The following is management's discussion and analysis of the major factors that
influenced our results of operations and financial condition as of and for the
three months ended March 31, 2023 and should be read in conjunction with our
unaudited consolidated financial statements and condensed notes thereto included
elsewhere in this Form 10-Q as well as our audited consolidated financial
statements and notes thereto included in our Form 10-K. The following discussion
contains "forward-looking statements" that reflect our future plans, estimates,
beliefs and expected performance. We caution that assumptions, expectations,
projections, intentions or beliefs about future events may, and often do, vary
from actual results and the differences can be material. Please refer to
"Cautionary Statement Regarding Forward-Looking Statements" and "Part II, Item
1A. Risk Factors." All amounts, dollars and percentages presented in this Form
10-Q are rounded and therefore approximate.

GENERAL



The Company is a bank holding company headquartered in Maine, providing a broad
array of banking and nonbanking products and services to businesses and
consumers primarily within our three-state footprint. The Company's primary
sources of revenue, through the Bank, are net interest income (predominantly
from loans and investment securities) and noninterest income (principally fees
and other revenue from financial services provided to customers or ancillary
services tied to loans and deposits).

NON-GAAP FINANCIAL MEASURES



Our accounting and reporting policies conform to GAAP and the prevailing
practices in the financial services industry. However, we also evaluate our
performance by reference to certain additional financial measures discussed in
this Form 10-Q that we identify as being "non-GAAP financial measures." In
accordance with SEC rules, we classify a financial measure as being a non-GAAP
financial measure if that financial measure excludes or includes amounts, or is
subject to adjustments that have the effect of excluding or including amounts,
that are included or excluded, as the case may be, in the most directly
comparable measure calculated and presented in accordance with GAAP as in effect
from time to time in the United States in our statements of income, balance
sheets or statements of cash flows. Non-GAAP financial measures do not include
operating and other statistical measures or ratios or statistical measures
calculated using exclusively either financial measures calculated in accordance
with GAAP, operating measures or other measures that are not non-GAAP financial
measures or both.

The non-GAAP financial measures that we discuss in this Form 10-Q should not be
considered in isolation or as a substitute for the most directly comparable or
other financial measures calculated in accordance with GAAP. Moreover, the
manner in which we calculate the non-GAAP financial measures that we discuss in
this Form 10-Q may differ from that of other companies reporting measures with
similar names. You should understand how such other banking organizations
calculate their financial measures similar or with names similar to the non-GAAP
financial measures we have discussed in this Form 10-Q when comparing such
non-GAAP financial measures.

Recent Banking Crisis



In light of recent events in the banking sector, including recent bank failures,
continuing interest rate hikes and recessionary concerns, we continue to
position our balance sheet to mitigate the risks affecting the Company and the
overall banking industry in order to serve our clients and communities.

Liquidity remains strong, with cash and available for sale securities

representing approximately 17% of total assets at March 31, 2023. We maintain

? the ability to access considerable sources of contingent liquidity at the FHLB

and the FRB. We consider the Company's current liquidity position to be

adequate to meet both short-term and long-term liquidity needs. Refer to

"Liquidity and Cash Flows" for additional information.




                                       46

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Capital remains strong, with ratios of the Company and the Bank remained

? well-capitalized under regulatory guidelines at period end as further described

in Note 6 - "Capital Ratios and Shareholders' Equity" on the Consolidated

Financial Statements.

Asset quality remains solid, with a non-performing asset ratio of 0.20% of

total assets as of March 31, 2023 and net charge-offs of 0.01% annualized for

? the period, reflecting our disciplined underwriting and conservative lending

philosophy which has supported the Company's strong credit performance during

prior financial crises.

We will continue our safe and sound banking practices, but the continuing impact of the crisis and further extent on the Company's operations and financial results for the remainder of 2023 is uncertain and cannot be predicted.

QUARTERLY PERFORMANCE SUMMARY

Earnings (first quarter of 2023, compared to the same period of 2022)

Net income was $13.0 million, an increase of 43%. The increase is primarily

? due to a benefit to net interest income as our assets repriced to higher rates

while non-interest expenses increased a modest 4%.

Diluted earnings per share was $0.86, an increase of $0.26. The increase

? included $0.04 from one-time benefits from bank-owned life insurance policies

("BOLI").

Return on assets increased to 1.36%, or 1.29% excluding one-time benefits from

BOLI policies, from 1.00%. Return on equity was 12.96% compared to 8.89%.

? Both ratios include the benefit of higher net income and lower average

balances related to unrealized losses on securities as noted below under the

"Financial Position" section.

Net interest income was $30.9 million, an increase of 27%. Net interest margin

("NIM") was 3.54%, an increase of 59 basis points from the same period in 2022.

The increase was driven by significant loan growth and the repricing on a

? majority of our variable rate loans to the most recent Federal Reserve hikes

while managing deposit costs at a relationship level. Since the Federal

Reserve started the cycle of interest rate hikes, our accumulated deposit beta

stands at 14% at quarter-end.

The provision for credit losses was an expense of $798 thousand compared with

? $377 thousand. The provisions in both periods were mostly driven by loan

growth, along with using more conservative loss factors in the current year

quarter to coincide with developing economic conditions.

Non-interest income was $9.2 million compared to $9.3 million. Current quarter

? income included a $622 thousand in non-time benefits from BOLI policies, which

was offset by lower trust and investment management fee income and mortgage

banking income due to current market conditions.

Non-interest expense was $22.7 million versus $21.9 million. The increase is

? primarily due to higher salaries and employee benefit expenses reflecting a

full quarter impact of annual adjustments made in the second quarter of 2022.

? Efficiency ratio improved to 55% from 62% reflecting higher revenue and our

disciplined approach to expense management.

Financial Position (March 31, 2023, compared to December 31, 2022)

? Total assets increased $18.7 million to $3.9 billion mainly due to loan growth.

Cash and cash equivalents decreased to $82.7 million, from $92.3 million

? principally due to self-funding loan growth with support from wholesale


   borrowings.


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Securities were $572.8 million, or 15% of total assets, compared to $574.4

million, or 16% of total assets. Net unrealized losses improved to $65.8

? million from $71.8 million as prevailing market rates for similar duration

securities decreased from year-end. Our securities portfolio is highly liquid

and is comprised of shorter-term duration securities.

Total loans grew 6%, led by commercial loans which increased 8%. We continue

? to be selective in commercial loan growth with proven business partners and

lending limits, representing a mix of real estate loans, commercial and

industrial loans, and lines of credit.

? The ratio of the ACL to total loans was 0.90% compared with 0.89%. Net

charge-offs continue to be insignificant.

Total deposits increased $10.4 million to $3.1 billion. Time deposits

increased $80.8 million, including $53.1 million of brokered accounts, while

? non-maturity deposit balances decreased $70.4 million, which is consistent with

the seasonal downward trends we normally experience in larger business

accounts.

? Borrowings were essentially flat, $398.6 million compared to $394.2 million, as

cash and use of brokered deposits were used to grow loans during the quarter.

Total book value per share was $27.00 compared to $26.09. Net income less

? dividends during the first quarter 2023 increased our book value per share by

$0.60 and the improved valuation of our securities portfolio contributed $0.30

per share.


We are honored and proud to be recognized by Forbes as one of the "World's Best
Banks" in the first quarter of 2023, based largely on service and trust metrics.
Of the 75 U.S.-based banks to make the list, Bar Harbor Bank & Trust is one of
only three banks headquartered in Northern New England. We believe that this
recognition is a reflection of our customers' experience with us and their trust
in Bar Harbor Bank & Trust.

COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 2023 AND DECEMBER 31, 2022

Cash and cash equivalents



Total cash and cash equivalents were $82.7 million at March 31, 2023, compared
to $92.3 million at year-end. Interest-earning cash held with other banks
totaled $44.9 million at March 31, 2023 compared to $52.4 million at year-end
2022 and yielded 4.28% and 4.00%, respectively.

Securities


Securities totaled $572.8 million at March 31, 2023 and were $574.4 million at
year-end 2022.  During the first quarter, security purchases totaled $1.0
million and were offset by $11.1 million of maturities, calls and pay-downs of
amortizing securities. There were also $1.0 million of purchases of FHLB stock
during the first quarter 2023.  Fair value adjustments decreased the security
portfolio by $65.8 million at quarter-end compared to a $71.8 million at
year-end. The weighted average yield of the securities portfolio was 3.62% at
March 31, 2023 compared to 3.58% at year-end. As of quarter-end and year-end,
our securities portfolio had an average life of nine years with an effective
duration of five years.  All securities remain classified as available for sale
to provide flexibility in loan funding and management of our cost of funds.

Loans



Loans increased $41.3 million to $2.9 billion at the end of the first quarter
2023. The increase was primarily driven by commercial loans that grew by $35.3
million, of which $19.5 million was with new customers primarily in the finance
and real estate and leasing industries. Residential loans grew by annualized
growth rate of 4% as we believe it was more profitable to put these higher yield
loans on the balance sheet instead of selling them for small gains in the
secondary market. Consumer loans dropped by $2.2 million due to run-off of
balances associated with the repricing of home equity lines of credit to the
higher interest rate environment.

Allowance for Credit Losses



The ACL was $26.6 million at March 31, 2023 compared to $25.9 million at
year-end.  The increase ACL balance is largely due to loan growth during the
first quarter, however, the ratio of ACL to total loans increased to 0.90%

from
0.89%

                                       48

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at year-end due to more refined economic forecasting, especially in the national
unemployment figures. Non-accruing loans in the quarter increased $1.3 million
from $6.5 million at the end of the fourth quarter primarily due to one lending
relationship that is expected to be collected in full. Past due accounts between
30 to 89 days as a percentage of total loans was 0.26% at March 31, 2023
compared to 0.08% at year-end. The increase is largely due to a group of
customers that typically make payments about 30 days in arrears, which become
overdue when the 31st day lands on a business day. Accordingly, we do not
believe the increase is an indication of deteriorated credit quality.



Other Assets



Total other assets decreased $11.1 million to $355.2 million from $366.3 million
as of year-end. The decrease is primarily attributed to a $5.5 million decrease
in the asset position of the derivative and hedging instruments.  Deferred tax
assets, net, decreased $1.6 million due to the improvement in unrealized losses
from securities available for sale portfolio during the quarter.

Deposits and Borrowings


Total deposits increased $10.4 million to $3.1 billion at the end quarter.
Demand and other non-interest bearing deposits decreased $39.6 million driven by
large institutional outflows mainly due to seasonality. While our deposit base
does contain some larger institutional accounts, our community banking model
caters to the high volume, lower average balance accounts, which generally are
less rate sensitive and less likely to run-off.  Time deposits increased $81.0
million due to a shift of interest-bearing deposits to higher interest-bearing
accounts, and a $53.1 million increase in brokered deposits. Savings deposits
decreased $35.7 million evenly throughout the quarter. Our deposit composition
at the end of quarter was 49% commercial customers and 51% consumer customers,
compared with 47% and 53%, respectively at year-end.  Our uninsured or otherwise
unsecured deposits represents 11% of our total deposits, which ranks us on the
low end in risk for the industry, and, specifically, in comparison to others
within our footprint.  Total borrowings increased by $4.3 million during the
quarter due to support loan growth.

Derivative Financial Instruments and Other Liabilities



Other liabilities totaled $67.7 million compared to $78.7 million at year-end.
The $11.1 million decrease primarily reflects a $4.7 million increase in capital
commitments on limited partnership investments, a $3.9 million net decrease in
customer loan swaps, and a $771.2 thousand variable rate loan hedge decrease due
to lower interest rates compared to year-end.

Equity



Total equity was $408.4 million at March 31, 2023 compared with $393.4 million
at year-end. Tangible book value per share (non-GAAP) was $18.74 at March 31,
2023 compared with $17.78 at year-end. Equity included net unrealized losses on
securities, derivative and pension revaluations, net of tax, totaling a $53.2
million loss at March 31, 2023 compared to a $58.3 million loss at year-end.

Excluding unrealized net losses on securities, our tangible book value per share was $22.08 per share at March 31, 2023 compared with $21.44 per share at year-end, which is an annualized increase of 12%.

COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND MARCH 31, 2022



Net Interest Income

Net interest income was $30.1 million in the first quarter 2023 compared with
$23.9 million in the prior year quarter.  NIM increased to 3.54% in the first
quarter 2023 compared to 2.95% in the prior year quarter. The increase was
primarily driven by a yield expansion in existing variable rate loans as those
repriced to current indexes, which was partially offset by a higher cost of
funds. Interest-bearing cash balances reduced NIM by 3 basis points in the first
quarter 2023 compared to 12 basis points in the prior year quarter.  The yield
on loans was 4.82% in the first quarter 2023, up from 3.54% in the prior year
quarter. Costs of interest-bearing liabilities increased to 1.39% in the first
quarter 2023 from 0.35% in the first quarter 2022 as our cost of
interest-bearing deposits continues to drift higher subsequent to the rate
hikes. We also experienced a shift in deposit composition due to time deposits
as some customers with excess cash are seeking higher rates. Additionally in the
first quarter 2023, we had a heavier reliance on whole-sale borrowings, which
have a cost that is almost 200 basis points higher than in the prior year
quarter.

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Provision for Credit Losses

The provision for credit losses was $798 thousand in the first quarter 2023
compared to $687 thousand in the prior year quarter.  The increase is primarily
driven by loan growth and slightly higher provisioning given current market
conditions. The ratio of net charge-offs to total loans was 0.01% in the first
quarter 2023 compared to a net recovery of 0.01% in the prior year quarter. Net
charge-offs have been at historic lows for the past five years, which we believe
is due to our underwriting standard and conservative provisioning.

Non-Interest Income


Non-interest income was $9.2 million in the first quarter 2023 compared to $9.3
million in the prior year quarter. Customer service fees grew to $3.7 million in
the first quarter 2023 from $3.6 million in the same quarter of 2022 on a higher
number of transactional accounts. Wealth management income in the first quarter
2023 was $3.6 million, compared to $3.8 million in prior year quarter due
primarily to lower assets under management stemming from a decline in market
valuations. Mortgage banking income was $279 thousand in the first quarter of
2023, compared to $624 thousand in the same period of 2022 reflecting fewer
sales and increased on balance sheet activity related to higher interest rates.

BOLI income included $622 thousand related to one-time death benefits during the current year quarter.



Non-Interest Expense

Non-interest expense increased to $22.7 million in the first quarter 2023 from
$21.9 million in the prior year quarter principally due to higher salary and
benefit expense. Salary and benefit expense increased by $624 thousand in the
first quarter 2023 due to annual salary adjustments that were effective at the
end of the first quarter of 2022, and higher post-retirement expense in 2023
associated with changes to discount rates.

Income Tax Expense


Income tax expense was $3.6 million in the first quarter 2023 compared with $2.2
million in the prior year quarter. The effective tax rate increased to 21.6% in
the first quarter 2023 from 19.7% in the prior year quarter due to having a
higher level of non-taxed advantaged income in the current year quarter.

Liquidity and Cash Flows



Liquidity is measured by our ability to meet short-term cash needs at a
reasonable cost or minimal loss. We seek to obtain favorable sources of
liabilities and to maintain prudent levels of liquid assets in order to satisfy
varied liquidity demands. Besides serving as a funding source for maturing
obligations, liquidity provides flexibility in responding to customer-initiated
needs. Many factors affect our ability to meet liquidity needs, including
variations in the markets served by our network of offices, mix of assets and
liabilities, reputation and credit standing in the marketplace, and general
economic conditions.

The Bank actively manages its liquidity position through target ratios
established under its Asset-Liability Management Policy. Continual monitoring of
these ratios, by using historical data and through forecasts under multiple rate
and stress scenarios, allows the Bank to employ strategies necessary to maintain
adequate liquidity. The Bank's policy is to maintain a liquidity position of at
least 8% of total assets. A portion of the Bank's deposit base has been
historically seasonal in nature, with balances typically declining in the winter
months through late spring, during which period the Bank's liquidity position
tightens.

As of March 31, 2023, available same-day liquidity totaled approximately $566.4
million, including cash, borrowing capacity at FHLB and the Federal Reserve
Discount Window and various lines of credit. Additional sources of liquidity
include cash flows from operations, wholesale deposits, cash flow from our
amortizing securities and loan portfolios. We had unused borrowing capacity at
the FHLB of $255.2 million, unused borrowing capacity at the Federal Reserve of
$177.5 million and unused lines of credit totaling $51.0 million, in addition to
$82.7 million in cash.

The Bank maintains a liquidity contingency plan approved by the Bank's Board of
Directors. This plan addresses the steps that would be taken in the event of a
liquidity crisis, and identifies other sources of liquidity available to us. Our
management believes the level of liquidity is sufficient to meet current and
future funding requirements. However, changes in economic conditions, including
consumer savings habits and availability or access to the brokered deposit
market could potentially have a significant impact on our liquidity position.

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  Table of Contents

Capital Resources

Please refer to "Comparison of Financial Condition at March 31, 2023 and
December 31, 2022--Equity" for a discussion of shareholders' equity together
with Note 6 "Capital Ratios and Shareholders' Equity" in the consolidated
financial statements. Additional information about regulatory capital is
contained in the notes to the consolidated financial statements and in our most
recent Form 10-K.

We expect to continue our current practice of paying quarterly cash dividends
with respect to our common stock subject to our Board of Directors' discretion
to modify or terminate this practice at any time and for any reason without
prior notice. We believe our quarterly dividend rate per share as approved by
our Board of Directors, enables us to balance our multiple objectives of
managing our business and returning a portion of our earnings to our
shareholders. Historically, and a practice we intend to continue, our principal
cash expenditure is the payment of dividends on our common stock, if  as and
when declared by our Board of Directors. Dividends to shareholders in the
aggregate amount of $3.9 million and $3.6 million for the three months ended
March 31, 2023 and 2022, respectively. All dividends declared and distributed by
us will be in compliance with applicable state corporate law and regulatory
requirements.

Off-Balance Sheet Arrangements



We are, from time to time, a party to certain off-balance sheet arrangements
that have or are reasonably likely to have a current or future effect on our
financial condition, changes in financial condition, revenues or expenses,
results of operations, liquidity, capital expenditures or capital resources,
that may be material to investors.

Our off-balance sheet arrangements are limited to standby letters of credit
whereby the Bank guarantees the obligations or performance of certain customers.
These letters of credit are sometimes issued in support of third-party debt. The
risk involved in issuing standby letters of credit is essentially the same as
the credit risk involved in extending loan facilities to customers, and such
letters of credit are subject to the same origination, portfolio maintenance and
management procedures in effect to monitor other credit products. The amount of
collateral obtained, if deemed necessary by the Bank upon issuance of a standby
letter of credit, is based upon management's credit evaluation of the customer.

Our off-balance sheet arrangements have not changed materially since previously reported in our Form 10-K.

IMPACT OF NEW ACCOUNTING PRONOUNCEMENTS

Please refer to Note 1 - "Basis of Presentation-Recent Accounting Pronouncements" of the Consolidated Financial Statements in this Form 10-Q and Note 1-"Summary of Significant Accounting Policies" of the Consolidated Financial Statements to our Form 10-K.

CRITICAL ACCOUNTING POLICIES


Our Consolidated Financial Statements were prepared in accordance with GAAP and
follow general practices within the industries in which we operate. The most
significant accounting policies we follow are presented in Note 1-"Summary of
Significant Accounting Policies" of the Consolidated Financial Statements to our
Form 10-K. Application of these principles requires us to make estimates,
assumptions, and judgments that affect the amounts reported in the Consolidated
Financial Statements and accompanying notes. Most accounting policies are not
considered by management to be critical accounting policies. Several factors are
considered in determining whether or not a policy is critical in the preparation
of the Consolidated Financial Statements. These factors include among other
things, whether the policy requires management to make difficult, subjective,
and complex judgments about matters that are inherently uncertain and because it
is likely that materially different amounts would be reported under different
conditions or using different assumptions. The accounting policies which we
believe to be most critical in preparing our Consolidated Financial Statements
are presented in the section titled "Management's Discussion and Analysis of
Financial Condition and Results of Operations--Critical Accounting Policies and
Estimates" included in our Form 10-K. There have been no significant changes in
our application of critical accounting policies since December 31, 2022. Refer
to Note 1 - "Basis of Presentation--Recent Accounting Pronouncements" of the
consolidated financial statements for discussion of accounting pronouncements
issued but yet to be adopted and implemented.

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SELECTED FINANCIAL DATA

The following summary data is based in part on the unaudited consolidated financial statements and accompanying notes and other information appearing elsewhere in this Form 10-Q or prior SEC filings.



                                                             Three Months Ended
                                                                 March 31,
                                                             2023          2022
PER SHARE DATA
Net earnings, diluted                                      $    0.86     $   0.60

Adjusted earnings, diluted(1)                                   0.86       

0.62


Total book value                                               27.00       

27.11


Tangible book value per share(1)                               18.74       

18.72
Market price at period end                                     26.45        28.62
Dividends                                                       0.26         0.24

PERFORMANCE RATIOS(2)
Return on assets                                                1.36 %       1.00 %

Adjusted return on assets(1)                                    1.36       

1.02


Pre-tax, pre-provision return on assets                         1.81       

1.28


Adjusted pre-tax, pre-provision return on assets (1)            1.81       

 1.31
Return on equity                                               12.96         8.89
Adjusted return on equity(1)                                   12.94         9.07
Return on tangible equity                                      18.97        13.01

Adjusted return on tangible equity(1)                          18.94       

13.27


Net interest margin, fully taxable equivalent(1) (3)            3.54       

2.95


Adjusted net interest margin(1)                                 3.54       

2.93


Efficiency ratio(1)                                            54.72       

62.40



FINANCIAL DATA (In millions)
Total assets                                               $   3,928     $  3,692
Total earning assets(4)                                        3,628        3,367
Total investments                                                573          611
Total loans                                                    2,944        2,655

Allowance for credit losses                                       27       

23


Total goodwill and intangible assets                             125       

126


Total deposits                                                 3,054       

3,048


Total shareholders' equity                                       408       

  407
Net income                                                        13            9
Adjusted income(1)                                                13            9

ASSET QUALITY AND CONDITION RATIOS
Net charge-offs (recoveries) (annualized)/average loans         0.01 %     (0.01) %
Allowance for credit losses/total loans                         0.90       

0.87


Loans/deposits                                                    96       

87


Shareholders' equity to total assets                           10.40       

11.02

Tangible shareholders' equity to total tangible assets(1) 7.45

7.88

Non-GAAP financial measure. Refer to the Reconciliation of Non-GAAP Financial (1) Measures section of the "Management's Discussion and Analysis of Financial

Condition and Results of Operations," in this Form 10-Q for additional

information.

(2) All performance ratios are annualized and are based on average balance sheet

amounts, where applicable.

(3) Fully taxable equivalent considers the impact of tax-advantaged investment

securities and loans.

(4) Earning assets includes non-accruing loans and securities are valued at


    amortized cost.


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CONSOLIDATED LOAN AND DEPOSIT ANALYSIS

The following tables present the quarterly trend in loan and deposit data and accompanying growth rates as of March 31, 2023 on an annualized basis:



                                 LOAN ANALYSIS

                                                                                                                            Annualized
                                                                                                                              Growth %
                                                                                                                            Quarter
(in thousands, except ratios)     Mar 31, 2023      Dec 31, 2022      Sep 30, 2022      Jun 30, 2022      Mar 31, 2022       to Date
Commercial real estate           $    1,519,219    $    1,495,452    $    1,421,962    $    1,331,860    $    1,289,968             6 %
Commercial and industrial               364,315           352,735           376,624           360,304           346,394            13
Paycheck Protection Program
(PPP)                                         -                 -                 -               170             1,126             -
Total commercial loans                1,883,534         1,848,187         1,798,586         1,692,334         1,637,488             8
Total commercial loans,
excluding PPP                         1,883,534         1,848,187         1,798,586         1,692,164         1,636,362             8

Residential real estate                 906,059           898,192           896,618           876,644           868,382             4
Consumer                                 98,616           100,855           100,822           100,816            96,876           (9)
Tax exempt and other                     55,796            55,456            54,338            57,480            51,816             2
Total loans                      $    2,944,005    $    2,902,690    $    2,850,364    $    2,727,274    $    2,654,562             6 %


                                DEPOSIT ANALYSIS

                                                                                                                             Annualized
                                                                                                                               Growth %
                                                                                                                             Quarter
(in thousands, except ratios)      Mar 31, 2023      Dec 31, 2022      Sep 30, 2022      Jun 30, 2022      Mar 31, 2022       to Date
Demand                            $      636,710    $      676,350    $      700,218    $      670,268    $      653,471          (23) %
NOW                                      908,483           900,730           918,822           883,239           918,768             3
Savings                                  628,798           664,514           669,317           663,676           658,834          (21)
Money market                             475,577           478,398           513,075           499,456           424,750           (2)

Total non-maturity deposits            2,649,568         2,719,992        

2,801,432 2,716,639 2,655,823 (10) Total time deposits

                      404,246           323,439           334,248           361,906           391,940           100
Total deposits                    $    3,053,814    $    3,043,431    $    3,135,680    $    3,078,545    $    3,047,763             1 %


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AVERAGE BALANCES AND AVERAGE YIELDS/RATES

The following tables present average balances and average yields and rates on an annualized fully taxable equivalent basis for the periods included:



                                                                  Three Months Ended March 31,
                                                      2023                                              2022
                                   Average                                           Average
(in thousands, except ratios)       Balance      Interest(3)     Yield/Rate(3)        Balance      Interest(3)     Yield/Rate(3)
Assets
Interest-earning deposits with
other banks                       $    19,819             209             4.28          140,383              56             0.16 %
Securities available for sale
and FHLB stock(2)(3)                  643,523           5,807             3.66          629,811           3,963             2.55
Loans:
Commercial real estate              1,505,681          18,862             5.08        1,264,798          10,907             3.50
Commercial and industrial             413,921           6,009             5.89          393,759           3,361             3.46

Paycheck protection program                 -               -              

 -            2,999             196            26.49
Residential                           902,348           8,260             3.71          856,252           7,490             3.55
Consumer                              100,124           1,572             6.37           97,594             844             3.51
Total loans (1)                     2,922,074          34,703             4.82        2,615,402          22,798             3.54
Total earning assets                3,585,416          40,719             4.61        3,385,596          26,817             3.21 %
Other assets                          299,516                                           326,422
Total assets                      $ 3,884,932                                         3,712,018

Liabilities
NOW                               $   883,134           1,106             0.51          930,556             314             0.14 %
Savings                               646,291             485             0.30          640,672             137             0.09
Money market                          481,951           2,542             2.14          414,130             118             0.12
Time deposits                         342,994           1,132             1.34          406,730             620             0.62
Total interest bearing
deposits                            2,354,370           5,265             0.91        2,392,088           1,189             0.20
Borrowings                            398,837           4,180             4.25          178,958           1,010             2.29
Total interest bearing
liabilities                         2,753,207           9,445             1.39        2,571,046           2,199             0.35 %
Non-interest bearing demand
deposits                              651,885                                           660,717
Other liabilities                      72,693                                            64,619
Total liabilities                   3,477,785                                         3,296,382

Total shareholders' equity            407,147                              

            415,636

Total liabilities and             $ 3,884,932                                         3,712,018
shareholders' equity

Net interest spread                                                       3.22                                              2.86 %
Net interest margin                                                       3.54                                              2.95
Adjusted net interest
margin(4)                                                                 3.54                                              2.93

(1) The average balances of loans include non-accrual loans and unamortized

deferred fees and costs.

(2) The average balance for securities available for sale is based on amortized

cost.

(3) Fully taxable equivalent considers the impact of tax-advantaged securities

and loans.

(4) Adjusted net interest margin excludes PPP loans.




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RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

The following reconciliation table provides a more detailed analysis of these, and reconciliation for, each of non-GAAP financial measures:





                                                                   Three Months Ended March 31,
(in thousands)                                     Calculations       2023               2022
Net income                                                      $      13,012      $       9,112
Non-recurring items:
Gain on sale of securities, net                                          (34)                (9)
Gain on sale of premises and equipment, net                              (13)               (75)
Acquisition, conversion and other expenses                                

20                325
Income tax expense (1)                                                      6               (56)
Total non-recurring items                                                (21)                185
Total adjusted income(2)                               (A)      $      12,991      $       9,297

Net interest income                                    (B)      $      30,906      $      24,298
Plus: Non-interest income                                               9,184              9,309
Total Revenue                                                          40,090             33,607
Gain on sale of securities, net                                          (34)                (9)
Total adjusted revenue(2)                              (C)      $      40,056      $      33,598

Total non-interest expense                                      $      22,704      $      21,886
Non-recurring expenses:

Gain on sale of premises and equipment, net                                13                 75
Acquisition, conversion and other expenses                               (20)              (325)
Total non-recurring expenses                                              (7)              (250)
Adjusted non-interest expense(2)                       (D)      $      22,697      $      21,636

Total revenue                                                          40,090             33,607
Total non-interest expense                                             22,704             21,886
Pre-tax, pre-provision net revenue                              $      

17,386 $ 11,721



Adjusted revenue(2)                                                    40,056             33,598
Adjusted non-interest expense(2)                                       22,697             21,636
Adjusted pre-tax, pre-provision net revenue(2)         (U)      $      17,359      $      11,962

(in millions)
Average earning assets                                 (E)      $       3,585      $       3,386

Average paycheck protection program (PPP) loans        (R)                  -                  3
Average earning assets, excluding PPP loans            (S)              3,585              3,383
Average assets                                         (F)              3,885              3,712
Average shareholders' equity                           (G)                407                416
Average tangible shareholders' equity(2)(3)            (H)                282                290
Tangible shareholders' equity, period-end(2)(3)        (I)                283                281
Tangible assets, period-end(2)(3)                      (J)              3,803              3,566


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                                                                  Three Months Ended March 31,
                                                 Calculations        2023               2022
(in thousands)
Common shares outstanding, period-end                 (K)              15,124             15,013
Average diluted shares outstanding                    (L)              15,190             15,012

Adjusted earnings per share, diluted(2)              (A/L)     $         0.86     $         0.62
Tangible book value per share, period-end(2)         (I/K)              18.74              18.72
Securities adjustment, net of tax(1)(4)               (M)            (50,646)           (20,225)
Tangible book value per share, excluding
securities adjustment(2)(4)                         (I+M)/K             22.08              20.07
Total tangible shareholders' equity/total
tangible assets(2)                                   (I/J)               7.45               7.88

Performance ratios(5)
Return on assets                                                         1.36 %             1.00 %
Adjusted return on assets(2)                         (A/F)               1.36               1.02
Pre-tax, pre-provision return on assets                                  1.81               1.28
Adjusted pre-tax, pre-provision return on
assets(2)                                            (U/F)               1.81               1.31
Return on equity                                                        12.96               8.89
Adjusted return on equity(2)                         (A/G)              12.94               9.07
Return on tangible equity                                               18.97              13.01
Adjusted return on tangible equity(1)(2)            (A+Q)/H             18.94              13.27
Efficiency ratio(1)(2)(6)                        (D-O-Q)/(C+N)          54.72              62.40
Net interest margin                                 (B+P)/E              3.54               2.95
Adjusted net interest margin(2)(7)                 (B+P-T)/S             3.54               2.93

Supplementary data (in thousands)
Taxable equivalent adjustment for efficiency
ratio                                                 (N)      $          727     $          476
Franchise taxes included in non-interest
expense                                               (O)                 148                141
Tax equivalent adjustment for net interest
margin                                                (P)                 368                320
Intangible amortization                               (Q)                 233                233
Interest and fees on PPP loans                        (T)                   -                196


(1) Assumes a marginal tax rate of 23.80% for 2023 and 23.41% for 2022.

(2) Non-GAAP financial measure.

Tangible shareholders' equity is computed by taking total shareholders' (3) equity less the intangible assets at period-end. Tangible assets is computed

by taking total assets less the intangible assets at period-end.

Securities adjustment, net of tax represents the total unrealized losses and (4) gains on available-for-sale securities recorded on our consolidated balance

sheets within total common shareholders' equity.

(5) All performance ratios are based on average balance sheet amounts, where

applicable.

Efficiency ratio is computed by dividing core non-interest expense net of (6) franchise taxes and intangible amortization divided by core revenue on a

fully taxable equivalent basis.

(7) Adjusted net interest margin excludes PPP loans.




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