Caution Regarding Forward-Looking Statements



This Quarterly Report on Form 10-Q may contain certain forward-looking
statements consisting of estimates with respect to the financial condition,
results of operations and business of the Company that are subject to various
factors that could cause actual results to differ materially from these
estimates. These factors include, but are not limited to: the impact of the
novel Coronavirus disease, or COVID-19, and its variants on our borrowers'
ability to meet their financial obligations to us; increases in our past due
loans and provisions for loan losses that may result from COVID-19 and its
broader economic effects, including labor shortages, supply chain issues, and
inflation that may impact our borrowers; declines in general economic
conditions, including increased stress in the financial markets due to COVID-19
or other factors; changes in interest rates, deposit flows, loan demand, real
estate values, and competition; changes in accounting principles, policies, or
guidelines; changes in legislation or regulation; and other economic,
competitive, governmental, regulatory, and technological factors affecting the
Company's operations, pricing, products and services. Any use of "we" or "our"
in the following discussion refers to the Company on a consolidated basis.

Comparison of Financial Condition at September 30, 2022 and December 31, 2021.

During the nine months ended September 30, 2022, the Company's total assets increased $99.0 million, from $939.7 million to $1.04 billion.

Cash and cash equivalents increased $58.8 million during the nine months ended September 30, 2022, from $94.4 million to $153.2 million. The increase is related to continued growth in deposits.



Investment securities consist of securities available for sale and securities
held to maturity. Investment securities decreased $9.4 million to $351.7 million
for the nine-month period ended September 30, 2022. At September 30, 2022, the
Company had unrealized losses on securities available for sale of $44.2 million,
compared to unrealized losses of $1.5 million at December 31, 2021. The
significant decline in fair value is directly related to the increase in market
interest rates at September 30, 2022 compared to December 31, 2021, as the U.S.
Treasury yield curve reacts to substantial increases in the federal funds rate
by the Federal Reserve.

At September 30, 2022, equity securities declined in value from $392,000 at December 31, 2021 to $321,000 as a result of the decline in value in the equity market.



Loans held for sale decreased 78.1%, or $16.9 million, as mortgage loan
production has slowed during 2022 and many of the loans produced near the
December 31, 2021 quarter-end date were not sold on the secondary market until
2022. Loans held for investment increased from $420.8 million to $477.2 million,
an increase of $56.4 million for the nine-month period ended September 30, 2022.
The Company experienced a net increase in all loan sectors with the exception of
real estate 1-4 family construction, consumer loans, other loans and SBA PPP
loans. SBA PPP loans were issued during 2020 and 2021 as a result of the federal
government's response to helping small businesses due to COVID-related issues.
These loans are unsecured commercial loans, but are 100% guaranteed by the SBA
if the loans comply with PPP requirements.

The allowance for loan losses was $2.7 million at September 30, 2022, which
represented 0.56% of the total loans held for investment, compared to $4.0
million or 0.96% of the total loans held for investment at December 31, 2021.
Additional discussion regarding the allowance is included in the Asset Quality
section below.

Other changes in our consolidated assets are primarily related to deferred tax
assets, which increased $9.8 million from $1.7 million as of December 31, 2021
to $11.6 million at September 30, 2022 as a result of the significant decline in
value of the available for sale security portfolio. Additionally, restricted
stock increased $507,000 for the same period mainly due to the increase in FRB
stock required to be held from increased common equity.

Customer deposits, our primary funding source, experienced a $126.8 million
increase during the nine-month period ended September 30, 2022, increasing from
$836.8 million to $963.6 million, a 15.2% increase. In addition to receipt of
government grant funding by some depositors, a large portion of this increase is
related to the overall growth in the number of deposit accounts and relationship
sizes. As the banking subsidiary of the Company operates in a primarily rural
market, many competitors have exited the markets where we remain, which has
driven deposit growth in our current markets. Demand noninterest-bearing
checking accounts increased $53.7 million, interest checking and money market
accounts increased $76.6 million and savings deposits increased $3.7 million
during the nine months ended September 30, 2022. Time deposits decreased by $7.2
million during the same period as customers transitioned to liquid accounts.

Total short-term borrowings increased $22,000 for the nine-month period ended
September 30, 2022. At September 30, 2022, the Company had $29.6 million in
long-term debt outstanding, which consists solely of its junior subordinated
debt securities. During the third quarter of 2019, the Company issued $10.0
million in subordinated debt securities with a final maturity date of September
30,

                                      -28-
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2029 that may be redeemed on or after September 30, 2024. This junior
subordinated debt pays interest quarterly at an annual fixed rate of 5.25%.
During the third quarter of 2021, the Company issued $12.0 million and $8.0
million of 10-year and 15-year fixed-to-floating rate subordinated debt
securities, respectively. The 10-year subordinated notes mature on September 3,
2031, though redeemable on or after September 3, 2026, and initially pay
interest quarterly at an annual rate of 3.5%. From and including September 3,
2026 to but excluding September 3, 2031, or up to an early redemption date, the
interest rate on the 10-year subordinated notes will reset quarterly to an
annual rate equal to the then-current three-month secured overnight financing
rate ("SOFR"), plus 283 basis points payable quarterly in arrears. The 15-year
subordinated notes mature on September 3, 2036, though redeemable on or after
September 3, 2031, and initially pay interest quarterly at an annual rate of
4.0%. From and including September 3, 2031 to but excluding September 3, 2036,
or up to an early redemption date, the interest rate on the 15-year subordinated
notes will reset quarterly to an annual rate equal to the then-current
three-month SOFR plus 292 basis points payable quarterly in arrears. The
subordinated debt has been structured to qualify as and is included in the
calculation of the Company's Tier 2 capital. The Company also has a $3.0 million
line of credit of which $3.0 million was available to use at September 30, 2022.

Mortgage banking derivatives increased $170,000 from $50,000 at December 31,
2021 to $220,000 at September 30, 2022, because of the rise in interest rates
since year-end. As rates rise, the value of mandatory mortgage forward sales
commitments deteriorate, and the price required to exit out of the commitment
decreases. Additionally, the value associated with IRLCs has depreciated to a
liability position as market rates now exceed interest rates committed to
borrowers. Other liabilities increased $237,000 from December 31, 2021 to
September 30, 2022 primarily related to adjustments of reserves in order to
align these accounts with current earnings.

At September 30, 2022, total shareholders' equity was $32.5 million, a decrease
of $28.3 million from December 31, 2021. This decline is a result of unrealized
losses on investment securities, net of tax, increasing by $32.9 million as the
yield curve continues to steepen. Net income for the nine-month period ended
September 30, 2022 was $5.3 million. The Company repurchased 30,895 shares of
common stock at a total cost of $268,000 during the first nine months of 2022.
During the same period, the Company paid $422,000 in dividends attributable to
noncontrolling interest. See Note 3 (Noncontrolling Interest) to the Company's
Notes to Consolidated Financial Statements for additional discussion of the
noncontrolling interest.

Results of Operations for the Three Months Ended September 30, 2022 and 2021.

Net Income and Net Income Available to Common Shareholders

Uwharrie Capital Corp reported net income of $2.8 million for the three months
ended September 30, 2022, as compared to $2.7 million for the three months ended
September 30, 2021, an increase of $141,000. Net income available to common
shareholders was $2.7 million, or $0.38 per common share, for the three months
ended September 30, 2022, compared to $2.5 million, or $0.35 per common share,
at September 30, 2021. Net income available to common shareholders is net income
less dividends on the aforementioned noncontrolling interest.

Net Interest Income



Net interest income for the three months ended September 30, 2022 was $7.2
million, compared to $7.0 million for the three months ended September 30, 2021,
an increase of $230,000. During the third quarter of 2022, the average yield on
our interest-earning assets decreased twenty basis points to 3.34% from the same
period in 2021, and the average rate we paid for our interest-bearing
liabilities increased twenty-four basis points to 0.50%. These changes resulted
in a lower interest rate spread of 2.84% as of September 30, 2022, compared to
3.28% as of September 30, 2021. The Company's net interest margin was 2.99% and
3.37% for the comparable periods in 2022 and 2021, respectively.

                                      -29-
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The following table presents average balance sheet and a net interest income analysis for the three months ended September 30, 2022 and 2021:


             Average Balance Sheet and Net Interest Income Analysis

                    For the Three Months Ended September 30,

(dollars in thousands)


                                       Average Balance           Income/Expenses            Rate/Yield
                                     2022          2021          2022        2021        2022        2021
Interest-earning assets:
Taxable securities                 $ 279,567     $ 214,624     $  1,577     $   740        2.24 %      1.37 %
Non-taxable securities (1)            69,250        53,967          391         309        2.76 %      2.88 %
Short-term investments               147,782       120,014          725          53        1.95 %      0.18 %
Equity securities                        327           411            5           5        6.07 %      4.83 %
Taxable loans                        463,589       437,845        5,298       6,191        4.53 %      5.61 %
Non-taxable loans (1)                 12,957         7,326           69          51        2.60 %      3.48 %
Total interest-earning assets        973,472       834,187        8,065       7,349        3.34 %      3.54 %
Interest-bearing liabilities:
Interest-bearing deposits            651,089       546,252          513         176        0.31 %      0.13 %
Short-term borrowed funds              1,111         1,167            2           1        0.71 %      0.34 %
Long-term debt                        29,542        16,000          338         192        4.54 %      4.76 %
Total interest bearing
liabilities                          681,742       563,419          853         369        0.50 %      0.26 %
Net interest spread                $ 291,730     $ 270,768     $  7,212     $ 6,980        2.84 %      3.28 %
Net interest margin (1) (% of
earning assets)                                                                            2.99 %      3.37 %


(1) Yields related to securities and loans exempt from income taxes are stated on

a fully tax-equivalent basis, assuming a 21% effective tax rate.

Provision (Recovery) and Allowance for Loan Losses



The recovery of allowance for loan losses was $1.5 million for the three months
ended September 30, 2022, compared to a recovery of $1.1 million for the same
period in 2021. There were net loan chargeoffs of $21,000 for the three months
ended September 30, 2022, as compared to net loan recoveries of $553,000 during
the same period of 2021. Refer to the Asset Quality section below for further
information.

Noninterest Income

The Company generates most of its revenue from net interest income; however,
diversification of our revenue sources is important as well. Total noninterest
income decreased by $2.3 million for the three-month period ended September 30,
2022, as compared to the same period in 2021. Declines in market valuation
adjustments on supplemental executive retirement plans contributed approximately
$860,000 to this decrease. Another significant factor contributing to the
overall change in noninterest income was a decrease of $1.5 million in income
from mortgage banking. This decline is due to the significant reduction in
production, particularly mortgage refinancing activity, as interest rates have
risen steadily during 2022.

Interchange fees, or "swipe" fees, are charges that merchants pay to us and
other card-issuing banks for processing electronic payment transactions.
Interchange and card transaction fees consist of income from check card usage,
point-of-sale income from PIN-based debit card transactions, ATM service fees,
and credit card usage. A comparison of gross interchange and card transaction
fees and interchange and card transaction fees net of associated network costs
for the reported periods is presented in the table below:

                                                            Three Months Ended September 30,
                                                             2022                      2021
                                                                     (in thousands)
Income from debit card transactions                     $           552           $           535
Income from credit card transactions                                165                       130
Gross interchange and transaction fee income                        717                       665
Network costs - debit card                                          246                       249
Network costs - credit card                                         156                       155
Total                                                   $           315           $           261




                                      -30-

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Noninterest Expense



Noninterest expense for the three months ended September 30, 2022 decreased by
$1.8 million from the same period in 2021, to $7.4 million. Salaries and
benefits, the largest component of noninterest expense, decreased $965,000 due
to decreased commissions from reduced production in the mortgage division. As a
result of production declines in the mortgage division, loan costs decreased by
$100,000 to $92,000 for the three months ended September 30, 2022. Market
valuation adjustments decreased the expense associated with supplemental
executive retirement plans by $860,000.

Total other noninterest expense decreased $16,000 for the three months ended September 30, 2022, compared to the same period in 2021. The table below reflects the composition of other noninterest expense.



                                    Three Months Ended September 30,
                                     2022                      2021
                                         (dollars in thousands)
Postage                         $            48           $            47
Telephone and data lines                     52                        48
Office supplies and printing                 30                        25
Shareholder relations expense                31                        58
Dues and subscriptions                       69                        80
Other                                       370                       358
Total                           $           600           $           616


Income Tax Expense

The Company had income tax expense of $737,000 for the three months ended
September 30, 2022 at an effective tax rate of 20.7% compared to income tax
expense of $732,000 with an effective tax rate of 21.4% in the comparable 2021
period. Income taxes computed at the statutory rate are primarily affected by
the state income tax expense offset by the eligible amount of interest earned on
state and municipal securities, tax-free municipal loans and income earned on
bank-owned life insurance. For the three months ended September 30, 2022, the
effective tax rate decreased due to the increase in tax-exempt security
holdings.

Results of Operations for the Nine Months Ended September 30, 2022 and 2021.

Net Income and Net Income Available to Common Shareholders

Uwharrie Capital Corp reported net income of $5.3 million for the nine months
ended September 30, 2022, as compared to $8.9 million for the nine months ended
September 30, 2021, a decrease of $3.6 million. Net income available to common
shareholders was $4.9 million, or $0.69 per common share, for the nine months
ended September 30, 2022, compared to $8.4 million, or $1.14 per common share,
at September 30, 2021. Net income available to common shareholders is net income
less dividends on the aforementioned noncontrolling interest.

Net Interest Income



Net interest income for the nine months ended September 30, 2022 and 2021 was
$19.8 million. During the first nine months of 2022, the average yield on our
interest-earning assets decreased thirty-eight basis points to 3.14% from the
same period in 2021, and the average rate we paid for our interest-bearing
liabilities increased fourteen basis points to 0.39%. These changes resulted in
a lower interest rate spread of 2.75% as of September 30, 2022, compared to
3.27% as of September 30, 2021. The Company's net interest margin was 2.87% and
3.35% for the comparable periods in 2022 and 2021, respectively.

                                      -31-
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The following table presents average balance sheet and a net interest income analysis for the nine months ended September 30, 2022 and 2021:


             Average Balance Sheet and Net Interest Income Analysis
                    For the Nine Months Ended September 30,

(dollars in thousands)
                                       Average Balance            Income/Expenses            Rate/Yield
                                     2022          2021          2022         2021        2022        2021
Interest-earning assets:
Taxable securities                 $ 287,174     $ 198,826     $  3,820     $  2,247        1.78 %      1.51 %
Non-taxable securities (1)            67,093        44,166        1,119          793        2.75 %      3.05 %
Short-term investments               118,856        95,128        1,012           96        1.14 %      0.13 %
Equity securities                        367           511           15           15        5.46 %      3.92 %
Taxable loans                        455,466       452,590       15,588       17,477        4.58 %      5.16 %
Non-taxable loans (1)                 10,623         7,744          183          162        2.84 %      3.55 %
Total interest-earning assets        939,579       798,965       21,737       20,790        3.14 %      3.52 %
Interest-bearing liabilities:
Interest-bearing deposits            622,542       523,916          903          562        0.19 %      0.14 %
Short-term borrowed funds              1,109         1,345            3            3        0.36 %      0.30 %
Long-term debt                        29,547        12,710        1,011          463        4.57 %      4.87 %
Total interest-bearing
liabilities                          653,198       537,971        1,917        1,028        0.39 %      0.26 %
Net interest spread                $ 286,381     $ 260,994     $ 19,820     $ 19,762        2.75 %      3.27 %
Net interest margin (1) (% of
earning assets)                                                                             2.87 %      3.35 %


(1) Yields related to securities and loans exempt from income taxes are stated on

a fully tax-equivalent basis, assuming a 21% effective tax rate.

Provision (Recovery) and Allowance for Loan Losses



The recovery of allowance for loan losses was $1.4 million for the nine months
ended September 30, 2022, compared to a recovery of $1.2 million for the same
period in 2021. There were net loan recoveries of $42,000 for the nine months
ended September 30, 2022, as compared to net loan recoveries of $500,000 during
the same period of 2021. Refer to the Asset Quality section below for further
information.

Noninterest Income

The Company places significant emphasis on diversification of revenue sources
rather than relying solely upon interest income. Total noninterest income
decreased by $8.7 million for the nine-month period ended September 30, 2022, as
compared to the same period in 2021. The gain on sale of securities decreased
$1.1 million to a loss of $91,000 at September 30, 2022 compared to a gain of
$991,000 at September 30, 2021 as the Company worked to reduce the duration of
the investment portfolio in an attempt to protect capital as long-term interest
rates rise. Negative market adjustments of supplemental executive retirement
plans contributed $1.8 million to the reduction in total noninterest income.

The primary factor contributing to the overall decline in noninterest income was
a decrease of $6.2 million in income from mortgage banking. This decrease is due
to the significant reduction in production, particularly mortgage refinancing
activity, as interest rates have risen steadily during 2022.

Interchange fees, or "swipe" fees, are charges that merchants pay to us and
other card-issuing banks for processing electronic payment transactions.
Interchange and card transaction fees consist of income from check card usage,
point-of-sale income from PIN-based debit card transactions, ATM service fees,
and credit card usage. A comparison of gross interchange and card transaction
fees and interchange and card transaction fees net of associated network costs
for the reported periods is presented in the table below:

                                                             Nine Months Ended September 30,
                                                              2022                     2021
                                                                     (in thousands)
Income from debit card transactions                     $          1,635         $          1,563
Income from credit card transactions                                 465                      373
Gross interchange and transaction fee income                       2,100                    1,936
Network costs - debit card                                           777                      680
Network costs - credit card                                          467                      437
Total                                                   $            856         $            819


                                      -32-

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Noninterest Expense



Noninterest expense for the nine months ended September 30, 2022 decreased by
$3.8 million from the same period in 2021, to $21.8 million. Salaries and
benefits, the largest component of noninterest expense, decreased $1.7 million
due to decreased commissions from reduced production in the mortgage division.
As a result of production declines in the mortgage division, volume-driven loan
costs decreased by $333,000 to $356,000 for the nine months ended September 30,
2022. Marketing and donations decreased $138,000 to $898,000 for the same time
period.

Total other noninterest expense increased $94,000 for the nine months ended
September 30, 2022, compared to the same period in 2021. Increases in postage,
business insurance, employee education and franchise tax expense contributed to
this overall increase. The table below reflects the composition of other
noninterest expense.

                                     Nine Months Ended September 30,
                                      2022                     2021
                                             (in thousands)
Postage                         $            165         $            150
Telephone and data lines                     157                      146
Office supplies and printing                  73                       77
Shareholder relations expense                104                      130
Dues and subscriptions                       219                      286
Other                                      1,071                      906
Total                           $          1,789         $          1,695


Income Tax Expense

The Company had income tax expense of $1.2 million for the nine months ended
September 30, 2022 at an effective tax rate of 18.6% compared to income tax
expense of $2.4 million with an effective tax rate of 21.2% in the comparable
2021 period. Income taxes computed at the statutory rate are primarily affected
by the state income tax expense offset by the eligible amount of interest earned
on state and municipal securities, tax-free municipal loans and income earned on
bank-owned life insurance. For the nine months ended September 30, 2022, the
effective tax rate decreased due to the increase in tax-exempt security
holdings.

Asset Quality



The Company's allowance for loan losses is established through charges to
earnings in the form of a provision for loan losses. The allowance is increased
by provisions charged to operations and recoveries of amounts previously charged
off and is reduced by recovery of provisions and loans charged off. Management
continuously evaluates the adequacy of the allowance for loan losses. In
evaluating the adequacy of the allowance, management considers the following:
the growth, composition and industry diversification of the portfolio;
historical loan loss experience; current delinquency levels; adverse situations
that may affect a borrower's ability to repay; estimated value of any underlying
collateral; prevailing economic conditions; and other relevant factors. The
Company's credit administration function, through a review process, periodically
validates the accuracy of the initial risk grade assessment. In addition, as a
given loan's credit quality improves or deteriorates, the credit administration
department has the responsibility to change the borrower's risk grade
accordingly. For loans determined to be impaired, the allowance is based on
either the present value of expected future cash flows discounted at the loan's
effective interest rate, the loan's observable market price, or the estimated
fair value of the underlying collateral less the selling costs. This evaluation
is inherently subjective, as it requires material estimates, including the
amounts and timing of future cash flows expected to be received on impaired
loans, which may be susceptible to significant change. In addition, regulatory
agencies, as an integral part of their examination process, periodically review
the allowance for loan losses and may require additions for estimated losses
based upon judgments different from those of management.

Management uses a risk-grading program designed to evaluate the credit risk in
the loan portfolio. In this program, risk grades are initially assigned by loan
officers and then reviewed and monitored by credit administration. This process
includes the maintenance of an internally classified loan list that is designed
to help management assess the overall quality of the loan portfolio and the
adequacy of the allowance for loan losses. In establishing the appropriate
classification for specific assets, management considers, among other factors,
the estimated value of the underlying collateral, the borrower's ability to
repay, the borrower's payment history, and the current delinquent status.
Because of this process, certain loans are deemed to be impaired and evaluated
as an impaired loan.

The portion of the Company's allowance for loan loss model related to general
reserves captures the mean loss of individual loans within the loan portfolio
and adds additional loss based on economic uncertainty and specific indicators
of potential issues in the market. Specifically, the Company calculates probable
losses on loans by computing a probability of loss and multiplying that by a
loss given default derived from historical experience. An additional calculation
based on economic uncertainty is added to the probable losses, thus deriving the
estimated loss scenario by FDIC call report codes. Together, these expected
components, as well as

                                      -33-
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a reserve for qualitative factors based on current economic conditions
determined at management's discretion, form the basis of the allowance model.
The loans that are impaired and included in the specific reserve are excluded
from these calculations.

The Company assesses the probability of losses inherent in the loan portfolio
using probability of default data derived from the Company's internal historical
data, representing a one-year loss horizon for each obligor. Credit scores are
used within the model to determine the probability of default. The Company
updates the credit scores for individuals that either have a loan, or are
financially responsible for the loan, semi-annually, during the first and third
quarters. During the first nine months of 2022, the average effective credit
score of the portfolio, excluding loans in default, increased slightly from 767
to 772. The probability of default associated with each credit score is a major
driver in the allowance for loan losses.

The allowance for loan losses represents management's best estimate of an
appropriate amount to provide for probable credit risk inherent in the loan
portfolio in the normal course of business. While management believes that it
uses the best information available to establish the allowance for loan losses,
future adjustments to the allowance may be necessary and results of operations
could be adversely affected if circumstances differ from the assumptions used in
making the determinations. Furthermore, while management believes it has
established the allowance for loan losses in conformity with generally accepted
accounting principles, there can be no assurance that banking regulators, in
reviewing the Company's portfolio, will not require an adjustment to the
allowance for loan losses. In addition, because future events affecting
borrowers and collateral cannot be predicted with certainty, there can be no
assurance that the existing allowance for loan losses is adequate or that
increases will not be necessary, should the quality of any loans deteriorate
because of the factors discussed herein. Unexpected global events, such as the
unprecedented economic disruption due to COVID-19, are the type of future events
that often cause material adjustments to the allowance to be necessary. Any
material increase in the allowance for loan losses may adversely affect the
Company's financial condition, results of operations and the value of its
securities.

At September 30, 2022, the level of our impaired loans, which includes all loans
in non-accrual status, TDRs, and other loans deemed by management to be
impaired, was $2.9 million, compared to $4.7 million at December 31, 2021, a net
decrease of $1.8 million. The decrease is related to two large relationships
paying off during 2022. Total non-accrual loans, which are a component of
impaired loans, decreased from $972,000 at December 31, 2021 to $201,000 at
September 30, 2022. During the first nine months of 2022, three loans totaling
$610,000 were added to impaired loans; however, ten loans totaling $2.3 million
were paid off. We also received net pay downs of $148,000.

The allowance, expressed as a percentage of gross loans held for investment,
decreased forty basis points from 0.96% at December 31, 2021 to 0.56% at
September 30, 2022. The collectively evaluated allowance as a percentage of
collectively evaluated loans was 0.92% at December 31, 2021 and 0.52% at
September 30, 2022. The decrease is attributable to continued improvement in
probability of defaults of the portfolio as impacted by external economic
factors. In December 2019, prior to the global COVID-19 pandemic, our
collectively evaluated allowance as a percentage of collectively evaluated loans
was 0.55%. Due to COVID-19 impacts to the global economy and the uncertainty
within our economic markets, our allowance for loan loss model indicated a need
for additional reserves due to external factors that are more likely to indicate
losses for the loan portfolio. By the end of 2020, the collectively evaluated
allowance as a percentage of collectively evaluated loans increased nearly
double to 0.94%. The model results as of September 30, 2022 reflect the
Company's risk in the loan portfolio based on economic indicators of default
applicable to our loan portfolio, primarily associated with NC unemployment and
the NC-Charlotte region Case Shiller index. Signs of asset quality improvements
are evident of support for reduced reserves as impaired loans fell to an
all-time low of $2.9 million at September 30, 2022 and non-accrual loans fell to
their all-time low of $201 thousand. The individually evaluated allowance as a
percentage of individually evaluated loans increased from 4.54% to 6.53% for the
same periods, mainly due to the payoff of one large relationship with little
reserves associated due to collateral values.

The ratio of nonperforming loans, which consists of non-accrual loans and loans past due 90 days and still accruing, to total loans decreased from 0.23% at December 31, 2021 to 0.04% at September 30, 2022, and was related to six nonaccrual relationships that were paid off during 2022.

Troubled debt restructured loans, included in impaired loans, totaled $2.8 million at September 30, 2022 and $3.8 million at December 31, 2021. At September 30, 2022, there was one troubled debt restructured loan in non-accrual status, which had a balance of $35,000.

Other real estate owned remained at $0 through September 30, 2022, as there were no loans foreclosed on during the first nine months of 2022.

As of September 30, 2022, management believed the level of the allowance for loan losses was appropriate in light of the risk inherent in the loan portfolio.


                                      -34-
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The following table shows the comparison of nonperforming assets at September 30, 2022 and December 31, 2021:



                              Nonperforming Assets
                             (dollars in thousands)

                                                         September 30, 2022       December 31, 2021
Nonperforming assets:
Accruing loans past due 90 days or more                 $                  -     $                 -
Non-accrual loans                                                        201                     972
Other real estate owned                                                    -                       -
Total nonperforming assets                              $                201     $               972
Allowance for loans losses                              $              2,661     $             4,026
Nonaccrual loans to total loans                                         0.04 %                  0.23 %
Allowance for loan losses to total loans                                0.56 %                  0.96 %
Allowance for loan losses to nonaccrual loans                        1323.88 %                414.20 %


Liquidity and Capital Resources



The objective of the Company's liquidity management policy is to ensure the
availability of sufficient cash flows to meet all financial commitments and to
capitalize on any opportunities for expansion. Liquidity management addresses
the ability to meet deposit withdrawals on demand or at contractual maturity, to
repay borrowings as they mature and to fund new loans and investments as
opportunities arise.

The Company's primary sources of internally generated funds are principal and
interest payments on loans, cash flows generated from operations and cash flow
generated by investments. Growth in deposits is typically the primary source of
funds for loan growth.  The Company and its subsidiary bank have multiple
funding sources, in addition to deposits, that can be used to increase liquidity
and provide additional financial flexibility. At September 30, 2022, these
sources are the subsidiary bank's established federal funds lines with
correspondent banks aggregating $38.0 million, with available credit of $38.0
million; an established borrowing relationship with the Federal Home Loan Bank,
with available credit of $115.2 million; access to borrowings from the Federal
Reserve Bank discount window, with available credit of $17.6 million and the
issuance of commercial paper. The Company also has a $3.0 million line of credit
with TIB The Independent BankersBank, N.A. The line is secured with 100% of the
outstanding common shares of the Company's subsidiary bank. As of September 30,
2022, $3.0 million remained available for use on the line of credit. The Company
has also secured long-term debt from other sources consisting of $29.5 million
of junior subordinated debt at both September 30, 2022 and December 31, 2021.

Banks and bank holding companies, as regulated institutions, must meet required
levels of capital. The Federal Reserve, the primary federal regulator of the
Company and its subsidiary bank, has adopted minimum capital regulations or
guidelines that categorize components and the level of risk associated with
various types of assets.

The Company continues to maintain capital ratios that support its asset growth.
The federal bank regulatory agencies have implemented regulatory capital rules
known as "Basel III." The Basel III rules require a common equity Tier 1 capital
to risk-weighted assets minimum ratio of 4.50%, a minimum ratio of Tier 1
capital to risk-weighted assets of 6.00%, a minimum ratio of total capital to
risk-weighted assets of 8.00%, and a minimum Tier 1 leverage ratio of 4.00%.
There is also a capital conservation buffer that requires banks to hold common
equity Tier 1 capital in excess of minimum risk-based capital ratios by at least
2.5% to avoid limits on capital distributions and certain discretionary bonus
payments to executive officers and similar employees. The Company's accumulated
other comprehensive income or loss, resulting from unrealized gains and losses,
net of income tax, on investment securities available for sale, is excluded from
regulatory capital.

As of September 30, 2022, the Company's subsidiary bank continued to exceed minimum capital standards and remained well-capitalized under the applicable rules.



The Company's subsidiary bank has a net total of $10.6 million in outstanding
Fixed Rate Noncumulative Perpetual Preferred Stock. The preferred stock
qualifies as Tier 1 capital at the Bank and pays dividends at an annual rate of
5.30%. The net total of $10.6 million is presented as noncontrolling interest at
the Company level and qualifies as Tier 1 capital at the Company. At September
30, 2022, the Company had $29.5 million in subordinated debt outstanding, which
qualifies as Tier 2 capital at the Company level. The Company has made all
interest and dividend payments in a timely manner.

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Off-Balance Sheet Arrangements



Off-balance sheet arrangements include transactions, agreements or other
contractual arrangements to which an unconsolidated entity of the Company is a
party and pursuant to which the Company has obligations, including an obligation
to provide guarantees on behalf of an unconsolidated entity, or retains an
interest in assets transferred to an unconsolidated entity. We currently have no
off-balance sheet arrangements of this kind.

Derivative financial instruments include futures contracts, forward contracts,
interest rate swaps, options contracts, and other financial instruments with
similar characteristics. We have not engaged in significant derivative
activities through September 30, 2022, with the exception of mortgage banking
derivatives. See Note 14 (Mortgage Banking Derivatives) to the Company's Notes
to Consolidated Financial Statements for additional discussion of mortgage
banking derivatives.

Contractual Obligations



The timing and amount of our contractual obligations has not changed materially
since our 2021 Annual Report on Form 10-K, which was filed with the Securities
and Exchange Commission on March 9, 2022.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.


Disclosure under this item is not required for smaller reporting companies.

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