General


Management's discussion and analysis of the financial condition and results of
operations at and for the three months ended March 31, 2023 and 2022 is intended
to assist in understanding the financial condition and results of operations of
the Company.  The information contained in this section should be read in
conjunction with the unaudited financial statements and the notes thereto,
appearing on Part I, Item 1 of this quarterly report on Form 10-Q.

              CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements, which can be identified by the use of words such as "estimate," "project," "believe," "intend," "anticipate," "plan," "seek," "expect" and words of similar meaning. These forward-looking statements include, but are not limited to:

? statements of our goals, intentions and expectations;

? statements regarding our business plans, prospects, growth and operating

strategies;

? statements regarding the asset quality of our loan and investment portfolios;

and

? estimates of our risks and future costs and benefits.




These forward-looking statements are based on current beliefs and expectations
of our management and are inherently subject to significant business, economic
and competitive uncertainties and contingencies, many of which are beyond our
control. In addition, these forward-looking statements are subject to
assumptions with respect to future business strategies and decisions that are
subject to change.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

? general economic conditions, either nationally or in our market areas, that are

worse than expected;

? changes in the level and direction of loan delinquencies and write-offs and


   changes in estimates of the adequacy of the allowance for loan losses;

? government-imposed limitations on our ability to foreclose on or repossess

collateral for our loans;

? government-mandated forbearance programs;

the success of our consumer loan portfolio, much of which is purchased from

? third-party originators, and is secured by collateral outside of our market

area, including in particular, automobile, recreational vehicle and

manufactured home loans,

? our ability to access cost-effective funding, including by increasing core

deposits and reducing reliance on wholesale funds;

? fluctuations in real estate values in both residential and commercial real

estate market conditions;

? demand for loans and deposits in our market area;

? our ability to implement and change our business strategies;




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? the performance and availability of purchased loans;

? competition among depository and other financial institutions;

inflation and changes in the interest rate environment that reduce our margins

? and yields, the fair value of financial instruments, or our level of loan

originations, or increase the level of defaults, losses and prepayments on

loans we have made and make;

? adverse changes in the securities or secondary mortgage markets;

changes in laws or government regulations or policies affecting financial

? institutions, including changes in regulatory fees and capital requirements,

including as a result of Basel III;

? the impact of the Dodd-Frank Act and the implementing regulations;

? changes in the quality or composition of our loan or investment portfolios;

? technological changes that may be more difficult or expensive than expected;

? the inability of third-party providers to perform as expected, including

third-party loan originators;

? our ability to manage market risk, credit risk, and operational risk in the

current economic environment;

? our ability to enter new markets successfully and capitalize on growth

opportunities;

our ability to successfully integrate into our operations any assets,

? liabilities, customers, systems, and management personnel we may acquire and

our ability to realize related revenue synergies and cost savings within

expected time frames, and any goodwill charges related thereto;

? changes in consumer spending, borrowing, and savings habits;

changes in accounting policies and practices, as may be adopted by the bank

? regulatory agencies, the Financial Accounting Standards Board, the Securities

and Exchange Commission, or the Public Company Accounting Oversight Board;

? our ability to retain key employees;

? our compensation expense associated with equity allocated or awarded to our

employees; and

? changes in the financial condition, results of operations, or future prospects

of issuers of securities that we own.

Because of these and a wide variety of other uncertainties, our actual future results may be materially different from the results indicated by these forward-looking statements.

Critical Accounting Policies


There are no material changes to the critical accounting policies disclosed in
the Annual Report on Form 10-K for the year ended December 31, 2022 except as
noted in Note 1 to this Form 10-Q for the adoption of the CECL accounting
standard.

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The information for the three months ended March 31, 2023 and 2022 is unaudited,
but reflects all normal recurring adjustments that are, in the opinion of
management, necessary for a fair presentation of the results for the interim
periods presented. The results of operations for the three months ended
March 31, 2023 are not necessarily indicative of the results to be achieved for
the remainder of the year ending December 31, 2023 or any other period.

Emerging Growth Company Status



The Company qualifies as an "emerging growth company" under the Jumpstart Our
Business Startups Act of 2012 (the "JOBS Act"). For as long as the Company is an
emerging growth company, it may choose to take advantage of exemptions from
various reporting requirements applicable to other public companies. An emerging
growth company may elect to use the extended transition period to delay adoption
of new or revised accounting pronouncements applicable to public companies until
such pronouncements are made applicable to private companies, but must make such
election when the company is first required to file a registration statement.
The Company has elected to use the extended transition period described above
and intends to maintain its emerging growth company status as allowed under the
JOBS Act.

Comparison of Financial Condition at March 31, 2023 and December 31, 2022



Total Assets. Total assets increased $2.9 million, or 0.8%, to $389.2 million at
March 31, 2023 from $386.3 million at December 31, 2022.  The increase resulted
primarily from increases in net loans of $4.5 million and pension plan assets of
$543,000, partially offset by a decrease in cash and cash equivalents of $2.0
million.

Net Loans. Net loans increased $4.5 million, or 1.5%, to $308.4 million at March
31, 2023 from $303.9 million at December 31, 2022. The increase resulted from
increases in one- to four-family residential real estate loans of $5.7 million,
or 4.1%, manufactured home loans of $837,000, or 1.6%, other consumer loans of
$302,000, or 4.2%, and automobile loans of $218,000, or 0.9%, partially offset
by decreases in recreational vehicle loans of $954,000, or 3.6%, nonresidential
loans of $461,000, or 2.8%, and home equity loans and lines of credit of
$343,000, or 3.0%.

Net deferred fees decreased $279,000, or 1.7%, during the three months ended March 31, 2023, representing primarily fees paid for purchased loans net of amortization, which is over the estimated loan lives.



Consistent with our business strategy, we intend to continue the purchase and
origination of residential mortgage, automobile, and manufactured home loans.
During the three months ended March 31, 2023, we purchased $6.7 million of
residential mortgage loans, $2.7 million of automobile loans, and $1.9 million
of manufactured home loans.

Pension Plan Assets.  Pension plan assets increased $543,000, or 5.1%, to $11.2
million at March 31, 2023 from $10.7 million at December 31, 2022. The increase
resulted from estimated returns on pension assets of $397,000 and employer
contributions of $361,000, partially offset by estimated benefits paid of
$63,000 and interest costs of $152,000.

Cash and Cash Equivalents.  Cash and cash equivalents decreased $2.0 million, or
24.5%, to $6.0 million at March 31, 2023 from $8.0 million at December 31, 2022
as a result of increased loan originations along with repayments of our FHLB
advances.

Deposits.  Deposits increased $19.4 million, or 6.1%, to $337.0 million at March
31, 2023 from $317.7 million at December 31, 2022. Interest-bearing accounts
increased $21.4 million, or 8.2%, to $284.5 million at March 31, 2023 from
$263.1 million at December 31, 2022.  The largest increase in interest-bearing
deposits was in certificates of deposit which increased $29.5 million, or 27.8%,
to $135.3 million at March 31, 2023 from $105.8 million at December 31, 2022 as
customers shifted funds from lower yielding core deposit accounts into higher
yielding certificate of deposit specials. Interest-bearing checking accounts
decreased $2.9 million, or 7.7%, to $35.2 million at March 31, 2023 from $38.1
million at December 31, 2022. Savings accounts decreased $2.7 million, or 2.9%,
to $90.0 million at March 31, 2023 from $92.6 million at December 31, 2022.
Money market accounts decreased $2.4 million, or 9.0%, to $24.1 million at March
31, 2023 from $26.5 million at December 31, 2022. Noninterest-bearing deposits
decreased $2.1 million, or 3.8%, to $52.5 million at March 31, 2023 from $54.6
million at December 31, 2022.

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Municipal deposits held at Generations Commercial Bank increased $1.1 million,
or 14.9%, to $8.8 million at March 31, 2023 from $7.6 million at December 31,
2022.

Federal Home Loan Bank Advances.  Short-term Federal Home Loan Bank advances
decreased $14.3 million, or 88.0%, to $1.9 million at March 31, 2023 from $16.2
million at December 31, 2022 as a result of repayments. Long-term Federal Home
Loan Bank advances decreased $2.0 million, or 19.1%, to $8.4 million at March
31, 2023 from $10.3 million at December 31, 2022 as a result of repayments.

Total Equity. Total equity increased $193,000, or 0.5%, to $37.5 million at
March 31, 2023 from $37.3 million at December 31, 2022.  The increase was
primarily due to a decrease in accumulated other comprehensive loss of $360,000
as a result of an increase in the fair market value of our investment securities
available-for-sale, offset in part by a net loss of $152,000 during the three
months ended March 31, 2023.

Comparison of Operating Results for the Three Months Ended March 31, 2023 and 2022


General. Net loss for the three months ended March 31, 2023 was $152,000 as
compared to net income of $396,000 for the three months ended March 31, 2022, a
decrease of $548,000, or 138.4%.  The decrease was due to a $371,000 decrease in
net interest income and a $40,000 decrease in noninterest income along with a
$237,000 increase in noninterest expense and a $15,000 increase in provision for
credit losses, partially offset by a $115,000 decrease in income tax expense.

Interest and Dividend Income. Interest and dividend income increased $523,000,
or 16.1%, to $3.8 million for the three months ended March 31, 2023 from $3.2
million for the three months ended March 31, 2022.  This increase was primarily
attributable to a $398,000 increase in interest on loans receivable, a net
increase of $66,000 in interest on investment securities, and an increase in
interest on interest-earning deposits of $29,000.  The average balance of loans
increased $30.4 million, or 11.0%, to $307.2 million for the three months ended
March 31, 2023 from $276.8 million for the three months ended March 31, 2022.

The average yield on loans increased 10 basis points to 4.36% for the three months ended March 31, 2023 from 4.26% for the three months ended March 31, 2022, reflecting an increase in higher-yielding loans quarter over quarter.

The


average balance of investment securities decreased $4.4 million, or 11.2%, to
$34.8 million for the three months ended March 31, 2023 from $39.2 million for
the three months ended March 31, 2022. The average yield on investment
securities increased 111 basis points to 3.91% for the 2023 period from 2.80%
for the 2022 period due to rising interest rates and lower premium amortization
expense during the three months ended March 31, 2023.

Interest Expense. Total interest expense increased $894,000, or 252.5%, to $1.2
million for the three months ended March 31, 2023 from $354,000 for the three
months ended March 31, 2022.  Interest expense on total interest-bearing
deposits increased $845,000, or 305.1%, to $1.1 million for the three months
ended March 31, 2023 from $277,000 for the three months ended March 31, 2022.
 The increase was attributable to an increase of $49.9 million, or 64.8%, in the
average balance of certificate of deposit accounts to $127.0 million for the
three months ended March 31, 2023 from $77.1 million for the three months ended
March 31, 2022, in addition to an increase in the average cost of 250 basis
points to 3.12% for the three months ended March 31, 2023 from 0.62% for the
same period in 2022.  Interest expense on borrowings increased $49,000, or
63.6%, to $126,000 for the three months ended March 31, 2023 from $77,000 for
the three months ended March 31, 2022, as a result of an increase in the average
borrowing costs of 115 basis points to 3.01% for the three months ended March
31, 2023 from 1.86% for the three months ended March 31, 2022 due to rising
interest rates. The average balance of borrowings increased $199,000, or 1.2%,
to $16.8 million for the three months ended March 31, 2023 from $16.6 million
for the three months ended March 31, 2022.

Net Interest Income. Net interest income decreased $371,000, or 12.8%, to $2.5
million for the three months ended March 31, 2023 from $2.9 million for the
three months ended March 31, 2022.  Our net interest rate spread decreased 75
basis points to 2.63% for the three months ended March 31, 2023 from 3.38% for
the three months ended March 31, 2022.  Our net interest margin decreased 56
basis points to 2.90% for the three months ended March 31, 2023 from 3.46% for
the same period in 2022.  Net interest rate spread and net interest margin were
affected primarily by the increase in the cost of our interest-bearing
liabilities between the comparable periods.

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Provision for Credit Losses. Based on management's analysis of the allowance for
credit losses described in Note 6 of our interim consolidated financial
statements "Allowance for Credit Losses," we recorded a provision for credit
losses of $165,000 for the three months ended March 31, 2023 as compared to a
provision for loan losses of $150,000 for the three months ended March 31, 2022.
 The allowance for credit losses was $2.7 million, or 0.90%, of total loans at
March 31, 2023 as compared to $2.5 million, or 0.86%, of total loans at December
31, 2022. The increase in provision for credit losses for the 2023 period was
primarily due to overall growth in the loan portfolio.

Noninterest Income. Noninterest income decreased $40,000, or 6.5%, to $576,000
for the three months ended March 31, 2023 from $616,000 for the three months
ended March 31, 2022.  The decrease was primarily due to a decrease in insurance
commissions, partially offset by increases in change in fair value on equity
securities and other charges, commissions, and fees.  Insurance commissions
decreased $68,000, or 34.5%, to $129,000 for the three months ended March 31,
2023 from $197,000 for the three months ended March 31, 2022 as a result of the
Management Agreement with Northwoods whereby Northwoods assumed customer service
responsibilities for Generations Insurance Agency, Inc. effective April 1, 2022.
Change in fair value on equity securities increased $20,000, or 166.7%, to
$8,000 for the three months ended March 31, 2023 from a loss of $12,000 for the
three months ended March 31, 2022 due to an increase in the fair market value of
our equity securities. Other charges, commissions, and fees increased $19,000,
or 95.0%, to $39,000 for the three months ended March 31, 2023 from $20,000 for
the three months ended March 31, 2022 primarily due to a gain recognized on the
sale of a foreclosed property.

Noninterest Expense. Noninterest expense increased $237,000, or 8.2%, to $3.1
million for the three months ended March 31, 2023 from $2.9 million for the
three months ended March 31, 2022 primarily due to an increase in compensation
and benefits. Compensation and benefits increased $173,000, or 14.0%, to $1.4
million for the three months ended March 31, 2023 from $1.2 million for the
three months ended March 31, 2022 as a result of annual merit increases for our
employees as well as a decrease in pension expense benefit.

Income Taxes.  Income tax expense decreased $115,000, or 153.3%, to an income
tax benefit of $40,000 for the three months ended March 31, 2023 as compared to
income tax expense of $75,000 for the three months ended March 31, 2022. The
effective tax rate was 20.8% for the three months ended March 31, 2023 as
compared to 15.9% for the three months ended March 31, 2022. The statutory tax
rate was impacted by the benefits derived from tax-exempt bond income, as well
as income received on bank-owned life insurance. The increase in the current
quarter's effective tax rate was a result of an increase in permanent tax
differences and state tax expense proportional to total income, which was a loss
for the three months ended March 31, 2023.

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Average Balances and Yields. The following table sets forth average balance
sheets, average yield and costs, and certain other information at the dates and
for the periods indicated.  No tax-equivalent yield adjustments have been made.
Any adjustments necessary to present yields on a tax-equivalent basis are
insignificant.  All average balances are daily average balances.  Non-accrual
loans were included in the computation of average balances, but have been
reflected in the table as loans carrying a zero yield.  The yields set forth
below include the effect of deferred fees, discounts and premiums that are
amortized or accreted to interest income or interest expense. Net deferred loan
costs amortized totaled approximately $482,000 and $443,000 for the three months
ended March 31, 2023 and 2022, respectively.

                                                                      Three Months Ended March 31,
                                                             2023                                      2022
                                               Average                                   Average
                                               Balance                                   Balance
                                             Outstanding     Interest   Yield/ Rate    Outstanding     Interest   Yield/ Rate
Interest-earning assets:
Loans                                       $     307,222   $    3,348         4.36 % $     276,800   $    2,950         4.26 %
Securities                                         34,803          340         3.91          39,201          274         2.80
Interest-earning deposits                           5,356           45         3.36          17,392           16         0.37
Other                                               1,287           39        12.12           1,384            9         2.60
Total interest-earning assets                     348,668        3,772         4.33         334,777        3,249         3.88
Non-interest-earning assets                        41,013                                    41,549
Total assets                                $     389,681                             $     376,326

Interest-bearing liabilities:
Demand deposits                             $      32,999   $       25         0.30 % $      46,352   $       14         0.12 %
Money market accounts                              25,401           22         0.35          32,007           28         0.35
Savings accounts                                   91,735           86         0.37         112,171          115         0.41
Certificates of deposit                           127,010          989         3.12          77,076          120         0.62

Total interest-bearing deposits                   277,145        1,122         1.62         267,606          277         0.41
Borrowings                                         16,768          126         3.01          16,569           77         1.86
Total interest-bearing liabilities                293,913        1,248         1.70         284,175          354         0.50
Other non-interest bearing liabilities             58,499                  

                 49,153
Total liabilities                                 352,412                                   333,328
Equity                                             37,269                                    42,998
Total liabilities and equity                $     389,681                             $     376,326

Net interest income                                         $    2,524                                $    2,895
Interest rate spread                                                           2.63 %                                    3.38 %
Net interest-earning assets                 $      54,755                             $      50,602
Net interest margin                                                            2.90 %                                    3.46 %
Average interest-earning assets to average
interest-bearing liabilities                       118.63 %                                  117.81 %


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Loan and Asset Quality and Allowance for Credit Losses. The following table
represents information concerning the aggregate amount of non-performing assets
at the indicated dates:

                                              At March 31,       At December 31,
(In thousands)                                    2023                 2022

Non-accrual loans:
Residential:
One- to four-family                          $         1,703    $            2,605
Commercial:

Real estate - nonresidential                             412               

416


Commercial business                                      537               

587

Consumer:


Home equity and junior liens                             129               

   172
Manufactured homes                                       368                   368
Automobile                                                40                    21
Student                                                   59                    68
Recreational vehicle                                     275                   135
Other consumer                                            35                     -
Total non-accrual loans                      $         3,558    $            4,372

Real estate owned:
Residential:
One- to four-family                          $           152    $               12
Total real estate owned                      $           152    $               12

Total non-performing assets                  $         3,710    $          

4,384

Ratios:


Total non-performing loans to total loans              1.20%               

1.51%


Total non-performing loans to total assets             0.91%               

1.13%


Total non-performing assets to total assets            0.95%               

1.13%




Non-performing assets include non-accrual loans, non-accruing TDRs (prior to
January 1, 2023), and foreclosed real estate. The Company generally places a
loan on non-accrual status and ceases accruing interest when loan payment
performance is deemed unsatisfactory and the loan is past due 90 days or more.
At March 31, 2023 there were no loans that were past due 90 days or more and
still accruing interest.

As indicated in the table above, non-performing assets were $3.7 million at
March 31, 2023 and $4.4 million at December 31, 2022. At March 31, 2023, the
Bank had 29 non-performing one- to four-family residential mortgage loans for
$1.7 million, two non-performing nonresidential loans for $412,000, three
non-performing commercial business loans for $537,000, six home equity loans and
lines of credit for $129,000, three non-performing manufactured home loans for
$368,000, four non-performing automobile loans for $40,000, five non-performing
student loans for $59,000, five non-performing recreational vehicle loans for
$275,000, and two non-performing other consumer loans for $35,000. At December
31, 2022, the Bank had 37 non-performing one- to four-family residential
mortgage loans for $2.6 million, two non-performing nonresidential loans for
$416,000, four non-performing commercial business loans for $587,000, eight home
equity loans and lines of credit for $172,000, three non-performing manufactured
home loans for $368,000, two non-performing automobile loans for $21,000, six
non-performing student loans for $68,000, and two non-performing recreational
vehicle loans for $135,000. The Bank had $152,000 in real estate owned at March
31, 2023 and $12,000 in real estate owned at December 31, 2022.

The allowance for credit losses represents management's estimate of losses
inherent in the loan portfolio as of the date of the consolidated statement of
financial condition. The allowance for credit losses was $2.7 million at March
31, 2023 and $2.5 million at December 31, 2022. The Company reported an increase
in the ratio of the allowance for

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credit losses to gross loans to 0.90% at March 31, 2023 as compared to 0.86% at
December 31, 2022. Management performs a quarterly evaluation of the allowance
for credit losses based on quantitative and qualitative factors and has
determined that the current level of the allowance for credit losses is adequate
to absorb the losses in the loan portfolio as of March 31, 2023.

The Company had no loans which were deemed to be impaired at December 31, 2022.


Management has identified potential credit problems which may result in the
borrowers not being able to comply with the current loan repayment terms and
which may result in it being included in future impaired loan reporting.
Management has identified potential problem loans totaling $9.8 million as of
March 31, 2023 as compared to $11.0 million at December 31, 2022. These loans
have been internally classified as special mention or substandard, yet are not
currently considered impaired. The decrease of $1.2 million was primarily driven
by a decrease in residential mortgage loans classified as substandard as a
result of loan upgrades and loan payoffs. Based on current information available
at March 31, 2023, these loans were re-evaluated for their range of potential
losses and reclassified accordingly.

Liquidity and Capital Resources. Liquidity is the ability to meet financial
obligations that arise in the ordinary course of business. Liquidity is
primarily needed to meet the borrowing and deposit withdrawal requirements of
our customers and to fund current and planned expenditures. The Bank's primary
sources of funds are deposits, principal and interest payments on loans and
securities, proceeds from the sale of loans, and proceeds from the sale or
maturities of securities. In addition, the Bank may borrow from the FHLB. At
March 31, 2023, the Bank had $10.3 million outstanding in advances from the FHLB
and had the ability to borrow approximately $58.3 million based on our
collateral capacity. At March 31, 2023, the Bank had an additional $15.5 million
in lines of credit available with other financial institutions and as such no
advances received can exceed 50% of the Bank's capital. At March 31, 2023 and
December 31, 2022, there were no outstanding advances on these lines.

On March 12, 2023, in response to liquidity concerns in the banking system, the
Federal Deposit Insurance Corporation, Federal Reserve Board, and U.S.
Department of Treasury, collaboratively approved certain actions with a stated
intention to reduce stress across the financial system, support financial
stability, and minimize any impact on businesses, households, taxpayers, and the
broader economy. Among other actions, the Federal Reserve Board has created a
new Bank Term Funding Program ("BTFP") to make additional funding available to
eligible depository institutions to help ensure institutions can meet the needs
of their depositors. Eligible institutions may obtain liquidity against a wide
range of collateral. BTFP advances can be requested through at least March 11,
2024. The Company has not requested funding through the BTFP as of March 31,
2023, but has an established relationship with the Federal Reserve to take
advantage of this program.

While maturities and scheduled amortization of loans and securities are
predictable sources of funds, deposit flows and loan prepayments are greatly
influenced by general interest rates, economic conditions, and competition. Our
most liquid assets are cash and equity and available-for-sale investments. The
levels of these assets are dependent on our operating, financing, lending, and
investing activities during any given period.

Our cash flows are comprised of three primary classifications: cash flows from
operating activities, investing activities, and financing activities. Net cash
used in operating activities was $377,000 for the three months ended March 31,
2023 and $596,000 for the three months ended March 31, 2022. Net cash used in
investing activities, which consists primarily of disbursements for loan
originations and the purchase of securities, offset by principal collections on
loans and proceeds from the sale of and maturing securities, was $4.6 million
for the three months ended March 31, 2023 and net cash provided by investing
activities was $2.2 million for the three months ended March 31, 2022. Net cash
provided by financing activities, consisting primarily of the activity in
deposit accounts and FHLB advances, was $3.0 million for the three months ended
March 31, 2023 and $1.1 million for the three months ended March 31, 2022.

We are committed to maintaining a satisfactory liquidity position. We monitor our liquidity position on a daily basis. We anticipate that we will have sufficient funds to meet our current funding commitments.



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Generations Bancorp is a separate corporate entity from Generations Bank and it
must provide for its own liquidity to pay any dividends to its stockholders, to
repurchase any shares of its common stock, and for other corporate purposes.
Generations Bancorp's primary source of liquidity is any dividend payments it
may receive from Generations Bank. Generations Bank paid a dividend of $1.0
million to Generations Bancorp during the three months ended March 31, 2023.
Generations Bank paid a dividend of $1.3 million to Generations Bancorp for the
year ended December 31, 2022.  At March 31, 2023, Generations Bancorp (on an
unconsolidated, stand-alone basis) had cash and investment securities totaling
$2.7 million.

At March 31, 2023 and December 31, 2022, Generations Bank exceeded all its
regulatory capital requirements and was categorized as well capitalized.  See
Note 9 to the interim condensed consolidated financial statements.  Management
is unaware of any conditions or events since the most recent notification that
would change our category.

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