  are  not
included within the quantitative model. At adoption, the Company did not have any securities classified
as  HTM  debt  securities.  No  allowance  for  credit  loss  was  recorded  related  to  AFS  debt  securities  at  the
date of adoption, January 1, 2023.

22

 
NOTE 3 - SECURITIES

The amortized cost, unrealized gains and losses on securities, and fair value of securities as of December
31, 2023 and 2022 are as follows:

The amortized cost and fair value of securities at December 31, 2023, 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.

Securities with a carrying value of $24.2 million at December 31, 2023 and $42.9 million at December 31,
2022 were pledged to secure public deposits and for other purposes as required or permitted by law.

23

 
NOTE 3 - SECURITIES (CONTINUED)

The  following  table  presents  gross  unrealized  losses  and  fair  value  of  debt  securities,  aggregated  by
investment category and length of time that individual securities have been in a continuous unrealized
loss position at December 31, 2023 and 2022:

There  were  327  securities  in  an  unrealized  loss  position  at  December  31,  2023,  323  of  which  were  in  a
continuous unrealized loss position for 12 months or more. There were 386 securities in an unrealized loss
position at December 31, 2022, 113 of which were in a continuous unrealized loss position for 12 months or
more.  Management  has  considered  industry  analyst  reports,  whether  downgrades  by  bond  rating
agencies have occurred, sector credit reports, issuer’s financial condition and prospects, the Corporation’s
ability and intent to hold securities to maturity, and volatility in the bond market. This analysis concluded
that  the  unrealized  losses  as  of  December  31,  2023  were  primarily  the  result  of  fluctuations  in  the  bond
market  related  primarily  to  changes  in  market  interest  rates,  therefore,  in  accordance  with  ACS  326,
management has determined that there is no allowance for credit loss needed as of December 31, 2023
related to its available for sale securities portfolio. 

Gross realized losses from sale of securities, including securities calls, amounted to $224,000 in 2023 with
a  related  income  tax  effect  of  $47,000,  $114,000  in  2022  with  related  income  tax  effect  of  $24,000,  and
$16,000 in 2021, with a related income tax effect of $3,000. There was $156,000 of gross realized gains from
the  sale  of  securities  in  2023,  with  a  related  income  tax  effect  of  $33,000.  There  were  no  gross  realized
gains from sale of securities in 2022 or 2021.  

24

 
 
NOTE 4  - LOANS

Loans receivable at December 31, 2023 and 2022 consist of the following:

Loan  segments  have  been  identified  by  evaluating  the  portfolio  based  on  collateral  and  credit  risk
characteristics.

The Company elected to exclude accrued interest receivable from the amortized cost basis of loans. As of
December  31,  2023,  and  2022,  accrued  interest  receivable  for  loans  totaled  $2,722,000  and  $2,026,000,
respectively, and is included in accrued interest receivable on the consolidated balance sheets.

Fixed  rate  loans  approximated  $185.2  million  at  December  31,  2023  and  $192.2  million  at  December  31,
2022. 

Most of the Corporation’s lending activities are with customers located in Northwestern and Central Ohio.
The  Corporation  has 
industry
concentration.  Total  loans  for  income-generating  rental  property  totaled  $353.1  million  at  December  31,
2023 representing 50.0% of total loans.

income-generating  rental  properties  as  an 

lending  for 

identified 

The  Corporation  originates  1-4  family  real  estate  and  consumer  loans  utilizing  credit  reports  to
supplement the underwriting process. The Corporation’s underwriting standards for 1-4 family loans are
generally 
in  accordance  with  the  Federal  Home  Loan  Mortgage  Corporation  (FHLMC)  manual
underwriting guidelines. Properties securing 1-4 family real estate loans are appraised by fee appraisers,
which  are  independent  of  the  loan  origination  function  and  have  been  approved  by  the  Board  of
Directors and the Loan Policy Committee. The loan-to-value ratios normally do not exceed 80% without
credit enhancements such as mortgage insurance. The Corporation will lend up to 100% of the lesser of
the  appraised  value  or  purchase  price  for  conventional  1-4  family  real  estate  loans,  provided  private
mortgage insurance is obtained. The underwriting standards for consumer loans include a determination
of  the  applicant’s  payment  history  on  other  debts  and  an  assessment  of  their  ability  to  meet  existing
obligations  and  payments  on  the  proposed  loan.  To  monitor  and  manage  loan  risk,  policies  and
procedures are developed and modified, as needed by management. This activity, coupled with smaller
loan  amounts  that  are  spread  across  many  individual  borrowers,  minimizes  risk.  Additionally,  market
conditions are reviewed by management on a regular basis. The Corporation’s 1-4 family real estate loans
are secured primarily by properties located in its primary market area.

25

 
 
 
 
 
 
 
NOTE 4  - LOANS (CONTINUED)

Commercial  and  agricultural  real  estate  loans  are  subject  to  underwriting  standards  and  processes
similar  to  commercial  and  agricultural  operating  loans,  in  addition  to  those  unique  to  real  estate  loans.
These  loans  are  viewed  primarily  as  cash  flow  loans  and  secondarily  as  loans  secured  by  real  estate.
Commercial and agricultural real estate lending typically involves higher loan principal amounts, and the
repayment  of  these  loans  is  generally  dependent  on  the  successful  operation  of  the  property  securing
the loan or the business conducted on the property securing the loan. Loan to value is generally 75% of
the  cost  or  appraised  value  of  the  assets  or  less.  Appraisals  on  properties  securing  these  loans  are
generally  performed  by  fee  appraisers  approved  by  the  Board  of  Directors.  Because  payments  on
commercial  and  agricultural  real  estate  loans  are  often  dependent  on  the  successful  operation  or
management of the properties, repayment of such loans may be subject to adverse conditions in the real
estate  market  or  the  economy.  Management  monitors  and  evaluates  commercial  and  agricultural  real
estate  loans  based  on  cash  flows,  collateral  and  risk  rating  criteria.  The  Corporation  may  require
guarantees on these loans. The Corporation’s commercial and agricultural real estate loans are secured
primarily by properties located in its primary market area.

Commercial  and  agricultural  operating  loans  are  underwritten  based  on  the  Corporation’s  examination
of current and projected cash flows to determine the ability of the borrower to repay their obligations as
agreed. This underwriting includes the evaluation of cash flows of the borrower, underlying collateral, if
applicable  and  the  borrower’s  ability  to manage  its  business  activities.  The  cash  flows  of  borrowers  and
the collateral securing these loans may fluctuate in value after the initial evaluation. A first priority lien on
the general assets of the business normally secures these types of loans. Loan to value limits vary and are
dependent  upon  the  nature  and  type  of  the  underlying  collateral  and  the  financial  strength  of  the
borrower.  Crop  and/or  hail  insurance  may  be  required  for  agricultural  borrowers.  Loans  are  generally
guaranteed  by  the  principal(s).  The  Corporation’s  commercial  and  agricultural  operating  lending  is
primarily in its primary market area.

The  Corporation  maintains  an  internal  audit  department  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 
identification  and
internal  audit  process  complements  and  reinforces  the  risk 
assessment  decisions  made  by  lenders  and  credit  personnel,  as  well  as  the  Corporation’s  policies  and
procedures.

A  loan  is  considered  to  be  collateral  dependent  when,  based  upon  management's  assessment,  the
borrower  is  experiencing  financial  difficulty  and  repayment  is  expected  to  be  provided  substantially
through the operation or sale of the collateral. For collateral dependent loans, expected credit losses are
based  on  the  estimated  fair  value  of  the  collateral  at  the  balance  sheet  date,  with  consideration  for
estimated selling costs if satisfaction of the loan depends on the sale of the collateral.

The allowance for credit losses for loans considered to be collateral dependent as of December 31, 2023, is
as follows:

26

 
 
 
 
 
NOTE 4  - LOANS (CONTINUED)

The following table presents loans individually evaluated for impairment by class of loans as of December
31, 2022:

The  following  table  presents  the  recorded  investment  in  nonaccrual  loans,  loans  past  due  over  90  days
still on accrual and troubled debt restructurings by class of loans as of December 31, 2023 and 2022:

The  nonaccrual  balances  in  the  table  above  include  troubled  debt  restructurings  that  have  been
classified as nonaccrual.

Interest  income  foregone  on  nonaccrual  loans  was  approximately  $15,000  and  $45,000  for  the  years
ended December 31, 2023 and 2022, respectively.

The amortized costs basis for loans on nonaccrual status for which there is no related allowance for credit
losses was $38,000 and $873,000 for the years ended December 31, 2023 and 2022, respectively.

27

 
 
NOTE 4  - LOANS (CONTINUED)

The following table presents the aging of the recorded investment in past due loans as of December 31,
2023 and 2022 by class of loans:

Credit Quality Indicators:

The Corporation categorizes 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
Corporation analyzes loans individually by classifying the loans as to the credit risk. This analysis generally
includes non-homogenous loans, such as commercial and commercial real estate loans. The Corporation
uses the following definitions for risk ratings for adverse classified loans:

Pass:  Loans  not  meeting  the  previous  criteria  that  are  analyzed  individually  as  part  of  the  above-
described process are considered to be pass rated loans.

Special Mention: Loans which possess some credit deficiency or potential weakness which deserves
loans  pose
close  attention,  but  which  do  not  yet  warrant  substandard  classification.  Such 
unwarranted financial risk that, if not corrected, could weaken the loan and increase risk in the future.
The  key  distinctions  of  a  Special  Mention  classification  are  that  (1)  it  is  indicative  of  an  unwarranted
level  of  risk,  and  (2)  weaknesses  are  considered  "potential",  versus  "defined",  impairments  to  the
primary source of loan repayment.

Substandard:  These  loans  are  inadequately  protected  by  the  current  sound  net  worth  and  paying
ability of the borrower. Loans of this type will generally display negative financial trends such as poor
or  negative  net  worth,  earnings  or  cash  flow.  These  loans  may  also  have  historic  and/or  severe
delinquency problems, and Corporation management may depend on secondary repayment sources
to  liquidate  these  loans.  The  Corporation  could  sustain  some  degree  of  loss  in  these  loans  if  the
weaknesses remain uncorrected.

28

 
 
 
NOTE 4  - LOANS (CONTINUED)

Doubtful: Loans in this category display a high degree of loss, although the amount of actual loss at
the time of classification is undeterminable. This should be a temporary category until such time that
actual loss can be identified, or improvements made to reduce the seriousness of the classification.

The following table provides a summary of the loan portfolio risk grades, as applicable, based on the most
recent analysis performed, as of December 31, 2023 and 2022.

The Corporation considers the performance of the loan portfolio and its impact on the allowance for loan
and lease losses. For all loan classes that are not rated, the Corporation also evaluates credit quality based
on  the  aging  status  of  the  loan,  which  was  previously  presented,  and  by  payment  activity.  Generally,  all
loans  not  rated  that  are  90  days  past  due  or  are  classified  as  nonaccrual  and  collectively  evaluated  for
impairment, are considered nonperforming. The following table presents the recorded investment in all
loans that are not risk rated, based on payment activity as of December 31, 2023 and 2022:

29

 
NOTE 4  - LOANS (CONTINUED)

Modifications:

Modifications to borrowers experiencing financial difficulty may include interest rate reductions, principal
or interest forgiveness, forbearances, term extensions, and other actions intended to minimize economic
loss and to avoid foreclosure or repossession of collateral. 

When  the  Corporation  modifies  a  loan,  management  evaluates  any  possible  concession  based  on  the
present  value  of  expected  future  cash  flows,  discounted  at  the  contractual  interest  rate  of  the  original
loan agreement, except when the sole (remaining) source of repayment for the loan is the operation or
liquidation of the collateral. In these cases, management uses the current fair value of the collateral, less
selling costs, instead of discounted cash flows. If management determines that the value of the modified
loan  is  less  than  the  recorded  investment  in  the  loan  (net  of  previous  charge-offs,  deferred  loan  fees  or
costs and unamortized premium or discount), an impairment is recognized through a specific reserve in
the allowance or a direct write down of the loan balance if collection is not expected.

There  were  no  loan  modifications  made  to  borrowers  experiencing  financial  difficulty  during  the  year
ended December 31, 2023.

There were no modifications for TDR loans or subsequent defaults relating to TDR loans during the year
ended December 31, 2022.

30

 
NOTE 4  - LOANS (CONTINUED)

The table below presents the amortized cost basis of loans by vintage, credit quality indicator and class of
loans as of December 31, 2023 (in thousands):

Allowance for Credit Losses (“ACL”)

 The Company has adopted ASU 2016-13 (Topic 326 – Credit Losses) to calculate the ACL, which requires a
projection of credit loss over the contract lifetime of the credit adjusted for prepayment tendencies. This
valuation account is deducted from the loans amortized cost basis to present the net amount expected
to  be  collected  on  the  loan.  The  ACL  is  adjusted  through  the  provision  for  credit  losses  and  reduced  by
net charge offs to loans.

31

 
 
NOTE 4  - LOANS (CONTINUED)

The  credit  loss  estimation  process  involves  procedures  that  consider  the  unique  characteristics  of  the
Company’s  portfolio  segments.  These  segments  are  further  disaggregated  into  the  loan  pools  for
monitoring.  When  computing  allowance  levels,  a  model  of  risk  characteristics,  such  as  loss  history  and
delinquency status, along with current conditions and a supportable forecast is used to determine credit
loss assumptions.

The  Company  is  utilizing  the  discounted  cash  flow  (“DCF”)  methodology  to  analyze  all  loan  pools.  DCF
models  are  forward-focused  cash  flow  models  compatible  with  the  Company’s  limited  loss  history.  The
Company  estimates  losses  over  an  approximate  one-year  forecast  period  using  the  Federal  Reserve
baseline economic forecasts, and then reverts to longer term historical loss experience over a three-year
period. 

The DCF model has two key components, the loss driver analysis combined with a cash flow analysis. The
contractual  cash  flow  is  adjusted  for  loss  driver  and  prepayment  speed  to  establish  a  reserve  level.  The
loss  driver  analysis  are  updated  annually  by  a  third  party  for  each  applicable  pool.  The  prepayment
studies are updated quarterly by a third-party for each applicable pool. The loss driver and prepayment
rates are computed using benchmark data due to the Company having insufficient loss history and lack
of specific data or observable prepayment experience.

According to the accounting standard an entity may make an accounting policy election not to measure
an allowance for credit losses for accrued interest receivable if the entity writes off the applicable accrued
interest  receivable  balance  in  a  timely  manner.  The  Company  has  made  the  accounting  policy  election
not  to  measure  an  allowance  for  credit  losses  for  accrued  interest  receivables  for  all  loan  segments.
Current policy dictates that a loan will be placed on nonaccrual status, with the current accrued interest
receivable balance being written off, upon the loan being 90 days delinquent or when the loan is deemed
to be collateral dependent.

32

 
 
 
NOTE 4  - LOANS (CONTINUED)

In  addition,  ASC  Topic  326  requires  the  Company  to  establish  a  liability  for  anticipated  credit  losses  for
unfunded  commitments.  To  accomplish  this,  the  company  must  first  establish  a  loss  expectation  for
extended (funded) commitments. This loss expectation, expressed as a ratio to the amortized cost basis,
is  then  applied  to  the  portion  of  unfunded  commitments  not  considered  unilaterally  cancelable,  and
considered by the company’s management as likely to fund over the life of the instrument. At December
31,  2023,  the  Company  had  $192.6  million  in  unfunded  commitments  and  set  aside  $766,000  in
anticipated credit losses. This reserve is recorded in other liabilities as opposed to the ACL.

The determination of ACL is complex, and the Company makes decisions on the effects of factors that are
inherently  uncertain.  Evaluations  of  the  loan  portfolio  and  individual  credits  require  certain  estimates,
assumptions and judgments as to the facts and circumstances related to particular situations or credits.
There may  be  significant  changes  in  the  ACL  in  future  periods  determined  by  prevailing  factors  at  that
point in time along with future forecasts.

The  following  tables  disclose  the  annual  activity  in  the  allowance  for  credit  losses  for  the  periods
indicated  by  portfolio  segment  (in  thousands).    The  Company  adopted  CECL  as  of  January  1,  2023.  The
prior years’ amounts presented are calculated under the prior accounting standard.

33

 
NOTE 4  - LOANS (CONTINUED)

The following tables present the balance in the allowance for credit losses and the recorded investment
in loans by portfolio segment and based on impairment method as of December 31, 2022:  

The  provision  for  credit  losses  is  determined  by  the  Company  as  the  amount  to  be  added  to  the
allowance  for  credit  losses  for  various  types  of  financial  instruments  including  loans,  investment
securities, and unfunded commitments after net charge-offs have been deducted to bring the allowance
for credit losses to a level that, in management's judgment, is necessary to absorb expected credit losses
over  the  lives  of  the  respective  financial  instruments.  The  components  of  the  provision  for  credit  losses
included in the consolidated statements of income for the years ended December 31 are as follows:

34

 
NOTE 4  - LOANS (CONTINUED)

The  following  is  additional  information  with  respect  to  loans  acquired  in  the  Benchmark  and  OSB
transactions as of December 31, 2023 and 2022:

35

 
NOTE 4  - LOANS (CONTINUED)

As a result of the acquisitions, the Corporation has loans, for which there was at acquisition, evidence of
deterioration  of  credit  quality  since  origination  and  for  which  it  was  probable  at  acquisition,  that  all
contractually  required  payments  would  not  be  collected.  The  carrying  amount  of  those  loans  was
$49,000  as  of  December  31,  2023  and  $52,000  as  of  December  31,  2022  related  to  the  Benchmark
acquisition and $67,000 at December 31, 2023 and $72,000 at December 31, 2022 for the OSB acquisition.

Certain directors and executive officers, including their immediate families and companies in which they
are principal owners, are loan customers of the Corporation. Such loans are made in the ordinary course
of business in accordance with the normal lending policies of the Corporation, including the interest rate
charged  and  collateralization.  Such  loans  amounted  to  $986,000  and  $1,330,000  at  December  31,  2023
and 2022 respectively. The following is a summary of activity during 2023, 2022 and 2021 for such loans:

Additions  and  repayments  include  loan  and  lease  renewals,  as  well  as  net  borrowings  and  repayments
under revolving lines-of-credit.

36

 
NOTE 5  -  PREMISES AND EQUIPMENT

The following is a summary of premises and equipment at December 31, 2023 and 2022:

Depreciation expense amounted to $1,453,000 in 2023, $1,250,000 in 2022 and $1,204,000 in 2021.

NOTE 6 - SERVICING

Mortgage  loans  serviced  for  others  are  not  included  in  the  accompanying  consolidated  balance  sheets.
The  unpaid  principal  balance  of  mortgage  loans  serviced  for  others  amounted  to  $262,757,000  and
$263,593,000 at December 31, 2022 and 2021, respectively.

Mortgage servicing rights are included in other assets in the accompanying consolidated balance sheets.
The  Corporation  has  elected  to  record  its  mortgage  servicing  rights  using  the  fair  value  measurement
method. Significant assumptions used in determining the fair value of servicing rights as of December 31,
2023 and 2022 include:

Following is a summary of mortgage servicing rights activity for the years ended December 31, 2023, 2022
and 2021:

The  changes  in  fair  value  of  servicing  rights  for  the  years  ended  December  31,  2023,  2022  and  2021
resulted from changes in external market conditions, including prepayment assumptions, which is a key
valuation input used in determining the fair value of servicing. The prepayment assumption factor used
in determining the fair value of servicing at December 31, 2023 was 112 compared to 114 at December 31,
2022 and 180 at December 31, 2021. The earnings rate used in determining the fair value of servicing was
0.25% in 2023, 2022 and 2021.

37

 
 
 
NOTE 7  -  DEPOSITS

Time  deposits  at  December  31,  2023  and  2022  include  individual  deposits  greater  than  $250,000  of
$45,223,000  and  $18,258,000,  respectively.  Interest  expense  on  time  deposits  greater  than  $250,000
amounted to $1,376,000 for 2023, $60,000 for 2022, and $134,000 for 2021.

Scheduled maturities of certificates of deposit at December 31, 2023, are as follows (in thousands):

Certain directors and executive officers, including their immediate families and companies in which they
are  principal  owners,  are  depositors  of  the  Corporation.  Such  deposits  amounted  to  $4,165,000  and
$4,298,000at December 31, 2023 and 2022, respectively.

NOTE 8 - FEDERAL FUNDS PURCHASED AND OTHER BORROWINGS

Other borrowings consists of the following at December 31, 2023 and December 31, 2022:

At  December  31,  2023,  the  Corporation  had  $310.1  million  of  borrowing  availability  under  various  line-of-
credit agreements with the Federal Home Loan Bank and other financial institutions.

Future maturities of other borrowings are as follows: 2024, $1,000,000; 2025, $1,000,000; 2026, $1,000,000;
2027, $1,000,000; 2028, $1,000,000.  

38

 
 
NOTE 9 - JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURES

The  Corporation  has  formed  and  invested  $300,000  in  a  business  trust,  United  (OH)  Statutory  Trust
(United  Trust)  which  is  not  consolidated  by  the  Corporation.  United  Trust  issued  $10,000,000  of  trust
preferred securities, which are guaranteed by the Corporation, and are subject to mandatory redemption
upon  payment  of  the  debentures.  United  Trust  used  the  proceeds  from  the  issuance  of  the  trust
preferred  securities,  as  well  as  the  Corporation’s  capital  investment,  to  purchase  $10,300,000  of  junior
subordinated  deferrable  interest  debentures  issued  by  the  Corporation.  The  debentures  have  a  stated
maturity date of March 26, 2033. As of March 26, 2008, and quarterly thereafter, the debentures may be
shortened at the Corporation’s option. Interest is at a floating rate adjustable quarterly and equal to 315
basis  points  over  the  3-month  CME  Term  SOFR  plus  spread  adjustment  amounting  to  8.77%  at
December  31,  2023,  with  interest  payable  quarterly.  Interest  at  a  floating  rate  adjustable  quarterly  and
equal to 315 basis points over the 3-month LIBOR amounting to 7.87% at December 31, 2022, and 3.37% at
December  31,  2021.  The  Corporation  has  the  right,  subject  to  events  in  default,  to  defer  payments  of
interest  on  the  debentures  by  extending  the  interest  payment  period  for  a  period  not  exceeding  20
consecutive quarterly periods.

The  Corporation  assumed  $3,093,000  of  trust  preferred  securities  from  the  OSB  acquisition  with
$3,000,000  of  the  liability  guaranteed  by  the  Corporation,  and  the  remaining  $93,000  secured  by  an
investment  in  the  trust  preferred  securities.  The  trust  preferred  securities  have  a  carrying  value  of
$2,743,000  at  December  31,  2023  and  $2,709,000  at  December  31,  2022.  The  difference  between  the
principal  owed  and  the  carrying  value  is  due  to  the  below-market  interest  rate  on  the  debentures.  The
debentures have a stated maturity date of April 23, 2034.   Interest is at a floating rate adjustable quarterly
and equal to 285 basis points over the 3-month CME Term SOFR plus spread adjustment amounting to
8.52% at December 31, 2023, with interest payable quarterly. Interest at a floating rate adjustable quarterly
and  equal  to  285  basis  points  over  the  3-month  LIBOR  amounting  to  7.17%  at  December  31,  2022,  and
2.97% at December 31, 2021.  

Interest  expense  on  the  debentures  amounted  to  $1,102,000in  2023,  $649,000  in  2022,  and  $429,000  in
2021,  and  is  included  in  interest  expense-borrowings  in  the  accompanying  consolidated  statements  of
income.

Each  issue  of  the  trust  preferred  securities  carries  an  interest  rate  identical  to  that  of  the  related
debenture. The securities have been structured to qualify as Tier I capital for regulatory purposes and the
dividends  paid  on  such  are  tax  deductible.  However,  the  securities  cannot  be  used  to  constitute  more
than  25%  of  the  Corporation’s  Tier  I  capital  inclusive  of  these  securities  under  Federal  Reserve  Board
guidelines.

39

 
 
 
 
NOTE 10 - OTHER OPERATING EXPENSES

Other operating expenses consisted of the following for the years ended December 31, 2023, 2022 & 2021:

NOTE 11 - INCOME TAXES

The  provision  for  income  taxes  for  the  years  ended  December  31,  2023,  2022  and  2021  consist  of  the
following:

The income tax provision attributable to income from operations differed from the amounts computed
by applying the U.S. federal income tax rate of 21% in 2023, 2022, and 2021:

The deferred income tax provision (credit) of ($144,000) in 2023, $1,341,000 in 2022, and $1,380,000 in 2021
resulted from the tax effects of temporary differences.

40

 
NOTE 11 - INCOME TAXES (CONTINUED)

The  tax  effects  of  temporary  differences  that  give  rise  to  significant  portions  of  the  deferred  tax  assets
and deferred tax liabilities at December 31, 2023 and 2022 are presented below:

Net  deferred  tax  assets  liabilities  at  December  31,  2023  and  2022  are  included  in  other  assets  and  other
liabilities in the consolidated balance sheets, respectively. 

The  Corporation  acquired  $15.0  million  in  federal  loss  carryforwards  with  the  2014  acquisition  of  OSB,
which losses expire in years ranging from 2029 to 2033. Since the use of these losses is limited to $126,000
per year under Section 382 of the Internal Revenue Code, the Corporation recorded in deferred tax assets
at the time of acquisition the tax benefit of only $2.5 million of the losses that were deemed more likely
than  not  to  be  utilized  before  expiration.  The  Corporation  also  acquired  $8.9  million  in  federal  loss
carryforwards with the 2017 acquisition of Benchmark, which losses expire in years ranging from 2029 to
2036. Under Section 382 of the Internal Revenue Code, the annual limitation on the use of these losses is
$652,000 subject to other adjustments. At December 31, 2023, $1.1 million of loss carryforwards remained
from these acquisitions, resulting in a benefit of $252,000, which was reflected in deferred tax assets. 

The Corporation had no unrecognized tax benefits at December 31, 2023 and 2022. The Corporation does
not  expect  the  total  amount  of  unrecognized  tax  benefits  to  significantly  change  in  the  next  twelve
months.  There  was  no  accrued  interest  related  to  uncertain  tax  positions  at  December  31,  2023  and
December 31, 2022.

The  Corporation  and  its  subsidiaries  are  subject  to  U.S.  federal  income  tax.  The  Corporation  and  its
subsidiaries are no longer subject to examination by taxing authorities for years before 2018. There are no
current federal examinations of the Corporation’s open tax years.

41

 
 
 
 
NOTE 12 - EMPLOYEE AND DIRECTOR BENEFITS

The  Corporation  sponsors  a  salary  deferral,  defined  contribution  plan  which  provides  for  both  profit
sharing  and  employer  matching  contributions.  The  plan  permits  investing  in  the  Corporation’s  stock
subject  to  certain  limitations.  Participants  who  meet  certain  eligibility  conditions  are  eligible  to
participate and defer a specified percentage of their eligible compensation subject to certain income tax
law  limitations.  The  Corporation  makes  discretionary  matching  and  profit-sharing  contributions,  which
are  approved  annually  by  the  Board  of  Directors  and  are  subject  to  certain  income  tax  law  limitations.
Contribution expense for the plan amounted to $1,070,000, $1,261,000, and $1,399,000 in 2023, 2022, and
2021,  respectively.  At  December  31,  2023,  the  plan  owned  312,903  shares  of  the  Corporation’s  common
stock.

The Corporation also sponsors nonqualified deferred compensation plans, covering certain directors and
employees, which have been indirectly funded through the purchase of split-dollar life insurance policies.
In  connection  with  the  policies,  the  Corporation  has  provided  an  estimated  liability  for  accumulated
supplemental  retirement  benefits  amounting  to  $1,376,000  and  $1,577,000  at  December  31,  2023  and
2022, respectively, which is included in other liabilities in the accompanying consolidated balance sheets.
The  Corporation  has  also  purchased  split-dollar  life  insurance  policies  for  investment  purposes  and  to
fund other employee benefit plans. The combined cash values of these policies aggregated $19,559,000
and $19,207,000 at December 31, 2023 and 2022, respectively.

Under an employee stock purchase plan, eligible employees may defer a portion of their compensation
and  use  the  proceeds  to  purchase  stock  of  the  Corporation  at  a  discount  determined  semi-annually  by
the Board of Directors as stipulated in the plan. The Corporation sold from treasury 7,845 shares in 2023,
7,804 shares in 2022, and 11,115 shares in 2021 under the plan.

The Chief Executive Officer has an employment agreement which provides for certain compensation and
benefits should any triggering events occur, as specified in the agreement, including change of control or
termination without cause.

NOTE 13 - FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

The  Corporation  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  Corporation  has  in  these
financial instruments.

The  Corporation’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 Corporation uses the same credit policies in making loan
commitments as it does for on-balance sheet loans.

42

 
 
 
 
 
NOTE 13 - FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK (CONTINUED)

The  following  financial  instruments  whose  contract  amount  represents  credit  risk  were  outstanding  at
December 31, 2023 and 2022:

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.  Commitments  generally  have  fixed  expiration  dates  or  other
termination clauses 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 Corporation evaluates each customer’s credit worthiness on a case-by-case basis.
The  amount  of  collateral  obtained  if  deemed  necessary  by  the  Corporation  upon  extension  of  credit  is
based  on  management’s  credit  evaluation  of  the  customer.  Collateral  held  varies  but  may  include
accounts  receivable,  inventory,  property,  plant,  and  equipment,  and  income-producing  commercial
properties.

Letters  of  credit  are  written  conditional  commitments  issued  by  the  Corporation  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 Corporation requires collateral supporting these commitments when deemed necessary.

NOTE 14 - REGULATORY MATTERS

The  Corporation  (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  Corporation’s  and  Bank’s  financial
statements.  Under  capital  adequacy  guidelines  and  the  regulatory  framework  for  prompt  corrective
action,  the  Corporation  and  Bank  must  meet  specific  capital  guidelines  that  involve  quantitative
measures  of  their  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. Prompt corrective action provisions
are not applicable to bank holding companies.

Quantitative measures established by regulation to ensure capital adequacy require the Corporation and
Bank to maintain minimum amounts and ratios (set forth in the following table) of Common Equity Tier 1
Capital  (CET1)  to  risk-weighted  assets  (as  defined),  total  and  Tier  I  capital  (as  defined)  to  risk-weighted
assets  (as  defined),  and  of  Tier  I  capital  to  average  assets  (as  defined).  Management  believes,  as  of
December 31, 2023 and 2022, that the Corporation and Bank meet all capital adequacy requirements to
which  they  are  subject.  Furthermore,  the  Board  of  Directors  of  the  Bank  has  adopted  a  resolution  to
maintain Tier I capital at or above 8% of total assets.

As  of  December  31,  2023,  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 categorize

43

 
 
 
 
NOTE 14 - REGULATORY MATTERS (CONTINUED)

To be categorized as “well capitalized”, an institution must maintain minimum CET1, total risk-based, Tier
I risk-based and Tier I leverage ratios as set forth in the following table. There are no conditions or events
since that notification that management believes have changed the Bank’s category.

In  July  2013  the  U.S  federal  banking  authorities  approved  the  final  rules  (the  “Basel  III  Capital  Rules”)
which  established  a  new  comprehensive  capital  framework  for  U.S.  banking  organizations.  The  Basel  III
Capital Rules have maintained the general structure of the current prompt corrective action framework,
while  incorporating  provisions  which  will  increase  both  the  quality  and  quantity  of  the  Bank’s  capital.
Generally, the Bank became subject to the new rules on January 1, 2015 with phase-in periods for many of
the  new  provisions.  Management  believes  the  Bank  is  complying  with  the  fully  phased-in  capital
requirements.

The actual capital amounts and ratios of the Corporation and Bank as of December 31, 2023 and 2022 are
presented in the following table:

(1) Includes capital conservation buffer of 2.5% 

On a parent company only basis, the Corporation’s primary source of funds is dividends paid by the Bank.
The ability of the Bank to pay dividends is subject to limitations under various laws and regulations, and
to  prudent  and  sound  banking  principles.  Generally,  subject  to  certain  minimum  capital  requirements,
the  Bank  may  declare  dividends  without  the  approval  of  the  State  of  Ohio,  Division  of  Financial
Institutions (the “ODFI”), unless the total dividends in a calendar year exceed the total of the Bank’s net
profits for the year combined with its retained profits of the two preceding years.

44

 
 
NOTE 15 - CONDENSED PARENT COMPANY FINANCIAL INFORMATION

A summary of condensed financial information of the parent company as of December 31, 2023 and 2022
and for each of the years in the three-year period ended December 31, 2023, is as follows:

45

NOTE 15 - CONDENSED PARENT COMPANY FINANCIAL INFORMATION (CONTINUED)

During  2005,  the  Board  of  Directors  approved  a  program  whereby  the  Corporation  purchases  shares  of
its  common  stock  in  the  open  market.  The  decision  to  purchase  shares,  the  number  of  shares  to  be
purchased, and the price to be paid depends upon the availability of shares, prevailing market prices, and
other  possible  considerations  which  may  impact  the  advisability  of  purchasing  shares.  The  Corporation
purchased 94,215 shares in 2023, 130,553 shares in 2022, and 11,651 shares in 2021 under the program. As of
December 31, 2023, there were 216,980 shares available for repurchase under this plan.

46

NOTE 16 - FAIR  VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an
orderly transaction between market participants. A fair value measurement assumes that the transaction
to  sell  the  asset  or  transfer  the  liability  occurs  in  the  principal  market  for  the  asset  or  liability  or,  in  the
absence  of  a  principal  market,  the  most  advantageous  market  for  the  asset  or  liability.  The  price  in  the
principal (or most advantageous) market used to measure the fair value of the asset or liability shall not
be  adjusted  for  transaction  costs.  An  orderly  transaction  is  a  transaction  that  assumes  exposure  to  the
market  for  a  period  prior  to  the  measurement  date  to  allow  for  marketing  activities  that  are  usual  and
customary  for  transactions  involving  such  assets  and  liabilities;  it  is  not  a  forced  transaction.  Market
participants  are  buyers  and  sellers  in  the  principal  market  that  are  independent,  knowledgeable,  and
both able and willing to transact.

FASB  ASC  820-10,  Fair  Value  Measurements  (ASC  820-10)  requires  the  use  of  valuation  techniques  that
are  consistent  with  the  market  approach,  the  income  approach,  and/or  the  cost  approach.  The  market
approach  uses  prices  and  other  relevant  information  generated  by  market  transactions  involving
identical or comparable assets and liabilities. The income approach uses valuation techniques to convert
future  amounts,  such  as  cash  flows  or  earnings,  to  a  single  present  amount  on  a  discounted  basis.  The
cost approach is based on the amount that currently would be required to replace the service capacity of
an  asset  (replacement  cost).  Valuation  techniques  should  be  consistently  applied.  Inputs  to  valuation
techniques  refer  to  the  assumptions  that market  participants  would  use  in  pricing  the  asset  or  liability.
Inputs  may  be  observable  or  unobservable.  Observable  inputs  reflect  the  assumptions  market
participants  would  use  in  pricing  the  asset  or  liability  developed  based  on  market  data  obtained  from
independent  sources.  Unobservable  inputs  reflect  the  reporting  entity’s  own  assumptions  about  the
assumptions market participants would use in pricing the asset or liability developed based on the best
information  available  in  the  circumstances.  In  that  regard,  ASC  820-10  establishes  a  fair  value  hierarchy
for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets
or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Corporation
has the ability to access at the measurement date.

Level  2  –  Inputs  other  than  quoted  prices  included  within  Level  1  that  are  observable  for  the  asset  or
liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets or liabilities in
active  markets;  quoted  prices  for  identical  or  similar  assets  or  liabilities  in  markets  that  are  not  active;
inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived
principally from or corroborated by observable market data by correlation or other means.

Level 3 – Unobservable inputs for the asset or liability for which there is little, if any, market activity at the
measurement date. Unobservable inputs reflect the Corporation’s own assumptions about what market
participants  would  use  to  price  the  asset  or  liability.  The  inputs  are  developed  based  on  the  best
information  available  in  the  circumstances,  which  might  include  the  Corporation’s  own  financial  data
such as internally developed pricing models, discounted cash flow methodologies, as well as instruments
for which the fair value determination requires significant management judgment.

47

 
 
 
 
NOTE 16 - FAIR  VALUE MEASUREMENTS (CONTINUED)

The following table summarizes financial assets (there were no financial liabilities) measured at fair value
as  of  December  31,  2023  and  2022,  segregated  by  the  level  of  the  valuation  inputs  within  the  fair  value
hierarchy utilized to measure fair value:

The  table  below  presents  a  reconciliation  and  income  statement  classification  of  gains  and  losses  for
mortgage  servicing  rights,  which  is  measured  at  fair  value  on  a  recurring  basis  using  significant
unobservable inputs (Level 3) for the years ended December 31, 2023, 2022 and 2021:

48

NOTE 16 - FAIR  VALUE MEASUREMENTS (CONTINUED)

A description of the valuation methodologies used for instruments measured at fair value, as well as the
general  classification  of  such  instruments  pursuant  to  the  valuation  hierarchy,  and  disclosure  of
unobservable inputs follows.

In general, fair value is based upon quoted market prices, where available. If such quoted market prices
are  not  available,  fair  value  is  based  upon  internally  developed  models  that  primarily  use,  as  inputs,
observable  market-based  parameters.  Valuation  adjustments  may  be  made  to  ensure  that  financial
instruments are recorded at fair value. These adjustments may include amounts to reflect counterparty
credit  quality,  the  Corporation’s  creditworthiness,  among  other  things,  as  well  as  unobservable
parameters.  Any  such  valuation  adjustments  are  applied  consistently  over  time.  The  Corporation’s
valuation methodologies may produce a fair value calculation that may not be indicative of net realizable
value  or  reflective  of  future  fair  values.  While  management  believes  the  Corporation’s  valuation
methodologies  are  appropriate  and  consistent  with  other  market  participants,  the  use  of  different
methodologies or assumptions to determine the fair value of certain financial instruments could result in
a different estimate of fair value at the reporting date.

Securities Available-for-Sale

Where  quoted  prices  are  available  in  an  active  market,  securities  are  classified  within  Level  1  of  the
valuation  hierarchy.  Level  1  securities  would  typically  include  government  bonds  and  exchange  traded
equities.  If  quoted  market  prices  are  not  available,  then  fair  values  are  estimated  using  pricing  models,
quoted  prices  of  securities  with  similar  characteristics,  or  discounted  cash  flows.  Examples  of  such
instruments,  which  would  generally  be  classified  within  Level  2  of  the  valuation  hierarchy,  include  U.S.
Government and agencies, municipal bonds, mortgage-backed securities, and asset-backed securities. In
certain cases where there is limited activity or less transparency around inputs to the valuation, securities
may be classified within Level 3 of the valuation hierarchy.

Mortgage Servicing Rights

The  Corporation  records  mortgage  servicing  rights  at  estimated  fair  value  based  on  a  discounted  cash
flow  model  which  includes  discount  rates  between  9%  and  11%,  in  addition  to  assumptions  disclosed  in
Note  6  that  are  considered  to  be  unobservable  inputs.  Due  to  the  significance  of  the  level  3  inputs,
mortgage servicing rights have been classified as level 3.

Impaired Loans 

The Corporation does not record impaired loans at fair value on a recurring basis. However, periodically, a
loan  is  considered  impaired  and  is  reported  at  the  fair  value  of  the  underlying  collateral  less  estimated
cost  to  sell,  if  repayment  is  expected  solely  from  collateral.  Collateral  values  are  estimated  using  level  2
inputs,  including  market  valuations  and  recent  appraisals  and  level  3  inputs  based  on  customized
discounting  criteria  such  as  additional  appraisal  adjustments  to  consider  deterioration  of  value
subsequent to appraisal date and estimated cost to sell. Additional appraisal adjustments range between
10%  and  30%  of  market  value,  and  estimated  selling  cost  ranges  between  10%  and  20%  of  the  adjusted
appraised  value.  Due  to  the  significance  of  the  level  3  inputs,  impaired  loans  fair  values  have  been
classified as level 3.

49

 
 
 
 
 
 
 
NOTE 17 - FAIR  VALUE OF FINANCIAL INSTRUMENTS

The carrying amounts and estimated fair values of recognized financial instruments at December 31, 2023
and 2022 are as follows:

The  above  summary  does  not  include  accrued  interest  receivable  and  cash  surrender  value  of  life
insurance  which  are  also  considered  financial  instruments.  The  estimated  fair  value  of  such  items  is
considered to be their carrying amounts and would be considered Level 1 inputs.

There  are  also  unrecognized  financial  instruments  at  December  31,  2023  and  2022  which  relate  to
commitments  to  extend  credit  and  letters  of  credit.  The  contract  amount  of  such  financial  instruments
amounts to $192.8 million at December 31, 2023 and $205.2 million at December 31, 2022. Such amounts
are also considered to be the estimated fair values.

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

Cash and cash equivalents:

Fair  value  is  determined  to  be  the  carrying  amount  for  these  items  (which  include  cash  on  hand,  due
from banks, and federal funds sold) because they represent cash or mature in 90 days or less and do not
represent unanticipated credit concerns.

50

 
 
 
 
 
 
NOTE 17 - FAIR  VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)

Securities:
Where  quoted  prices  are  available  in  an  active  market,  securities  are  classified  within  Level  1  of  the
valuation  hierarchy.  Level  1  securities  would  typically  include  government  bonds  and  exchange  traded
equities.  If  quoted  market  prices  are  not  available,  then  fair  values  are  estimated  using  pricing  models,
quoted  prices  of  securities  with  similar  characteristics,  or  discounted  cash  flows.  Examples  of  such
instruments,  which  would  generally  be  classified  within  Level  2  of  the  valuation  hierarchy,  include
municipal bonds, mortgage-backed securities, and asset-backed securities. In certain cases where there
is limited activity or less transparency around inputs to the valuation, securities may be classified within
Level  3  of  the  valuation  hierarchy.  The  Corporation  did  not  have  any  securities  classified  as  Level  3  at
December 31, 2022 or 2021.

Loans:
Loans originated and intended for sale in the secondary market are carried at the estimated fair value in
the  aggregate.  Estimated  fair  value  is  determined  based  on  quoted  market  prices  in  the  secondary
market.

Fair  value  for  loans  was  estimated  for  portfolios  of  loans  with  similar  financial  characteristics.  For
adjustable-rate loans, which re-price at least annually and generally possess low risk characteristics, the
carrying amount is believed to be a reasonable estimate of fair value. For fixed rate loans the fair value is
estimated  based  on  a  discounted  cash  flow  analysis,  considering  weighted  average  rates  and  terms  of
the portfolio, adjusted for credit and interest rate risk inherent in the loans. Fair value for nonperforming
loans is based on recent appraisals or estimated discounted cash flows. The fair value disclosures for both
fixed and adjustable-rate loans were adjusted to reflect the exit price amount anticipated to be received
from the sale of the loans in an open market transaction.

Mortgage servicing rights:
The  fair  value  for  mortgage  servicing  rights  is  determined  based  on  an  analysis  of  the  portfolio  by  an
independent third party.

Derivative assets and liabilities:
The  fair  value  of  derivative  assets  and  liabilities  are  evaluated  monthly  based  on  derivative  valuation
models  using  quoted  prices  for  similar  assets  adjusted  for  specific  attributes  of  the  commitments  and
other observable market data at the valuation date.

Deposit liabilities:
The fair value of core deposits, including demand deposits, savings accounts, and certain money market
deposits,  is  the  amount  payable  on  demand.  The  fair  value  of  fixed-maturity  certificates  of  deposit  is
estimated using the rates offered at year end for deposits of similar remaining maturities. The estimated
fair  value  does  not  include  the  benefit  that  results  from  the  low-cost  funding  provided  by  the  deposit
liabilities compared to the cost of borrowing funds in the marketplace. The fair value disclosures for all of
the  deposits  were  adjusted  to  reflect  the  exit  price  amount  anticipated  to  be  received  from  sale  of  the
deposits in an open market transaction.

51

 
 
 
 
 
NOTE 17 - FAIR  VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)

Other financial instruments:
The  fair  value  of  commitments  to  extend  credit  and  letters  of  credit  is  determined  to  be  the  contract
amount,  since  these  financial  instruments  generally  represent  commitments  at  existing  rates.  The  fair
value of other borrowings is determined based on a discounted cash flow analysis using current interest
rates. The fair value of fed funds purchased and other borrowings is determined to be the carrying value
due  to  the  short-term  to  maturity  of  these  borrowings.  The  fair  value  of  the  junior  subordinated
deferrable interest debentures is determined based on quoted market prices of similar instruments.

The  fair  value  estimates  of  financial  instruments  are made  at  a  specific  point  in  time  based  on  relevant
market  information.  These  estimates  do  not  reflect  any  premium  or  discount  that  could  result  from
offering  for  sale  at  one  time  the  entire  holdings  of  a  particular  financial  instrument  over  the  value  of
anticipated  future  business  and  the  value  of  assets  and  liabilities  that  are  not  considered  financial
instruments. Since no ready market exists for a significant portion of the financial instruments, fair value
estimates are largely based on judgments after considering such factors as future expected credit losses,
current economic conditions, risk characteristics of various financial instruments, and other factors. These
estimates  are  subjective  in  nature  and  involve  uncertainties  and  matters  of  significant  judgment  and
therefore cannot be determined with precision. Changes in assumptions could significantly affect these
estimates.

NOTE 18 - REVENUE RECOGNITION

The  Corporation’s  revenue  from  contracts  with  customers  within  the  scope  of  ASC  606  is  recognized  in
noninterest income. The material groups of noninterest income are defined as follows:

Service charges on deposit accounts: 
Service  charges  on  deposit  accounts  primarily  consist  of  account  analysis  fees,  monthly  maintenance
fees, overdraft fees, and other deposit account related fees. Overdraft fees and certain service charges are
fixed,  and  the  performance  obligation  is  typically  satisfied  at  the  time  of  the  related  transaction.  The
consideration  for  analysis  fees  and  monthly  maintenance  fees  are  variable  as  the  fee  can  be  reduced  if
the  customer meets  certain  qualifying metrics.  The  Company’s  performance  obligations  are  satisfied  at
the time of the transaction or over the course of a month.

Interchange fee income: 
The Company earns interchange fees from debit and credit cardholder transactions conducted through
the  MasterCard  payment  network.  Interchange  fees  from  cardholder  transactions  represent  a
percentage  of  the  underlying  transaction  value  and  are  recognized  concurrently  with  the  transaction
processing services provided to the cardholder.

Wealth management income: 
The  Company  earns  wealth  management  and  investment  brokerage  fees  from  its  services  with
customers  to  manage  assets  for  investment,  to  provide  advisory  services,  and  for  account  transactions.
Fees are based on the market value of the assets under management and are recognized monthly as the
Company’s  performance  obligations  are  met.  Commissions  on  transactions  are  recognized  on  a  trade-
date basis as the performance obligation is satisfied at the point in time in which the trade is processed.
Other related services are based on a fixed fee schedule and the revenue is recognized when the services
are rendered, which is when the Company has satisfied its performance obligation. 

52

 
 
 
 
NOTE 18 - REVENUE RECOGNITION (CONTINUED)

The following table presents the Company’s non-interest income for the years ended December 31, 2023,
2022 and 2021. Items outside the scope of ASC 606 are noted as such.

(1) Not within the scope of ASC 606

NOTE 19 - LEASING ARRANGEMENTS

The  Corporation  leases  various  branch  facilities  under  operating  leases.  Rent  expense  was  $272,000,
$396,000,  and  $406,000  for  the  years  ended  December  31,  2023,  2022  and  2021,  respectively.  A  right-of-
use  lease  asset,  included  in  other  assets,  was  $1,022,000  and  $1,364,000  at  December  31,  2023  and
December  31,  2022,  respectively.  A  right-of-use  lease  liability,  included  in  other  liabilities,  was  $1,061,000
and $1,364,000 at December 31, 2023 and December 31, 2022, respectively.

The  following  is  a  schedule  of  future  minimum  rental  payments  required  under  the  facility  leases  as  of
December 31, 2023:

53

 
NOTE 20 - STOCK-BASED COMPENSATION

The  United  Bancshares,  Inc.  2016  Stock  Option  Plan  (the  “Plan”)  permits  the  Corporation  to  award  non-
qualified  stock  options  to  eligible  participants.  There  are  no  remaining  shares  available  for  issuance
pursuant to the Plan.

The  Corporation  issued  35,966  options  during  2022  at  an  exercise  price  of  $23.10,  21,958  options  during
2021 at an exercise price of $34.60, and 63,858 options during 2020 at an exercise price of $16.77 under the
Plan.  Following  is  a  summary  of  activity  for  stock  options  for  the  years  ended  December  31,  2023,  2022
and 2021 (number of shares):

The options vest over a three-year period on the anniversary of the date of grant. At December 31, 2023,
86,921 options were vested and outstanding options had a weighted average remaining contractual term
of 6.7 years.

The fair value of options granted is estimated at the date of grant using the Black Scholes option pricing
model.  Following  are  assumptions  used  in  calculating  the  fair  value  of  the  options  granted  in  2022  and
2021. There were no options issued in 2023.

Total compensation expense related to the stock options granted in 2022, net of forfeitures, is expected
to  be  $250,000  and  is  being  recognized  ratably  over  the  36-month  period  beginning  July  1,  2022.    Total
compensation expense related to the stock options granted in 2021, net of forfeitures, is expected to be
$242,000 and is being recognized ratably over the 36-month period beginning July 1, 2021. Stock option
expense  for  outstanding  awards  amounted  to  $197,000,  $222,000,  and  $183,000  for  the  years  ended
December 31, 2023, 2022 and 2021, respectively.

54

 
 
NOTE 21 - CONTINGENT LIABILITIES

In  the  normal  course  of  business,  the  Corporation  and  its  subsidiary  may  be  involved  in  various  legal
actions, but in the opinion of management and legal counsel, the ultimate disposition of such matters is
not expected to have a material adverse effect on the consolidated financial statements.

NOTE 22 - QUARTERLY FINANCIAL DATA (UNAUDITED)

The following represents a summary of selected unaudited quarterly financial data for 2023 and 2022:

55

OUR
DIRECTORS

DIRECTORS - UNITED BANCSHARES, INC

Robert L. Benroth
Putnam County Auditor
Director Since 2003

Herbert H. Huffman
Retired - Educator
Director Since 2018

H. Edward Rigel
Farmer, Rigel Farms, Inc.
Director Since 2000

David P. Roach
Vice President/GM, First Family 
Broadcasting of Ohio
Director Since 2001

Daniel W. Schutt
Chairman, Retired Banker
Director Since 2005

R. Steven Unverferth
Chairman, Unverferth Manufacturing
Corporation, Inc.
Director Since 2005

Brian D. Young
President/CEO, The Union Bank Co.
Director Since 2012

DIRECTORS - THE UNION BANK COMPANY

Robert L. Benroth
Putnam County Auditor
Director Since 2001

Anthony M.V. Eramo
Managing Director, MountainView    
Financial Solutions
Director Since 2016

David P. Roach
Vice President/GM, First Family  
Broadcasting of Ohio
Director Since 1997

Carol R Russell
President/CEO, Schulte Group
Director Since 2019

Herbert H. Huffman
Retired - Educator
Director Since 1993

Daniel W. Schutt
Retired Banker
Director Since 2005

Kevin L. Lammon
Village Administrator, Village of 
Leipsic
Director Since 1996

R. Steven Unverferth
Chairman, Unverferth Manufacturing 
Corporation, Inc.
Director Since 1993

William R. Perry
Farmer
Director Since 1990

H. Edward Rigel
Farmer, Rigel Farms, Inc.
Director Since 1979

Dr. Jane M. Wood
President, Bluffton University
Director Since 2021

Brian D. Young
President/CEO, The Union Bank Co.
Director Since 2008

BRANCH
LOCATIONS

Bowling Green
1300 N Main Street
Bowling Green, OH 43402
419-353-6088

Kalida
110 E North Street
Kalida, OH 45853
419-532-3366

Columbus Grove
101 Progressive Drive
Columbus Grove, OH 45830
419-659-4250

Leipsic
318 S Belmore Street
Leipsic, OH 45856
419-943-2171

Marion Richland
220 Richland Road
Marion, OH 43302
740-386-2171

Marysville LPO
240 W Fifth Street
Marysville, OH 43040
419-659-2141

Delphos
114 E Third Street
Delphos, OH 45833
419-692-2010

Findlay
1500 Bright Road
Findlay, OH 45840
419-424-1400

Findlay LPO
222 S Main Street
Findlay, OH 45840
419-659-2141

Gahanna
461 Beecher Road
Gahanna, OH 43230
614-269-4400

Gibsonburg
230 W Madison Street
Gibsonburg, OH 43431
419-637-2124

Lewis Center
30 Coal Bend
Delaware, OH 43015
740-549-3400

New Haven LPO
2660 W State Route 224
Plymouth, OH 44865
419-659-2141

Lima East
1410 Bellefontaine Avenue
Lima, OH 45804
419-229-6500

Ottawa
245 W Main Street
Ottawa, OH 45875
419-523-2265

Lima Shawnee
701 Shawnee Road
Lima, OH 45805
419-228-2114

Lima West
3211 Elida Road
Lima, OH 45805
419-331-3211

Marion Downtown
111 S Main Street
Marion, OH 43302
740-387-2265

Paulding
103 S Main Street
Paulding, OH 45879
419-567-1075

Pemberville
132 E Front Street
Pemberville, OH 43450
419-287-3211

Westerville
468 Polaris Pkwy
Westerville, OH 43082
614-296-4402

INVESTOR MATERIALS

The  enclosed  Summary  Annual  Report  presents  only  an
overview of the more complete report that is available to you on
the Investor Relations link on our website, www.theubank.com.
Annual  and  quarterly  shareholder  reports,  regulatory  filings,
press  releases,  and  articles  about  United  Bancshares,  Inc.  are
also  available  through  that  website  or  by  calling  800-837-8111.
We encourage you to access and review the full Annual Report
and proxy materials contained online before voting.

001CSN57EC